SHUAA Capital Bond 1 Limited announces an exchange offer in respect of its U.S.$150,000,000 7.50 per cent. Notes due 31 March 2025
SHUUA Capital Bond 1 Limited (the “Issuer”) today announces that it is inviting (subject to the “Offer and Distribution Restrictions” set out below and as more fully set out in the Exchange Offer Memorandum) eligible holders (the “Noteholders”) of the U.S.$150,000,000 7.50 per cent. Notes due 31 March 2025 (ISIN: XS2243959819) (of which U.S.$150,000,000 in aggregate principal amount is outstanding) (the “Existing Notes”) to offer to exchange up to U.S.$75,000,000 (the “Maximum Acceptance Amount”) in aggregate principal amount of the Existing Notes for UAE Dirham denominated mandatory convertible bonds to be issued by SHUAA Capital psc (the “Guarantor”) (the “Existing Noteholder MCBs”) (the “Exchange Offer”).
The Exchange Offer is being made on the terms and subject to the conditions set out in the exchange offer memorandum dated 19 February 2025 (the “Exchange Offer Memorandum”).
The Exchange Offer and the MCB Issuances (as defined below) were approved at the SHUAA General Meeting on 17 February 2025.
The Exchange Offer is conditional on the Securities and Commodities Authority of the UAE (the “SCA”) having provided approval or confirmation of non-objection to the MCB Issuances (the “Approval Condition”).
Subject to applicable law and as provided in the Exchange Offer Memorandum, the Issuer may, at its sole and absolute discretion, extend, re-open, amend, waive any condition of or terminate the Exchange Offer at any time. Details of any such extension, re-opening, amendment, waiver or termination will be announced as provided in the Exchange Offer Memorandum as soon as reasonably practicable after the relevant decision is made.
Capitalised terms used in this announcement but not otherwise defined herein have the meanings given to them in the Exchange Offer Memorandum.