Vicinity Centres RE Limited responsible entity of Vicinity Centres Trust
Vicinity Limited and Vicinity Funds RE Limited as trustee of Vicinity NVN Trust.
Vicinity Centres Debt Issuance Programme dated 31 March 2017.
Dated 24 April 2017.
Nature of the Bonds
The bonds and guarantee will each be direct, unsubordinated and unsecured obligations of the Issuer and Guarantors, respectively, and will rank at least pari passu with all other unsubordinated and unsecured obligations of the Issuer and each Guarantor other than those mandatorily preferred by law.
Coupon Schedule to Maturity
- 26 October 2018
- 26 April 2019
- 26 October 2019
- 26 April 2020
- 26 October 2020
- 26 April 2021
- 26 October 2021
- 26 April 2022
- 26 October 2022
- 26 April 2023
- 26 October 2023
- 26 April 2024 - Maturity Date
Interest Rate / Coupon Rate
3.50% per annum, payable semi-annually (in two coupons of 1.75%) in arrears on 26 April and 26 October in each year, including the Maturity Date.
26 April 2017
26 April 2024
Repayment at Par on the Maturity Date
On the Maturity Date, bondholders are scheduled to receive the Face Value and the final payment of Interest.
Early Redemption by Issuer
1. Yes, in certain circumstances, for tax reasons.
2. Within 3 months of the Maturity Date on the giving at of at least 30 days’ notice and not more than 60 days’ notice. Holders will receive principal and accrued interest up to, but not including, the early maturity date.
3. Prior to 3 months of the Maturity Date, on the giving of at least 30 days’ notice and not more than 60 days’ notice. Holders will receive principal and accrued interest up to, but not including, the early maturity date and the payment of the Early Redemption Premium, if any.
Early Redemption Premium
Where the Issuer gives notice of an Early Redemption more than 3 months’ prior to the Maturity Date, it has agreed to pay an Early Redemption Premium, as calculated in the following manner:
Early Redemption Premium equals
The present value of the bond, as calculated by a reputable bank or financial adviser using the prevailing benchmark rate that is used for calculating the price of corporate bonds generally, plus a margin. That is, the value is discounted by a benchmark rate plus a margin. minus
The outstanding principal and any accrued, but unpaid interest as at the date fixed for the redemption.
The Early Redemption Premium is only payable if it is a positive number.
The value of an investment in the bonds may fluctuate due to various factors, including investor perceptions, worldwide economic conditions, interest rates, debt
market conditions and factors that may affect the Issuer’s financial performance. The following risks may also affect an investment in the bonds:
- Liquidity risk: An active secondary market in respect of the bonds may never be established or may be illiquid and this would adversely affect the value at which an investor could sell the bonds;
- Interest rate risk: The value of fixed rate bonds may be adversely affected by movements in market interest rates;
- Legal risks relating to litigation and regulatory actions;
- Default risk: if an event of default occurs under the bonds, or the Issuer fails to perform any obligation in relation to the bonds, such event or failure may impact on the value of an investment in the bonds, the transferability of the bonds and the ability of a holder to recover amounts due under the bonds;
- Early Redemption Risk: in certain circumstances the bonds may be redeemed early.
Key benefits include:
- approximately 5.7 years remaining until Maturity Date;
- interest paid semi-annually in arrears;
- interest paid as 100% cash;
- interest is not deferrable nor are interest payments discretionary;
- rank equally with all other senior and unsecured creditors of the Issuer.
The Issuer must not incur or permit to exist and must ensure that any Guarantor or member of the Group grants or allows to exist any Encumbrance over all or part of its assets to secure any financial indebtedness, other than a permitted Encumbrance if to do so would result in a breach of the Priority Debt covenant (Priority Debt must not exceed 20% of Total Tangible Assets and the ratio of Unencumbered Total tangible assets to Unsecured Debt is not less than 150%).
Events of Default
Events of Default include:
Failure to Pay: Applicable with a cure period of 14 Business Days;
Cross Default: Applicable with a Threshold Amount of A$50,000,000;
Breach of Other Obligations: Applicable with a cure period of 30 days;
Obligations Unenforceable: Applicable;
Ceasing to be Trustee and Responsible Entity: any Guarantor Trustee ceases to be the Trustee or Responsible Entity of a Guarantor Trust unless it is replaced by another Group member.
Enforcement or Attachment: Applicable, Threshold Amount is A$50,000,000;
Cessation of Business: Applicable to the Issuer or any Guarantor;
Insolvency: Applicable; or
Guarantor Trusts: Events impacting on the Guarantor Trustee’s right of indemnity, resettlement of Trust Property or a Guarantor Trust terminates and the capital vests.