Rymarz Zdort Maruta advises GTC on acquisition of German residential portfolio

We are pleased to announce that we advised Globe Trade Centre S.A. (“GTC”) on the acquisition of a German residential portfolio worth approximately EUR 448 million that was previously owned by LFH Portfolio Acquico S.À R.L. and Peach Property Group AG.

In particular, our advisory services covered GTC’s precedent-setting issue of series A participation notes in bearer form, with a total nominal value of approximately EUR 41.8 million, as well as the Polish aspects of financing the transaction. The participation notes are  hybrid, unsecured financial instruments subordinated to GTC’s other liabilities with an effective maturity of 2044.

The notes entitle the noteholders to a share in the company’s profit, but only if the general meeting of the shareholders of the company adopts a resolution consenting to the payment of dividends. The notes are not convertible or priority notes; however, under certain conditions, they may be subject to early redemption, in which case the noteholders will have the opportunity to subscribe for new shares in the company as part of an increase of its share capital. Due to their specific characteristics, the participation notes are treated as part of the issuer’s equity rather than as liabilities. These are the first notes of this type issued by a Polish listed company.

Globe Trade Centre S.A. is a leading real estate investor and developer active in Poland, Hungary, Romania, Bulgaria, Serbia and Croatia. The company’s shares are listed on the Warsaw Stock Exchange and are inward listed on the Johannesburg Stock Exchange.

The transaction team included Dr Jakub Zagrajek (partner) and Patrycja Gliwka (associate).