Plaza Centers N.V.
06 May 2008
PLAZA CENTERS N.V.
('Plaza' or the 'Company')
PLAZA CENTERS N.V. ANNOUNCES AGREEMENTS FOR THE PRIVATE ISSUANCE OF ADDITIONAL
UNSECURED NON-CONVERTIBLE SERIES B NOTES AND A WEIGHTED DISCOUNT RATE FOR SERIES
B NOTES AS A CONSEQUENCE
May 6, 2008 - Plaza Centers N.V. ('Plaza' or the 'Company'), a leading emerging
markets property developer, announces today that, following the public offering
in Israel of unsecured non-convertible Series B Notes of Plaza (the 'Series B
Notes'), pursuant to Plaza's prospectus dated February 3, 2008, it has agreed
with Israeli Investors to issue an additional approximately NIS 85 million
(approximately € 16 million) in principal amount of Series B Notes (the
'Additional Notes') for an aggregate consideration of approximately NIS 85
million (approximately €16 million). The terms of the Additional Notes are
identical to the terms of the Series B Notes issued to the public under Plaza's
prospectus dated February 3, 2008 (the 'Prospectus'). For information regarding
the terms of the Series B Notes, see Plaza's announcement dated February 13,
2008.
In accordance with an approval received by the Company on April 17, 2008 from
the Israeli Tax Authority ('Tax Authority Approval'), at the dates of redemption
of the Series B Notes, the Company will withhold at source tax payable, at tax
rates as set forth in the above mentioned prospectus, with regard to the
discount amounts of the Series B Notes pursuant to a calculation of a weighted
discount rate applicable to all Series B Notes in circulation and in accordance
with applicable law. The weighted discount rate for the purpose of such
withholding tax, following the issuance of the Additional Notes, was determined
to be 0.15% (based on the Israeli Consumer Price Index for March, 2008 and
accrued interest on the Notes).
The aforementioned tax arrangement applies for the purpose of withholding tax at
source with respect to such discount amounts only and does not exhaust the final
tax liability of the holders of the Series B Notes.
The discount calculation formula specified in the Tax Authority Approval will
also be valid for future increases of the Series B Notes, provided that such
increases will be conducted before December 31, 2010. In the event of a future
increase of the Series B Notes before the said date, the Company will calculate
the new weighted discount rate and will publish it in an immediate report. Any
increase of the Series B Notes after the said date will require the Company to
apply to the Israeli Tax Authority for the calculation of a new weighted
discount rate.
The issuance of the Additional Notes is subject to the receipt of the approval
of the Tel Aviv Stock Exchange for the listing of the Additional Notes for trade
on the Tel Aviv Stock Exchange.
The sale and/or transfer of the Additional Notes are subject to the limitations
on re-sale of securities set forth in Article 15C of the Israeli Securities Law
of 1969 (the 'Law') and the Securities Regulations (Details with respect to
Articles 15A-15C of the Law) of 2000 applicable to investors of the type
specified in the first supplement to the Law.
This announcement shall not be deemed to be an offer to sell or a solicitation
of an offer to buy any of Series B Notes.
About Plaza Centers N.V.
Plaza Centers N.V. (www.plazacenters.com) is a leading emerging markets
developer of shopping and entertainment centres. It focuses on constructing new
centres and, where there is significant redevelopment potential, redeveloping
existing centres in both capital cities and important regional centres. The
Company is dual listed on the Main Board of the London Stock Exchange and, as of
19 October 2007, the Warsaw Stock Exchange (LSE:'PLAZ', WSE: 'PLZ/PLAZACNTR').
Plaza Centers N.V. is an indirect subsidiary of Elbit Imaging Ltd. ('EIL'), an
Israeli public company whose shares are traded on both the Tel Aviv Stock
Exchange in Israel and the NASDAQ Global Market in the United States.
Plaza Centers is a member of the Europe Israel Group of companies which is
controlled by its founder, Mr Mordechay Zisser. It has been active in real
estate development in emerging markets for over 12 years.
For further details, please contact:
Plaza Centers
Mordechay Zisser, Chairman +972 3 608 6000
Ran Shtarkman, President and CEO +36 1 462 7221
Roy Linden, CFO +36 1 462 7105
Financial Dynamics +44 20 7831 3113
Stephanie Highett / Laurence Jones
This information is provided by RNS
The company news service from the London Stock Exchange