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Select Property Group Finance Plc

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Select Property Group Finance Plc SELECT PROPERTY GROUP FINANCE PLC proposed issue of Sterling denominated 6.00 per cent. Bonds due 2023 AN INVESTMENT IN THE BONDS INVOLVES CERTAIN RISKS. YOU SHOULD HAVE REGARD TO THE FACTORS DESCRIBED IN SECTION 2 (RISK FACTORS) OF THIS PROSPECTUS. YOU SHOULD ALSO READ CAREFULLY SECTION 11 (IMPORTANT LEGAL INFORMATION) Lead Manager Cenkos Securities plc PROSPECTUS DATED 22 September 2017 Responsibility for the information contained IMPORTANT NOTICES in this Prospectus Each of the Issuer and the Guarantor accepts About this document responsibility for the information contained in This document (the “Prospectus”) has been this Prospectus. To the best of the knowledge of prepared in accordance with the Prospectus the Issuer and the Guarantor (each having taken Rules of the United Kingdom Financial Conduct all reasonable care to ensure that such is the Authority (the “FCA”) and relates to the offer case) the information contained in this by Select Property Group Finance plc (the Prospectus is in accordance with the facts and “Issuer”) of its sterling denominated 6.00 per does not omit anything likely to affect the import cent. bonds due 2023 (the “Bonds”) at a price of of such information. 100 per cent. of their nominal amount. Where information has been sourced from a The Issuer’s payment obligations under the third party, this information has been accurately Bonds will be guaranteed (the “Guarantee”) by reproduced and as far as each of the Issuer and Select Property Group (Holdings) Limited (the the Guarantor is aware and is able to ascertain “Guarantor”). from information published by that third party, The Bonds are freely transferable debt no facts have been omitted which would render instruments and are due to be issued by the the reproduced information inaccurate or Issuer on 13 October 2017. The nominal amount misleading. The source of third party of each Bond (being the amount which is used information is identified where used. to calculate payments made on each Bond) is Use of defined terms in this Prospectus £100; however, the minimum subscription Certain terms or phrases in this Prospectus are amount per investor is £2,000 of the Bonds in defined in “Double Quotation” marks and the initial distribution. The aggregate nominal subsequent references to that term are amount of the Bonds to be issued will be designated with Initial Capital Letters. specified in the Sizing Announcement published by the Issuer via the Regulatory News Service In this Prospectus, references to the “Issuer” are of the London Stock Exchange plc (“RNS”) on to Select Property Group Finance plc, which is or around 6 October 2017. the issuer of the Bonds and a wholly-owned subsidiary of the Guarantor. References to the The Bonds have not been and will not be “Guarantor” are to Select Property Group registered under the United States Securities Act (Holdings) Limited. All references to the of 1933. Subject to certain exceptions, the “Group” are to Select Property Group Bonds may not be offered, sold or delivered (Holdings) Limited and its consolidated within the United States. subsidiaries taken as a whole. See Section 6 This Prospectus contains important information (Description of the Issuer) and Section 7 about the Issuer, the Guarantor, the Bonds, the (Description of the Guarantor and the Group) Guarantee and details of how to apply for the for further details. Bonds. This Prospectus also describes certain risks relevant to the Issuer and the Guarantor and The Bonds and the Guarantee are unsecured also risks relating to an investment in the Bonds The Bonds constitute unsecured debt obligations generally. You should read and understand fully (i.e. Bondholders will not have the benefit of any the contents of this Prospectus before making security) of the Issuer and the Guarantee any investment decisions relating to the Bonds. constitutes an unsecured obligation of the Guarantor. The payment obligations of the Issuer and the Guarantor under the Bonds and the Guarantee will rank pari passu (i.e. equally A34257531 ii in right of payment) with all other outstanding actions you should take, you should seek advice unsecured and unsubordinated debt obligations from your independent financial adviser or other of the Issuer and Guarantor, as the case may be. professional adviser before making any investment decisions. The Bonds are not protected by the Financial Services Compensation Scheme Unlike a bank deposit, the Bonds are not protected by the Financial Services Compensation Scheme (the “FSCS”). As a result, neither the FSCS nor anyone else will pay compensation to you upon the failure of the Issuer, the Guarantor or the Group as a whole. Therefore (unlike in the case of a bank deposit), if the Issuer or the Guarantor were to become insolvent or go out of business, the Bondholders could lose all or part of their investment in the Bonds and no governmental body would be required to compensate them for such loss. How to apply Applications to purchase Bonds cannot be made directly to the Issuer or to the Guarantor. Bonds will be issued to you in accordance with the arrangements in place between you and your stockbroker or other financial intermediary, including as to application process, allocations, payment and delivery arrangements. You should approach your stockbroker or other financial intermediary to discuss any application arrangements that may be available to you. After the closing time and date of the Offer Period, which is expected to be 12 noon (London time) on 5 October 2017 or such earlier time as may be communicated by the Issuer via RNS announcement, no Bonds will be offered for sale by or on behalf of the Issuer or the Guarantor or by or on behalf of any of the authorised financial intermediaries described in this Prospectus. See Section 4 (Timetable of the Offer and Key Dates) and Section 5 (How to Apply for the Bonds) for more information. Questions relating to this Prospectus and the Bonds If you have any questions regarding the content of this Prospectus and/or the Bonds or the A34257531 iii HOW DO I USE THIS PROSPECTUS? You should read and understand fully the contents of this Prospectus before making any investment decisions relating to any Bonds. An overview of the various sections comprising this Prospectus is set out below: The “SUMMARY” section sets out in tabular format standard information which is arranged under standard headings and which the Issuer and Guarantor are required, for regulatory reasons, to include in a prospectus summary for a prospectus of this type. The “RISK FACTORS” section describes the principal risks and uncertainties that may affect the Issuer’s and Guarantor’s respective abilities to fulfil their obligations in relation to the Bonds and the Guarantee. The “INFORMATION ABOUT THE BONDS” section provides an overview of certain key features of the Bonds and the Guarantee in order to assist the reader. The “TIMETABLE OF THE OFFER AND KEY DATES” section illustrates the key dates relating to the offer for the Bonds, the issue of the Bonds and payments to be made under the Bonds. The “HOW TO APPLY FOR THE BONDS” section sets out important information relating to the application process for the Bonds. The “DESCRIPTION OF THE ISSUER” section describes the Issuer. The “DESCRIPTION OF THE GUARANTOR AND THE GROUP” section describes the Guarantor and the Group’s businesses and sectors in which they operate. The “MARKET OVERVIEW” section given an overview of the markets in which the Group operates. The “SUBSCRIPTION AND SALE” section contains a description of the material provisions of the subscription agreement, which includes the selling restrictions applicable to the Bonds. The “TAXATION” section provides a brief outline of certain taxation matters that may be applicable in relation to the Bonds and the Guarantee. The “ADDITIONAL INFORMATION” section sets out further information which the Issuer is required to include under applicable rules. The “IMPORTANT LEGAL INFORMATION” section contains some important legal information regarding the basis on which this Prospectus may be used for the purposes of making offers of the Bonds. The “TERMS AND CONDITIONS OF THE BONDS” section sets out the terms and conditions which apply to the Bonds and the Guarantee. The “SUMMARY OF PROVISIONS RELATING TO THE BONDS IN GLOBAL FORM” section is a summary of certain parts of those provisions which apply to the Bonds while they are held in global form by the clearing systems, some of which include minor and/or technical modifications to the terms and conditions of the Bonds as set out in the preceding section in this Prospectus. The “FINANCIAL STATEMENTS” section sets out important historical financial information relating to the Group. A “TABLE OF CONTENTS” section, with corresponding page references, appears on the following page. A34257531 iv TABLE OF CONTENTS Page SECTION 1 - SUMMARY .................................................................................................. 6 SECTION 2 - RISK FACTORS ........................................................................................ 22 SECTION 3 - INFORMATION ABOUT THE BONDS ................................................. 40 SECTION 4 – TIMETABLE OF THE OFFER AND KEY DATEs .............................. 48 SECTION 5 - HOW TO APPLY FOR THE BONDS ...................................................... 49 SECTION 6 - DESCRIPTION OF THE ISSUER ........................................................... 52 SECTION 7 - DESCRIPTION OF THE GUARANTOR AND THE GROUP ............
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