Orbis_eng_CMYK

Bonds

Orbis issued two series of bonds with a total nominal value of PLN 500 million.

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On July 27, 2016, the Management Board of the Issuer made a decision to issue, on July 29, 2016 (the “Issue Date”), of 200 000 (two hundred thousand) ordinary bearer bonds of ORB B 290721 series of a nominal value of PLN 1 000 (one thousand Polish zloty) each and of a total nominal value of PLN 200 000 000 (two hundred million Polish zloty) (the “Bonds”). The bonds shall be issued within the frame of an issue program of a total value not exceeding PLN 500 000 000 (five hundred million Polish zloty), within the frame of which so far the Issuer issued bonds of a nominal value of PLN 300 000 000 (three hundred million Polish zloty) (refer to the current report no. 30/2015 dated June 26, 2015).

The Bond redemption date was scheduled for July 29, 2021 (the “Redemption Date”). Bonds shall be issued as bearer paperless bonds. On the Issue Date, the Bonds shall be registered in the system of dematerialized securities kept by the National Depository for Securities (Krajowy Depozyt Papierów Wartościowych S.A.) with its registered address in Warsaw.

Bonds shall bear interest per annum at a variable interest rate at WIBOR 6M plus interest rate margin of 1.05%. The interest shall be payable in 6 (six) monthly interest periods.Bonds shall bear interest per annum at a variable interest rate at WIBOR 6M plus interest rate margin of 1.05%. The interest shall be payable in 6 (six) monthly interest periods.

The Issuer shall have the right to redeem 100% or 50% of Bonds prior to their Redemption Date, on July 29, 2019. The premium payable to bondholders for premature redemption of Bonds shall be equal to 1%.The Issuer shall have the right to redeem 100% or 50% of Bonds prior to their Redemption Date, on July 29, 2019. The premium payable to bondholders for premature redemption of Bonds shall be equal to 1%.

The Issuer will take actions aimed at introducing the Bonds to trading in the debt securities alternative trading system at BondSpot S.A. with its registered address in Warsaw or Warsaw Stock Exchange (Giełda Papierów Wartościowych w Warszawie S.A.) with its registered address in Warsaw within 90 (ninety) days from the Issue Date.The Issuer will take actions aimed at introducing the Bonds to trading in the debt securities alternative trading system at BondSpot S.A. with its registered address in Warsaw or Warsaw Stock Exchange (Giełda Papierów Wartościowych w Warszawie S.A.) with its registered address in Warsaw within 90 (ninety) days from the Issue Date.

The Bonds shall be secured by a joint mortgage on real properties of the Issuer registered in the land and mortgage registers no. WA4M/00159685/9 (the “Mercure Warszawa Grand” Hotel) and no. WA4M/00072550/0 (the “Novotel Warszawa Centrum” Hotel) kept by the District Court for Warsaw-Mokotów in Warsaw, X Land and Mortgage Registry Division. The said mortgage has been established in connection with the above-mentioned issue of bonds on June 26, 2015 (refer to the current report no. 29/2015 of June 22, 2015). Furthermore, the Bonds shall be secured by an additional mortgage on real property registered in the land and mortgage register no. WA4M/00097244/3 (the “Mercure Centrum Warszawa” Hotel) kept by the District Court for Warsaw-Mokotów in Warsaw, X Land and Mortgage Registry Division. The said mortgage shall be established by the Issuer within 45 days from the issue date. The Issuer informs hereby that a notarial statement on establishment of the said mortgage was made on July 21, 2016. The mortgages have been established up to the cap value of PLN 625 000 000 (six hundred twenty five million Polish zloty). The total market value of three real properties encumbered by the above mortgages, appraised by independent property valuers, amounts to PLN 645 705 000 (six hundred forty five million five thousand Polish zloty). Excerpts from real property appraisal reports containing valuation of the properties of the “Mercure Warszawa Grand” Hotel and the “Novotel Warszawa Centrum” Hotel are appended to the current reports no. 30/2015 of June 26, 2015, while the excerpt from the real property appraisal report relating to the “Mercure Centrum Warszawa” Hotel is appended hereto. The mortgage administrator shall be Bank Polska Kasa Opieki S.A.The Bonds shall be secured by a joint mortgage on real properties of the Issuer registered in the land and mortgage registers no. WA4M/00159685/9 (the “Mercure Warszawa Grand” Hotel) and no. WA4M/00072550/0 (the “Novotel Warszawa Centrum” Hotel) kept by the District Court for Warsaw-Mokotów in Warsaw, X Land and Mortgage Registry Division. The said mortgage has been established in connection with the above-mentioned issue of bonds on June 26, 2015 (refer to the current report no. 29/2015 of June 22, 2015). Furthermore, the Bonds shall be secured by an additional mortgage on real property registered in the land and mortgage register no. WA4M/00097244/3 (the “Mercure Centrum Warszawa” Hotel) kept by the District Court for Warsaw-Mokotów in Warsaw, X Land and Mortgage Registry Division. The said mortgage shall be established by the Issuer within 45 days from the issue date. The Issuer informs hereby that a notarial statement on establishment of the said mortgage was made on July 21, 2016. The mortgages have been established up to the cap value of PLN 625 000 000 (six hundred twenty five million Polish zloty). The total market value of three real properties encumbered by the above mortgages, appraised by independent property valuers, amounts to PLN 645 705 000 (six hundred forty five million five thousand Polish zloty). Excerpts from real property appraisal reports containing valuation of the properties of the “Mercure Warszawa Grand” Hotel and the “Novotel Warszawa Centrum” Hotel are appended to the current reports no. 30/2015 of June 26, 2015, while the excerpt from the real property appraisal report relating to the “Mercure Centrum Warszawa” Hotel is appended hereto. The mortgage administrator shall be Bank Polska Kasa Opieki S.A.

The prospective value of the liabilities until full redemption of the Bonds should be estimated based on the information published by the Issuer as a public company as well as based on information documents published in connection with the Bonds issue. At the same time, in the opinion of the Company’s Management Board, the capacity to perform the obligations, including those arising under the Bonds, will be assured by the financial surplus generated from operations, as well as by the financial benefits derived from effective management of the portfolio of assets.

In addition, the Issuer informs that on the basis of statements on the acceptance of the proposal to purchase Bonds submitted by investors, the Issuer's Management Board decided to assign to all investors 200,000 (two hundred thousand) Bonds.

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On June 26, 2015, Orbis S.A. issued 300 000 (three hundred thousand) ordinary bearer bonds of ORB A 260620 series having a nominal value of PLN 1 000 (one thousand Polish zloty) each and a total nominal value of PLN 300 000 000 (three hundred million Polish zloty). The issue price of the Bonds is equal to their nominal value.

The bonds are issued as paperless bonds. On their issue date, the Bonds were registered in the system of dematerialized securities kept by the National Depository for Securities (Krajowy Depozyt Papierów Wartościowych S.A.) with its registered address in Warsaw.

The Bonds bear interest per annum at a variable interest rate at WIBOR 6M plus interest margin of 0.97%. The interest shall be payable in 6 (six) monthly interest periods.

The Bonds will be redeemed on June 26, 2020, (“Redemption Date”) at their nominal value. Prior to the Redemption Date, on June 26, 2018, Orbis may redeem all the issued Bonds or 50% of the issued Bonds by paying to bondholders the nominal value of Bonds plus premium of 1% of the nominal value of the Bonds and the amount of interest due for the interest period ending on the date on which the Bonds are prematurely redeemed.

The Bonds will be secured by a joint mortgage established on real properties of the Company, which are registered in the land and mortgage registers no. WA4M/00159685/9 and no. WA4M/00072550/0. Orbis plans to take actions aimed at introducing the Bonds to trading in the debt securities alternative trading system at BondSpot S.A. with its registered address in Warsaw or Warsaw Stock Exchange (Giełda Papierów Wartościowych w Warszawie S.A.) with its registered address in Warsaw within 90 (ninety) days from the Issue Date.

Cash raised from Bonds’ issue shall be allocated fully for the repayment of a part of a credit facility incurred by Orbis on the basis of a credit facility agreement dated December 19, 2015, executed with with Bank Polska Kasa Opieki S.A. and Société Generale S.A. for the sum of PLN 480 000 000 (four hundred eighty million Polish zloty).

Issuance of PLN bonds - presentation

Documents to download

Certifications of compliance

Pricing

Dorota Nowotny

Contact
for investors

Dorota Nowotny

+48 22 829 39 24 dorota.nowotny@accor.com

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