6.7% AX Investments plc 2014/2016

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AX Investments plc - Prospectus 28th November 2006

The Company

AX Investments plc is the finance and investment arm of the AX Group. It was set up in 2001 and its first transaction was a private-placement of bonds for the development of the Verdala Mansions in Rabat. The €5.4 million bond was issued for a 5-year term but was fully redeemed one year before the final maturity date.

AX Holdings Ltd., the guarantor of the bonds, is the holding and parent company of the AX Group which has diverse business interests in construction, hospitality and property development.

The AX Group’s main construction companies are AX Construction Ltd. (100% owned by AX Holdings Ltd.), The Constructors Ltd. (51% owned by AX Holdings Ltd.), Hardrocks Ltd. (51% owned by AX Holdings Ltd.) and C&D Waste Ltd. (75% owned by AX Holdings Ltd.).

The hospitality division consists of four operating hotels: (i) the Suncrest Hotel, (ii) the Victoria Hotel, (iii) the Sunny Coast Resort and (iv) the newly constructed 5-star hotel in Sliema – The Palace Hotel, which is located besides the Victoria Hotel. Within the hospitality sector, the AX Group also has a 22.9% shareholding in VISET Malta plc, the company entrusted with the Valletta Waterfront project.

Use of Proceeds

The bond issue was made to raise capital for the following purposes:

  • €9,648,265 for the general corporate funding purposes of the AX Group, which were earmarked as follows:

• €6,637,317 for redemption of the 8.25% Suncrest Bonds 2005/2007 issued by Suncrest Hotels plc.

• €3,010,948 for new projects to be undertaken by the AX Group, including the food and entertainment outlets opened at the Valletta Waterfront in 2007.
A loan agreement has been entered into between AX Investments plc and AX Holdings Ltd., whereby AX Investments plc shall advance €9,648,265 for a period of 10 years at a rate of interest of 6.8% per annum. The interest receivable by AX Investments plc from AX Holdings Ltd. will partly fund the servicing of the interest on the bonds to be issued by AX Investments plc.

  • €1,998,602 in settlement of the balance of the price for the acquisition of the Capua Palace in Sliema. On 25 October 2006, AX Investments plc purchased the Capua Palace from Capua Palace Investments Ltd. for a total consideration of €4,838,109, payable through a series of transactions.

Security & Status

Unsecured & Unsubordinated

Guarantor

AX Holdings Ltd.

Coupon

6.7%

Amount Issued

€11,647,819

ISIN Code

MT0000081217

Maturity

The bonds will mature at 100% (par) on 15 December 2016, but may be redeemed earlier either on 15 December 2014 or on 15 December 2015.

Interest Payment

Annually on 15 December

XD Date

30 November

Listing

Official List

Directors

Angelo Xuereb, Michael Warrington, Philip Ransley, Michael Sciortino, Patrick Galea

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