PUBLIC DISCLOSURE ON THE RESTRUCTURING OF SHOPPER PARK PLUS PLC. CONCERNING REAL ESTATE AND LOANS
Shopper Park Plus Plc. (“Issuer”) wishes to inform its Investors about the following:
On 30 June 2025, with effect from 1 July 2025, the Issuer has transferred to Shopper Retail Park Kft. (registered office: 1015 Budapest, Batthyány utca 3, fszt. 1., Cg: 01-09-181188), a real estate investment project company under the 100% ownership of the Issuer the exclusive ownership of all properties owned by the Issuer (“Properties”) by way of sale and purchase.
Simultaneously with the transfer of the Properties, on 30 June 2025, with effect from 1 July 2025, the Issuer assigned to Shopper Retail Park Kft. its contractual position as borrower, along with all the respective rights and obligations arising from the facility agreement concluded between the Issuer, its 100% subsidiary Gradevel Kft. (registered office: 1015 Budapest, Batthyány utca 3. fszt. 1., Cg.: 01-09-394434), Shopper Retail Park Kft. (registered office: 1051 Budapest, Nádor utca 16., Cg.: 01-10-041585), as borrowers and OTP Bank Nyrt. (registered office: 1051 Budapest, Nádor utca 16., Cg.: 01-10-041585), ERSTE BANK HUNGARY Zrt. (registered office: 1138 Budapest, Népfürdő utca 24-26.,Cg.: 01-10-041054) and ERSTE Group Bank AG (registered office: 1100 Vienna, Am Belvedere 1.,registration number: FN 33209 m) as creditors (“Facility Agreement”); thus, the Issuer has withdrawn from its position as borrower under the Facility Agreement.
Together with the withdrawal of the Issuer, the term of the Facility Agreement was extended until 30 June 2030, and the amount of the credit facility was increased to EUR 154,810,000. Shopper Retail Park Kft. plans to draw down the entire remaining amount of the credit facility, which would increase the amount of the Shopper Park Plus Group’s bank loan by approximately MEUR 21.7 compared to the amount as of 31 March 2025. The charges on the Properties to secure the Facility Agreement will be maintained regardless of the change of ownership. A significant change in the loan terms is that instead of the previous amortization period of 15 years, only 1% of the loan amount is to be repaid annually, compared to the repayment rate of 4% over the last one year, which provides Shopper Park Plus Group with a significant additional free cash flow, leaving more funds for dividend payments, among others, during the loan period. This type of loan is very close to the interest only loan structure preferred by the Issuer, which combined with an LTV of approximately 50% provides a strong basis for the Issuer’s objective of a steady, predictable dividend payment.
The restructuring carried out as described above was the final step in the Issuer’s objective of establishing an operating structure in which the properties in the Group’s portfolio are owned directly by the Issuer’s subsidiaries. In this way, the Issuer does not directly own any real estate, nor does it plan to own any real estate directly in the future, which allows the Issuer to conduct capital or bond market transactions, or international or domestic real estate transactions, in a fast and flexible manner without the need for financing bank approval.
Budapest, 1 July 2025
Shopper Park Plus Plc.