08 December 2020

Clifford Chance advises on Unibail-Rodamco-Westfield SE's tender offer and new benchmark issue

Clifford Chance Europe LLP has advised Unibail-Rodamco-Westfield SE ("URW"), the premier global developer and operator of flagship destinations, on its tender offer in relation to five series of notes (the "Target Notes") issued under its Guaranteed Euro Medium Term Note Programme (the "EMTN Programme") and its new issue of two series of notes, for an aggregate principal amount of €2 billion under its EMTN Programme (the "New Notes").

As part of the tender offer, URW was able to buy-back a total of approximately €544.9 million of the outstanding Target Notes, allowing URW to optimise its debt maturity profile as part of URW's active debt management strategy. This was the first tender offer by URW since 2016 and the first ever tender offer by URW targeting series of notes issued under its EMTN Programme governed by both English law and French law and listed on the regulated markets of both the Luxembourg Stock Exchange and Euronext Paris.

The first series of New Notes has a 6 year and 5 month maturity and a 0.625% fixed annual coupon (albeit with a short first coupon) and the second series of New Notes has an 11 year maturity and a 1.375% fixed annual coupon. Part of the net proceeds of the New Notes were used to fund the payment of the consideration for the Target Notes accepted for purchase in the tender offer.

The remaining net proceeds will be used for the general corporate purposes of URW, including the refinancing of URW's upcoming bond redemptions. The issuance of an aggregate principal amount of €2 billion of notes constitutes the largest issuance by URW under its EMTN Programme since May 2018.

Clifford Chance advised URW on the negotiation of the tender and new issue documentation, with Cédric Burford, partner, Auriane Bijon, counsel, Alexander Tollast, senior associate, and Laetitia Koenig, associate, leading the transaction and covering both the English law and French law aspects.

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