AIMS APAC REIT MANAGEMENT LIMITED
As Manager of AIMS APAC REIT
1 Raffles Place, #39-03, One Raffles Place
Singapore 048616
(Constituted in the Republic of Singapore pursuant to a Trust Deed dated 5 December 2006 (as amended and restated))
SGX ANNOUNCEMENT
ENTRY INTO FACILITY AGREEMENT AND DISCLOSURE PURSUANT TO RULE 704(31) OF THE
SGX-ST LISTING MANUAL
AIMS APAC REIT Management Limited, as manager of AIMS APAC REIT ("AA REIT", and as manager of AA REIT, the "Manager"), wishes to announce that AA REIT Investments (Australia) Pty Limited, in its capacity as trustee of AA REIT Macquarie Park Investment Trust (the "Borrower") and AIMS Capital Management Pty Ltd, in its capacity as trustee of AIMS APAC REIT (Australia) Trust (the "Security Provider"), had on 30 May 2022, entered into a facility agreement dated 30 May 2022 ("Facility Agreement") with an institutional bank (the "Financier") pursuant to which they have secured a new term loan facility of Australian dollars two hundred and twelve million, two hundred and sixty-eight thousand (AUD 212,268,000). All amounts thereunder will be applied first towards refinancing the Borrower's existing loan facilities, and thereafter, towards real estate related activities and/or its general corporate funding purposes. AA REIT Macquarie Park Investment Trust is a wholly-owned trust of AA REIT, constituted on 15 November 2013. Its principal activity is to acquire and hold Australian property- related investments. Unless otherwise defined, all capitalised terms used in this Announcement (and the accompanying Appendix) shall have the terms ascribed to them in the Facility Agreement, as may be amended.
Pursuant to Rule 704(31) of the Listing Manual of the SGX-ST, the Manager wishes to announce that the Facility Agreement contains the following conditions (as described in the Appendix to this Announcement) which make reference to: (i) a restriction on a change in control of the Manager; and (ii) the shareholding interests of Great World Financial Group Pty Ltd in the shares of the Manager (the "Specified Conditions"). The level of the facilities that may be affected by a breach thereof, are also set out in the Appendix to this Announcement.
BY ORDER OF THE BOARD
AIMS APAC REIT Management Limited
(as manager of AIMS APAC REIT) (Company Registration no.: 200615904N)
Russell Ng Keh Yang
Chief Executive Officer
30 May 2022
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APPENDIX
I. | Specified Conditions |
The Specified Conditions and the consequences of a breach of the Specified Conditions are as follows:
It shall be a "Mandatory Prepayment Event" under the Facility Agreement if, inter alia, (i) the Manager or its Related Body is not, or ceases (without the prior written consent of the Financier (such consent not to be unreasonably withheld or delayed) to be the manager of AA REIT; or (ii) Great World Financial Group Pty Ltd ("AIMS") ceases to have effective control over, or to be the holder of, at least half of the issued shares of the Manager, either directly or indirectly, without the prior written consent of the Financier (such consent not to be unreasonably withheld or delayed).
The Borrower will promptly notify the Financier of the occurrence of a Mandatory Prepayment Event. Upon and at any time after the occurrence of a Mandatory Prepayment Event and whilst it is continuing, the outstanding loans together with accrued interest and all other moneys owing under or pursuant to the Finance Documents is due and payable.
- Level of facilities that may be affected by a breach of the Specified Conditions As at the date of this announcement, none of the Specified Conditions have been breached.
Based on the actual debt issued and other loans by AA REIT and/or its subsidiaries to date (collectively referred to as the "Facilities"), a breach of the Specified Conditions may cause a mandatory prepayment obligation to arise in respect of the Facility Agreement, and may trigger cross defaults of the Facilities. The level of Facilities that may be affected is estimated to be approximately S$841.3 million1 (excluding interest and excluding the Facility which are the subject of this announcement) as at 30 May 2022. This does not take into account: (i) the amount of the loan facilities which have not been drawn down, and which remain available for drawdown; (ii) perpetual securities issued under the S$750,000,000 multicurrency debt issuance programme; (iii) future notes issuances under the S$500,000,000 multicurrency medium term note programme established by AACI REIT MTN Pte. Ltd.; and (iv) future notes and perpetual securities issuances under the S$750,000,000 multicurrency debt issuance programme established by HSBC Institutional Trust Services (Singapore) Limited, in its capacity as trustee of AA REIT.
III. | Additional information |
As at 30 May 2022, AIMS holds a 100% stake in the Manager, either directly or indirectly.
- Based on the exchange rate of AUD1.00 = SGD0.98
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Important Notice
The value of units of AIMS APAC REIT ("AA REIT") ("Units") and the income derived from them may fall as well as rise. The Units are not obligations of, deposits in, or guaranteed by, AIMS APAC REIT Management Limited ("Manager"), or any of its affiliates. An investment in Units is subject to investment risks, including the possible loss of the principal amount invested.
Investors have no right to request the Manager to redeem their Units while the Units are listed. It is intended that Unitholders of AA REIT may only deal in their Units through trading on the Singapore Exchange Securities Trading Limited (the "SGX- ST"). Listing of the Units on the SGX-ST does not guarantee a liquid market for the Units.
This announcement is for information only and does not constitute an invitation or offer to acquire, purchase or subscribe for the Units. The past performance of AA REIT is not necessarily indicative of the future performance of AA REIT.
This announcement may contain forward-looking statements that involve risks and uncertainties. Actual future performance, outcomes and results may differ materially from those expressed in forward-looking statements as a result of a number of risks, uncertainties and assumptions. Representative examples of these factors include (without limitation) general industry and economic conditions, interest rate trends, cost of capital and capital availability, competition from similar developments, shifts in expected levels of property rental income, changes in operating expenses (including employee wages, benefits and training costs), property expenses and governmental and public policy changes. Investors are cautioned not to place undue reliance on these forward-looking statements, which are based on the Manager's view of future events.
About AIMS APAC REIT (www.aimsapacreit.com)
Managed by the Manager, AA REIT was established with the principal investment objective of owning and investing in a diversified portfolio of income-producing industrial, logistics and business park real estate, located throughout the Asia Pacific region. The real estate assets are utilised for a variety of purposes, including but not limited to warehousing and distribution activities, business park activities and manufacturing activities. AA REIT's existing portfolio consists of 29 properties, of which 26 properties are located throughout Singapore, and 3 properties located in Australia, including a property located in Gold Coast, Queensland, Australia, a 49.0% interest in Optus Centre, located in Macquarie Park, New South Wales and Woolworths HQ located in Bella Vista, New South Wales.
About AIMS Financial Group (www.aims.com.au)
AIMS Financial Group ("AIMS") is the sole sponsor of AA REIT. Established in 1991, AIMS is a diversified financial services and investment group, active in the areas of funds management, mortgage lending, investment banking and property investment. AIMS is also the owner of the Sydney Stock Exchange.
AIMS' head office is in Sydney and it has businesses across Australia, China, Hong Kong and Singapore. Its highly qualified, professional and experienced cross-cultural teams enable AIMS to bridge the gap between Australia and Asia across various sectors.
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