3.75% BORTEX GROUP FINANCE PLC 01.12.2027

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Bortex Group Finance plc - Prospectus dated 30 October 2017

THE ISSUER & THE GUARANTOR

Bortex Group Finance plc is a special purpose vehicle set up to act as the financing arm of the Bortex Group.

Bortex Group Holdings Company Limited (the Guarantor) is the parent company of the Bortex Group. The Guarantor holds, directly or indirectly, shareholding interest in various subsidiary companies engaged in the business of clothing manufacture, distribution and retail as well as real estate and hospitality.

USE OF PROCEEDS

The proceeds from the Bond Issue, estimated at approximately €12.4 million after issuance costs, were used to:

  • €5.4 million for the refurbishment and extension of Hotel 1926 (formerly the Plevna Hotel) and the beach club development project in Sliema;
  • €0.8 million for the re-development of the Group’s existing retail outlet in Mosta, including the extension of existing retail areas and the addition of a catering establishment;
  • €2 million for the development of a plot of land in Mriehel into a mixed-use complex with a Bortex outlet on the lower levels and office space on the upper levels;
  • €1.8 million for part-funding the opening of Gagliardi retail outlets in a number of overseas territories in line with the Group’s international retail expansion strategy, particularly concerning the internationalisation of its own private Gagliardi label;
  • €1.4 million for refinancing part of the Group’s existing bank facilities; and
  • the remaining balance of €1 million for the Group’s general corporate funding requirements in Malta.

STATUS

The Bonds constitute the general, direct, unconditional and unsecured obligations of the Issuer and are guaranteed in respect of both the interest and the principal amount due by the Guarantor in terms of the Guarantee. In addition, the Bonds rank pari passu, without any priority or preference among themselves and with other outstanding and unsecured debt of the Issuer and Guarantor, present and future. The Bonds however rank subordinate to the present and future secured creditors of the Issuer and the Guarantor. As at the date of the Prospectus, the Issuer did not have any subordinated indebtedness.

Prospective investors are urged to refer to the “Guarantee” contained in Annex A of the Securities Note forming part of the Prospectus dated 30 October 2017 for a description of the scope, nature and term of the Guarantee being provided by Bortex Group Holdings Company Limited. Reference must also be made to the sections entitled “Risk Factors” contained in the Summary Note, the Registration Document and the Securities Note for a description of certain risk factors which should be considered by prospective investors in connection with the Bonds and the Guarantee provided by Bortex Group Holdings Company Limited.

COUPON

3.75%

AMOUNT ISSUED

€12,750,000

ISIN CODE

MT0001641209

MATURITY

The bonds will mature at 100% (par) on 01 December 2027.

INTEREST PAYMENT

Annually on 1 December

XD DATE

16 November

LISTING

Official List

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