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Mount Eden Land Limited

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Mount Eden Land Limited MOUNT EDEN LAND LIMITED (Incorporated on the Island of Guernsey) Registered office: P O Box 287, 4th Floor, West Wing, Trafalgar Court, Admiral Park, St Peter Port, Guernsey GY1 3RL Listing Prospectus GBP 41,000,000 8.00 per cent. Notes due 2019 The GBP 41,000,000 8.00 per cent. Notes due 2019 (the Notes) are issued by Mount Eden Land Limited (the Issuer). Application has been made to the Luxembourg Stock Exchange in its capacity as competent authority under the Luxembourg act dated 10 July 2005 on prospectuses for securities (the Prospectus Act 2005) to approve this document as a prospectus for the purposes of Article 61 of the Prospectus Act 2005. Application has also been made to admit the Notes to listing on the Official List of the Luxembourg Stock Exchange and to trading on the Euro MTF Market. This Prospectus has not been approved by and will not be submitted for approval to the Commission de surveillance du secteur financier of Luxembourg. The Notes may not be offered or sold to the public in Luxembourg, directly or indirectly, and neither this Prospectus nor any other circular, prospectus, form of application, advertisement, communication or other material may be distributed, or otherwise made available in or from, or published in, Luxembourg except (i) for the sole purpose of the admission to trading of the Notes on the Euro MTF Market and listing of the Notes on the Official List of the Luxembourg Stock Exchange and (ii) in circumstances which do not constitute an offer of securities to the public within the meaning of the Prospectus Act 2005. Investors should be aware that an investment in the Notes contains certain risks. For a discussion of these risks please see "Risk Factors"). This Listing Prospectus can only be used for the purpose for which it has been published. The date of this Prospectus is 20 October 2014 The directors of the Issuer, having made all reasonable enquiries, confirm that to the best of their knowledge and belief this Prospectus contains all information with regard to the Issuer and the Notes which is material in the context of the issue of the Notes, that such information is true and accurate in all material respects and is not misleading, that the opinions and intentions expressed herein are honestly held and that there are no other facts, the omission of which makes this Prospectus as a whole or any of such information or the expression of any such opinions or intentions misleading. The Issuer accepts responsibility accordingly. In connection with the issue and offering of the Notes, no person has been authorised to give any information or to make any representation other than those contained in this Prospectus and, if given or made, such information or representation must not be relied upon as having been authorised by the Issuer. Neither the delivery of this Prospectus nor any sale made in connection herewith shall, under any circumstances, create any implication that the information herein is correct as of any time subsequent to its date. The distribution of this Prospectus and the offering of the Notes in certain jurisdictions may be restricted by law. Persons into whose possession this Prospectus comes are required by the Issuer to inform themselves about and to observe any such restrictions. This Prospectus does not constitute, and may not be used for purposes of, an offer, invitation or solicitation by anyone in any jurisdiction or in any circumstances in which such offer, invitation or solicitation is not authorised or to any person to whom it is unlawful to make such offer, invitation or solicitation. The Notes have not been and will not be registered under the United States Securities Act of 1933 (the Securities Act) and may not be offered, sold or delivered directly or indirectly in the United States or to any US person as part of the distribution thereof. The Subscriber (as defined below) has agreed that it will not offer, sell or deliver, directly or indirectly in the United States or to or for the account of any US person, any Notes. As used herein; United States means the United States of America (including the States and the District of Columbia), its territories, its possessions, and other areas subject to its jurisdiction; and US person means any citizen or resident of the United States, any corporation, partnership or other entity created or reorganised in or under the laws of the United States and any estate or trust the income of which is subject to United States federal income taxation regardless of its source. No action has been taken by the Issuer or Subscriber (as defined below) that would, or is intended to, permit a public offer of the Notes or possession or distribution of this Prospectus or any other offering or publicity material relating to the Notes in any country or jurisdiction where any such action for that purpose is required. The Subscriber has undertaken that it will not, directly or indirectly, offer or sell any Notes or have in its possession, distribute or publish any offering circular, prospectus, form of application, advertisement or other document or information in any country or jurisdiction except under circumstances that will result in compliance with any applicable laws and regulations and all offers and sales of Notes by it will be made on the same terms. This document has not been approved or authorised by the Guernsey Financial Services Commission for circulation in Guernsey. This document may not be distributed or circulated directly or indirectly to any persons in the Bailiwick of Guernsey other than (i) by a person licensed to do so under the terms of the Protection of Investors (Bailiwick of Guernsey) Law, 1987, as amended, or (ii) to those persons regulated by the Guernsey Financial Services Commission as licensees under the Protection of Investors (Bailiwick of Guernsey) Law 1987, as amended, the Banking Supervision (Bailiwick of Guernsey) Law, 1994, the Insurance Business (Bailiwick of Guernsey) Law, 2002 or the Regulation of Fiduciaries Administration Business and Company Directors etc (Bailiwick of Guernsey) Law 2000. 2 Issuer: Mount Eden Land Limited PO Box 287, 4th Floor, West Wing Trafalgar Court, Admiral Park St. Peter Port Guernsey, GY1 3 RL Board of Directors of the Issuer: Mr TY S Li No.16 Kadorie Avenue Kowloon Hong Kong Witchford Corporation Offshore Chambers PO Box 217 Apia Samoa Auditor of the Issuer: haysmacintyre (since 1993) Chartered Accountants Registered Auditors 26 Red Lion Square LondonWC1R 4AG Fiscal Agent and Principal Paying Agent: Citibank N.A., London Branch Citigroup Centre Canada Square Canary Wharf London E14 5LB Independent Property Valuer: CB Richard Ellis Limited Henrietta House Henrietta Place London W1G ONB 3 Table of Contents Sections Page General Information ................................................................................................................................ 5 Documents Incorporated by Reference ................................................................................................... 6 Selected Financial Information ............................................................................................................... 7 Use of Proceeds....................................................................................................................................... 9 Risk Factors .......................................................................................................................................... 10 Conditions of the Notes ........................................................................................................................ 11 Description of the Issuer ....................................................................................................................... 25 Description of Property Portfolio .......................................................................................................... 27 4 General Information The issue of the Notes, the terms and conditions of which are set forth herein, has been duly authorised by the Issuer pursuant to a resolution of its Board of Directors dated 6 October 2014. The text of the Paying Agency Agreement with respect to the Notes will be available for inspection at the principal office of the Paying Agent (as such terms are defined in the terms and conditions of the Notes), currently at Citigroup Centre, Canada Square, Canary Wharf, London, E14 5LB. SELLING AND UNDERWRITING The Notes are offered for sale in one tranche to be issued on 22 October 2014 pursuant to a decision of the Board of Directors of the Issuer adopted on 6 October 2014. The Issuer has entered into a subscription agreement with Interstitial Holdings Limited of PO Box 287, 4th Floor, West Wing, Trafalgar Court, Admiral Park, St Peter Port, Guernsey, GY1 3RL dated 20 October 2014 and Interstitial Holdings Limited has agreed to subscribe for the entire issue at par value on the basis of a private placement. Interstitial Holdings Limited (the Subscriber) is a Guernsey registered investment company. The Notes will be issued at par. The Notes shall not be offered, and shall not be sold in the United States of America. CLEARING The Notes have been accepted for clearance by Euroclear Banking S.A./N.V. (Euroclear) and Clearstream Banking, société anonyme (Clearstream, Luxembourg). The ISIN for this issue is XS1123852581 and the Common Code is 112385258. LITIGATION The Issuer is not involved in any significant litigation, arbitration or administrative proceedings relating to claims or amounts
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