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03.04.2014

GSK advises GEWA 5 to 1 GmbH & Co. KG on Issuance of Real Estate Project Bond

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GSK Stockmann + Kollegen advised the GEWA 5 to 1 GmbH & Co. KG in
connection with the issuance of a real estate project bond in the amount of up to € 35 million. Following the issuance by the Cloud No. 7 GmbH this is the second bond issuance for the construction of an apartment and hotel tower that GSK Stockmann + Kollegen has provided advice on.

With the proceeds from the bond issue, the GEWA 5 to 1 GmbH & Co. KG intends to build an approximately 107 meter high residential tower with about 34 floors and about 65 apartments and a hotel in the surrounding development in Fellbach near Stuttgart. For the hotel, the issuer has entered into a hotel lease with the Nordic Hotels Dusseldorf GmbH.

The construction of the residential and hotel tower is to be funded with the proceeds from the bond and through the sale of the apartments, with parts of the sale being subject to the regulations of the Broker and Property Developer Ordinance . Bondholders are, inter alia, secured through a mortgage which will have first rank following repayment of the existing bank financing, and the assignment of the leasehold rights under the lease agreement. The trust structure further provides for controls of the fund use for the payment of the bond proceeds as well as for the payment of additional funds outside the MaBV. Bondholders thus occupy a position that would otherwise customarily be occupied by banks.

Background of the financing through the bond was, among other things, that the GEWA 5 to 1 GmbH & Co. KG had to show proof of funding to the city of Fellbach by March 31, 2014 because otherwise the construction permit would have been in question.

GSK Stockmann + Kollegen advised the GEWA 5 to 1 GmbH & Co KG on the issuance of bonds, questions pertaining to real estate law, and also topics with the city of Fellbach which arose in connection with the issuance of the bond.

The debt was structured by the SCALA Corporate Finance GmbH as lead arranger and accompanied by the sole global coordinator and bookrunner equinet Bank AG. Stock Home Media was responsible for financial communications.

With another bond placement, GSK Stockmann + Kollegen underscores its continued strong consultancy expertise for corporate bond placements and in particular also in real estate and project bonds. GSK Stockmann + Kollegen had already advised the Cloud No. 7 GmbH in connection with the issuance of a project bond.

Advisors to GEWA 5 to 1 GmbH & Co KG:
Dr. Anne de Boer (Lead, Stuttgart), Dr. Juliane Reichelt (Project Development, Real Estate, Stuttgart), Dr. Wolfram Sandner (Public Law, Stuttgart), Stefan Koser (Securities and Fiduciary Structure, Frankfurt), Dr. Dirk Koch (Tax, Stuttgart), Stefan J. Schlapka (Real Estate Industry / Hospitality, Munich). Associates: Jana Schlimgen (Prospectus Procedure, Stuttgart), Dr. Nicole Grahm (Public Law, Stuttgart), Dr. Christian Kruska (Real Estate Industry, Stuttgart), Johannes Müller (IP / IT,
Berlin).

The full text of the deal news can be downloaded here.