Canary Wharf Group Successfully Issues Multi-Tranche Debut Green Bonds – 12.04.21

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Monday 12 April 2021 – Media Release

Canary Wharf Group Successfully Issues Multi-Tranche Debut Green Bonds

Canary Wharf Group Investment Holdings plc (“CWGIH” or the “Issuer”), the largest London-based REIT focusing on the sustainable development, management and ownership of an iconic collection of prime office and retail space and build-to-rent apartments in Canary Wharf, successfully issued £906.3 million (equivalent) in aggregate principal amount of Senior Secured Notes (the “Notes”), consisting of £350,000,000 2.625% Senior Secured Notes due 2025, £300,000,000 3.375% Senior Secured Notes due 2028 and €300,000,000 1.750% Senior Secured Notes due 2026 (the “Offering”) following strong demand from investors. The bonds achieved investment grade rating by both Moody’s and Fitch. The Notes have been issued as green bonds to support climate-related or environmental projects, as part of CWGIH’s long-term commitment to sustainability. The Issuer has already outlined its commitment to deliver net zero carbon by 2030. As part of this commitment, CWG launched its Net Zero Carbon Pathway, setting out tangible steps to improve energy efficiency and reduce emissions.

The inaugural Offering was met with strong demand from investors and the Issuer intends to allocate an amount equal to the net proceeds from the Offering to the financing and refinancing a green asset pool. The Issuer intends to use the proceeds from the Offering (i) to repay certain credit facilities; (ii) as cash and cash equivalents on balance sheet; and (iii) to pay fees and expenses in connection with the Offering. In connection with the Offering, the Issuer has also entered into a £30.0 million revolving credit facility (the “Revolving Credit Facility”).

Shobi Khan, CEO, Canary Wharf Group, said: “We are delighted by the robust level of support from the investment community for our first green bond issuance. The strong investor demand is testament to our business model of creating a 24/7 sustainable community where people live, work and play. The demand reflects investors recognition of CWG’s role as the largest sustainable developer in the UK and our commitment to be net zero carbon by 2030.”

Application will be made to list the Notes to the Official List of the International Stock Exchange.

Morgan Stanley acted as Global Coordinator, Sole Active Bookrunner and Green Structuring Agent.  Barclays and Citigroup acted as Joint Bookrunners and NatWest Markets and Société Générale acted as Co-Managers.

For more information please contact:
Sarah Leaman
Canary Wharf Group
T: 07779 888 075
E: Pressoffice@canarywharf.com

Notes to Editors

About Canary Wharf Group:

Canary Wharf Group (CWG) is the developer of the largest urban regeneration project in Europe. CWG develops, manages and currently owns interests in approximately 7.5 million square feet of office space, 0.9 million square feet of retail and over 500 Build to Rent apartments.

CWG is the largest sustainable developer in the UK with over 10 million square feet of sustainable certified buildings. CWG also excels operationally having purchased 100% electricity from renewable sources since 2012 and zero waste to landfill since 2009.

CWG has created a 24/7 city where people can live/work/play on the Canary Wharf estate and enjoy all the benefits: great transport links, access to green spaces and waterside living; and a wide range of amenities including an award-winning arts and events programme.

Canary Wharf’s retail offering comprises over 300 shops, including grocery stores, pharmacies, health clubs, bars and restaurants, all within 15 minutes’ walk.

The Company’s current £2.4bn construction activity is composed of 500k square feet of commercial properties and over 1,750 new homes for sale and rent.

www.canarywharf.com
Instagram: @canarywharflondon / @woodwharf
Twitter: @YourCanaryWharf / @CanaryWharfGrp / @Level39CW / @Wood_Wharf

The Notes and the guarantees thereof will not be, registered under the United States Securities Act of 1933, as amended (the “Securities Act”), or applicable state securities laws. Accordingly, the Notes will be offered only to qualified institutional buyers and to persons outside the United States in reliance on Rule 144A and Regulation S under the Securities Act, respectively. Unless so registered, the Notes may not be offered or sold in the United States except pursuant to an exemption from the registration requirements of the Securities Act and applicable state securities laws.

This announcement does not constitute an offer to sell or the solicitation of an offer to buy the Notes or any other security and shall not constitute an offer, solicitation or sale in the United States or in any jurisdiction in which, or to any persons to whom, such offering, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any jurisdiction.

The securities are not intended to be offered, sold or otherwise made available to and should not be offered, sold or otherwise made available to any retail investor in the EEA. For these purposes, a retail investor means a person who is one (or more) of: (i) a retail client as defined in point (11) of Article 4(1) of Directive 2014/65/EU (as amended, “MiFID II”) or (ii) a customer within the meaning of Directive 2016/97/EU (as amended), where that customer would not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II. Consequently, no key information document required by Regulation (EU) No 1286/2014 (as amended, the “PRIIPs Regulation”) for offering or selling the securities or otherwise making them available to retail investors in the EEA has been prepared and therefore offering or selling the securities or otherwise making them available to any retail investor in the EEA may be unlawful under the PRIIPS Regulation.

In member states of the EEA, this announcement and any offer of the securities referred to herein in any Member State of the European Economic Area (“EEA”) will be made pursuant to an exemption under the Prospectus Regulation from the requirement to publish a prospectus for offers of the securities referred to herein.  Accordingly, any person making or intending to make an offer in a Member State of Notes which are the subject of the offering contemplated may only do so in circumstances in which no obligation arises for the Issuer or any of the initial purchasers to publish a prospectus pursuant to Article 3 of the Prospectus Regulation, in each case, in relation to such offer.  Neither the Issuer nor the initial purchasers have authorized, nor do they authorize, the making of any offer of Notes in circumstances in which an obligation arises for the Issuer or the initial purchasers to publish a prospectus for such offer.  The expression “Prospectus Regulation” means Regulation (EU) 2017/1129.

The securities are not intended to be offered, sold or otherwise made available to and should not be offered, sold or otherwise made available to any retail investor in the United Kingdom (“UK”). For these purposes, a retail investor means a person who is one (or more) of: (i) a retail client, as defined in point (8) of Article 2 of Regulation (EU) No 2017/565 as it forms part of domestic law by virtue of the European Union (Withdrawal) Act 2018 (“EUWA”); or (ii) a customer within the meaning of the provisions of the FSMA and any rules or regulations made under the FSMA to implement Directive (EU) 2016/97, where that customer would not qualify as a professional client, as defined in point (8) of Article 2(1) of Regulation (EU) No 600/2014 as it forms part of domestic law by virtue of the EUWA. Consequently no key information document required by Regulation (EU) No 1286/2014 as it forms part of domestic law by virtue of the EUWA (the “UK PRIIPs Regulation”) for offering or selling the Notes or otherwise making them available to retail investors in the UK has been prepared and therefore offering or selling the Notes or otherwise making them available to any retail investor in the UK may be unlawful under the UK PRIIPs Regulation.

In the UK, this announcement and any offer of the securities referred to herein in the UK will be made pursuant to an exemption under the Prospectus Regulation from the requirement to publish a prospectus for offers of the securities referred to herein. Accordingly, any person making or intending to make an offer in the UK of Notes which are the subject of the offering contemplated may only do so in circumstances in which no obligation arises for the Issuer or any of the initial purchasers to publish a prospectus pursuant to Article 3 of the UK Prospectus Regulation, in each case, in relation to such offer.  Neither the Issuer nor the initial purchasers have authorized, nor do they authorize, the making of any offer of Notes in circumstances in which an obligation arises for the Issuer or the initial purchasers to publish a prospectus for such offer.  The expression “UK Prospectus Regulation” means Regulation (EU) 2017/1129 as it forms part of domestic law by virtue of the EUWA.

This communication is being distributed only to, and is directed at persons who (i) have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the “Financial Promotion Order”) (ii) are persons falling within Article 49(2)(a) to (d) (high net worth companies, unincorporated associations, etc.) of the Financial Promotion Order, (iii) are outside the United Kingdom or (iv) are persons to whom an invitation or inducement to engage in investment activity (within the meaning of section 21 of the Financial Services and Markets Act 2000 in connection with the issue and sale of any securities may otherwise lawfully be communicated or caused to be communicated (all such persons together being referred to as “relevant persons”). This announcement is directed only at relevant persons and must not be acted on or relied on by persons who are not relevant persons. Any investment or investment activity to which this announcement relates is available only to relevant persons and will be engaged in only with relevant persons.

Neither the content of the Issuer’s website nor any website accessible by hyperlinks on the Issuer ‘s website is incorporated in, or forms part of, this announcement. The distribution of this announcement into certain jurisdictions may be restricted by law. Persons into whose possession this announcement comes should inform themselves about and observe any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.

This announcement may include projections and other “forward-looking” statements within the meaning of applicable securities laws. Any such projections or statements reflect the current views of the Issuer about future events and financial performance. The use of any of the words “expect,” “anticipate,” “continue,” “will,” “project,” “should,” “believe,” “plans,” “intends” and similar expressions are intended to identify forward-looking information or statements. Although the Issuer believes that the expectations and assumptions on which such forward-looking statements and information are reasonable, undue reliance should not be placed on the forward-looking statements and information because the Issuer can give no assurance that such statements and information will prove to be correct. Since forward-looking statements and information address future events and conditions, by their very nature they involve inherent risks and uncertainties.

The forward-looking statements and information contained in this announcement are made as of the date hereof and the Issuer undertakes no obligation to update publicly or revise any forward-looking statements or information, whether as a result of new information, future events or otherwise, unless so required by applicable securities laws.