TIDM69WK

RNS Number : 1016D

Tabreed 08 Financing Corporation

16 March 2011

NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, THE CAYMAN ISLANDS OR IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN THE REPUBLIC OF ITALY(SEE "OFFER AND DISTRIBUTION RESTRICTIONS" BELOW)

16 March 2011

National Central Cooling Company PJSC announces the acceptance of its tender offer to the holders of the outstanding

AED1,700,000,000 Trust Certificates due 2011 (ISIN: XS0359799136) of

Tabreed 08 Financing Corporation

On 2 March 2011 National Central Cooling Company PJSC (Tabreed) invited holders of the AED 1,700,000,000 Trust Certificates due 2011 (ISIN: XS0359799136) of Tabreed 08 Financing Corporation (the Certificateholders, the Certificates and the Issuer, respectively) to tender their Certificates for purchase by Tabreed (the Offer). The Offer expired at 4:00 p.m. (London time) on 16 March 2011 (the Tender Deadline). Tabreed announced today the successful completion of the Offer and its acceptance for purchase of the Certificates validly tendered in the Offer by the Tender Deadline.

As of the Tender Deadline, Tender Instructions have been received by the Tender Agent in respect of an aggregate face amount of AED1,528,820,000 of Certificates or 89.93% of the aggregate face amount of the Certificates outstanding. Accordingly, the Extraordinary Resolution will be passed at the Meeting and the modifications to the terms and conditions of the Certificates (the Conditions) to be implemented pursuant to the Proposal (as defined below) will be made.

The Offer was made on the terms and subject to the conditions contained in the Tender Offer Memorandum dated 2 March 2011 (the Tender Offer Memorandum) and this announcement should be read in conjunction with the Tender Offer Memorandum and the announcement by Tabreed dated 2 March 2011. Capitalised terms used but not otherwise defined in this announcement shall have the meanings given to them in the Tender Offer Memorandum. Tabreed and the Issuer have separately invited Certificateholders to approve, among other things, certain modifications to the Conditions (the Proposal), as more fully described in the Tender Offer Memorandum.

Settlement of the Offer and the implementation of the Proposal will be conditional on the completion by Tabreed of its Recapitalisation Programme (or the satisfaction or waiver of the relevant conditions to such completion) on the terms outlined in the Tender Offer Memorandum and to certain other conditions as set out in the Tender Offer Memorandum. The expected settlement date for the Offer is 21 April 2011.

Morgan Stanley & Co. International plc is acting as Dealer Manager. Lucid Issuer Services Limited is acting as Tender Agent. For detailed terms of the Offer and the Proposal please refer to the Tender Offer Memorandum, copies of which can be obtained from the Tender Agent referred to below.

Dealer Manager

 
 Morgan Stanley & Co. International plc 
             25 Cabot Square 
              Canary Wharf 
             London E14 4QA 
             United Kingdom 
       Telephone: +971 4 363 4829 
         Attention: Yavar Moini 
   Email: tandem_ecm@morganstanley.com 
 

Tender Agent:

 
        Lucid Issuer Services Limited 
                 Leroy House 
                436 Essex Road 
                London N1 3QP 
                United Kingdom 
         Telephone: +44 20 7704 0880 
            Fax: +44 20 7067 9098 
  Attention: Sunjeeve Patel / Thomas Choquet 
         Email: tabreed@lucid-is.com 
 

DISCLAIMER

Neither this announcement nor the Tender Offer Memorandum constitutes an offer to buy or the solicitation of an offer to sell Certificates. The distribution of this announcement and the Tender Offer Memorandum in certain jurisdictions may be restricted by law. Persons into whose possession this announcement or the Tender Offer Memorandum comes are required by each of Tabreed, the Issuer, the Dealer Manager and the Tender Agent to inform themselves about and to observe any such restrictions.

This information is provided by RNS

The company news service from the London Stock Exchange

END

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