Documentation: €4.0bn EMTN Programme dated 02-Jul-26 (the “Offering Circular”)
Listing: Euronext Dublin (GEM)
Governing Law: Dutch
Denominations: €100k x €1k
Early Redemption: Make-Whole Call, 1m Par Call, Clean-Up Call (80%), Change of Control at par
Covenants: 1) Negative Pledge, 2) Interest Coverage Ratio (EBITDA to Total Interest) ≥1.8x, 3) Loan to Value Ratio ≤50%, 4) Encumbrance of Vesteda Group Assets ≤30%, all as per the Offering Circular
Use of Proceeds: To finance and/or refinance, in whole or in part, Eligible Assets as outlined in the Issuer’s Green Finance Framework dated December 2023 (including payment of the consideration for the proposed tender of the Issuer's existing notes (ISIN: XS2001183164))
Selling Restrictions: As per the Issuer’s EMTN Programme (Reg S Cat. 2; TEFRA D, EEA (no sales to retail), United Kingdom (no sales to retail), Japan, The Netherlands, Belgium, France, Singapore, Switzerland, Canada)
Target Market / PRIIPs: Manufacturer target market (MiFID II/UK MiFIR product governance) is eligible counterparties and professional investors only (all distribution channels). No PRIIPs key information document (KID) or FCA Product Disclosure Sourcebook (DISC) disclosure document has been prepared as not available to retail in EEA or in the UK
Joint Bookrunners: ABN AMRO, BNP Paribas, ING (B&D), Rabobank, SMBC