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Wednesday, December 2 - 2009

ALDAR Properties announces the marketing terms for its US$1.5 billion exchangeable Sukuk

  • United Arab Emirates: Sunday, February 04 - 2007 at 09:54
  • PRESS RELEASE

ALDAR Properties PJSC ("Aldar") announced today the marketing terms for the approximately US$1.3 billion (subject to increase) (with additional 15% increase option) exchangeable Trust Certificates (Sukuk al-Mudarabah) (the "Sukuk") (the "Issue").

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The Issue is being marketed to investors with a periodic distribution amount equal to the 5-year US Dollars mid-swap rate (set at the time of pricing) plus a margin within a range of 0.75% to 1.25% and an initial exchange premium range of 27% to 37% based on the arithmetic average of the volume weighted average price ("VWAP") of the Shares on each trading day from 4 February 2007 to pricing.

The Sukuk will be structured as a Sukuk al-Mudarabah conforming to the principles of Islamic Sharia and is expected to mature on 10 November 2011 (the "Maturity"). The Sukuk will be issued by Aldar Funding Limited (the "Issuer"), a special purpose vehicle established in Jersey. The proceeds of the Sukuk will be invested by Aldar (in its capacity as Mudarib) in accordance with the investment plan set out in the Mudarabah Agreement to be entered into by it in relation to the Sukuk.

On the closing date, Aldar (as Obligor) shall grant, in its corporate capacity and not as the Mudarib, a purchase undertaking in favour of the Issuer. To secure its obligations under the purchase undertaking, Aldar shall grant the Issuer a mortgage over part of the land Aldar owns on or before the closing date. This mortgage will have an estimated market value of at least 120% of the aggregate principal amount of the Sukuk.

Holders of the Sukuk ("holders") have the right to exchange the Sukuk into ordinary shares of Aldar (the "Shares") or a cash-equivalent amount at the option of the Issuer as described in the Terms and Conditions (the "Conditions") of the Sukuk. The issue price is set at 100% of the aggregate principal amount of the Sukuk and the Conditions will provide that the Sukuk will be redeemed in cash at par on 10 November 2011 if holders have not exercised their exchange right prior to the date falling 25 trading days prior to the Maturity or up to the close of business on the 20th trading day before an early redemption at the option of the Issuer.

The Issuer will have the option to redeem all or part of the Sukuk on or at any time after 27 August 2009 and prior to 3 December 2009 by giving not less than 28 nor more than 32 business days' notice to the Sukukholders if Aldar's share price is greater than 140% of the prevailing exchange price during no less than 20 out of any 30 consecutive trading days. On or at any time after 3 December 2009, the Issuer may, by giving not less than 28 nor more than 32 business days' notice to the Sukukholders redeem the Sukuk (in whole or in part) provided that Aldar's share price is greater than 125% of the prevailing exchange price during no less than 20 out of any 30 consecutive trading days.

The investor roadshow for the Issue started in Abu Dhabi on 4 February 2007, followed by presentations in Dubai, Bahrain, London, Zurich, Geneva, Paris, Singapore and Hong Kong.

The offering of the Sukuk targets institutional investors in certain jurisdictions outside the United States (including US Persons), Canada, Australia, Italy or Japan. The Sukuks will be offered to investors outside the United States in reliance on Regulations S under the U.S. Securities Act of 1933, as amended, and in compliance with the laws and regulations applicable in every country where the offering takes place.

Application has been made to list the Sukuk on the Professional Securities Market of the London Stock Exchange. The Shares are listed and traded on the Abu Dhabi Securities Market. Aldar has agreed to a 90-day lock up period with respect to an issuance, offer or sale of equity-linked securities, Shares and options or the announcement to do any of the foregoing.

Barclays Capital, Credit Suisse and National Bank of Abu Dhabi are acting as Joint Global Co-ordinators of the Issue.
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Notes and media contacts

Contact Details

Aldar +971 2696 4718
Shafqat Ali Malik

Barclays Capital
+44 20 7773 8302 / +971 4362 1001
Doug Decker / Jean Marc Lejeune

Credit Suisse Securities (Europe) Limited
+44 20 7888 8888
Nick Williams
Mark Hammarskjold

National Bank of Abu Dhabi
+971 2692 5427
Emma Primarolo / Stuart Henrickson

Information on Aldar
Aldar is the leading property development company in terms of its development projects and size of the land bank in Abu Dhabi. Aldar's developments include the construction and management of offices, residential properties, retail sites, hotels, tourist attractions, leisure facilities, luxury resorts and schools. Aldar's involvement in the property development process ranges from sourcing land, carrying out feasibility studies, developing a master development plan, the development of land, leasing and sales, holding completed developments as investment properties, asset management and facility management.

Aldar was incorporated as a public joint stock company on 23 February 2005 and was listed on the Abu Dhabi Securities Market (ADSM) on 4 April 2005 following an initial public offering.

The information contained herein is not for publication or distribution to persons in the United States. Any 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"), and may not be offered or sold without registration there under or pursuant to an available exemption there from. Neither this document nor the information contained herein constitutes an offer to sell or the solicitation of an offer to buy any securities.

In the United Kingdom this announcement is directed exclusively at persons who fall within Article 19 or 49 of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 and within Article 14 or 22 of the Financial Services and Markets Act 2000 (Promotion of Collective Investment Schemes)(Exemptions) Order 2001 or to whom this announcement may otherwise be directed without contravention of sections 21 or 238 of the Financial Services and Markets Act 2000. The investments referred to in this announcement shall be issued only to such persons.

This announcement is not an offer of securities or investments for sale nor a solicitation of an offer to buy securities or investments in any jurisdiction where such offer or solicitation would be unlawful.

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