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Published on 3/9/2023 in the Prospect News Liability Management Daily.

Shaftesbury mortgage bonds are putable due to change of control

By Mary-Katherine Stinson

Lexington, Ky., March 9 – Shaftesbury plc notified bondholders that a change-of-control put event occurred which impacts two series of mortgage bonds, according to notices filed with the London Stock Exchange.

The bonds subject to the change-of-control event are the £290 million 2.348% first mortgage bonds due 2027 (ISIN: XS1667074121) guaranteed by Shaftesbury plc and issued by Shaftesbury Chinatown plc and the £285 million 2.487% guaranteed first mortgage bonds due 2031 (ISIN: XS1493395070) guaranteed by Shaftesbury plc and issued by Shaftesbury Carnaby plc.

The put period begins on March 9 and ends on April 8.

Bondholders have the right to require the issuer to redeem the bonds at the nominal amount together with interest accrued to, but excluding, the change of control put date of April 17.

Bondholders wishing to exercise their put option must submit an electronic notice to the principal paying agent Elavon Financial Services DAC, UK Branch. Each electronic notice is irrevocable and must state the nominal amount of bonds for which the option is being exercised.

The event was triggered by the March 6 completion of the recommended all-share merger of Shaftesbury and Capital & Counties Properties plc (Capco) by means of a court-sanctioned scheme of arrangement, resulting in the Capco group owning 100% of the issued share capital of Shaftesbury.

M&G Trustee Co. Ltd. is the trustee for the bonds.

Shaftesbury is a London-based real estate investment trust.


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