ESPG AG
ESPG AG announces extension of the exchange period of the public exchange offer until 7 July 2023

ESPG AG announces extension of the exchange period of the public exchange offer until 7 July 2023

Cologne, 30 June 2023: The European Science Park Group (ESPG), a real estate company specialising in science parks, has decided to extend the current exchange period until 7 July 2023, 18:00 (CEST). Until this date, holders of the outstanding bond 2018/2023 (ISIN: DE000A2NBY22) can exchange their bonds at a ratio of 1 to 1 for the new bond 2023/2026 (ISIN: DE000A351VD7). In addition, ESPG has expanded the group of bondholders addressed. Thus, the public exchange offer is now not only addressed to investors who acquire securities for a minimum amount of 100,000 euros per investor, but also to qualified investors within the meaning of Article 2e of Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 (EU Prospectus Regulation).

Exchange offers already submitted remain valid. Existing bondholders who wish to exchange their Bonds of the Bonds 2018/2023 may either submit binding exchange offers via their custodian bank within the exchange period using the form provided by the custodian bank or use the form provided on the ESPG website. This form must then be submitted to the bondholder’s respective custodian bank. The exchange agent is Quirin Privatbank AG, Berlin, Germany.

Ralf Nöcker, Board Member of ESPG AG: „The talks we have had with bond investors so far make us very confident. We are noticing a great deal of interest in the exchange offer, as it gives investors the opportunity to participate with us in the good growth prospects for Science Parks in Europe. Nevertheless, we have noticed that there are currently delays in the processing of the exchange with the custodian banks and Clearstream. Therefore, the extension of the exchange period is logical.“

The background to this decision is that the communication and delivery of the exchange documents, among others for foreign investors, sometimes takes longer than expected. The extension is primarily intended to give interested bondholders who have not yet been able to submit their exchange declarations due to time constraints the opportunity to participate in the exchange offer. ESPG has received further expressions of interest to participate in the exchange offer.

Markus Drews, Board Member of ESPG AG, adds: „It was also important to us to be able to offer investors with less than 100,000 euros the opportunity to participate in the exchange if they prove that they are qualified investors within the meaning of the EU Prospectus Regulation.“

The new ESPG bond (ISIN: DE000A351VD7) has a term of three years (bond 2023/2026) and bears interest at 9.50% p.a.. Further information on the exchange offer and the terms and conditions of the new bond are available on the Company’s website at the following link: www.espg.space/investor_relations.

The management board of ESPG AG will be available for explanations regarding the updated exchange offer during an investor call on Wednesday, July 5 at 15:00 CEST. Dial-in details are available to interested parties upon request at innovate@espg.space.

Important notes
This publication may not be published, distributed or circulated in the United States of America, Canada, Australia or Japan. It does not constitute an offer or solicitation of an offer to purchase or subscribe for any securities in the United States, Australia, Canada or Japan or in any jurisdiction in which such offer or solicitation would be unlawful.

This publication constitutes neither an offer to sell nor a solicitation to buy securities of the Company.

This publication does not constitute an offer of securities for sale in the United States. The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”). The securities may not be offered or sold in the United States absent registration or an exemption from the registration requirements of the Securities Act. There will be no public offering of these securities in the United States.