CALL FOR THE EXTRAORDINARY AND ORDINARY HOLDERS’ MEETING OF THE FIDUCIARY CERTIFICATES IDENTIFIED AS CERTIFICADOS BURSATILES FIDUCIARIOS INMOBILIARIOS NON-REDEEMABLE WITH TICKER “TERRA 13”

Mexico City, November 29th, 2023 – Terrafina (”TERRA”) (BMV: TERRA13), a leading Mexican industrial real estate investment trust (“FIBRA”), externally advised by PGIM Real Estate and dedicated to the acquisition, development, lease and management of industrial real estate properties in Mexico, announced today that, pursuant to articles 64 Bis 1 and 68 of the Securities Market Law (Ley del Mercado de Valores) and article 218 of the General Law of Negotiable Instruments and Credit Transactions (Ley General de Títulos y Operaciones de Crédito), and in accordance with the Irrevocable Trust Agreement number F/00939 dated January 29, 2013 (as the same has been amended from time to time, the “Trust Agreement”) and the global certificate with thicker “TERRA 13” (the “Certificates”) issued by CIBanco, S.A., Institución de Banca Múltiple (formerly The Bank of the New York Mellon, S.A., Institución de Banca Múltiple), as trustee of the Trust, PLA Administradora Industrial, S. de R.L. de C.V., as settlor and advisor, TF Administradora, S. de R.L. de C.V., as subsidiary manager and Monex Casa de Bolsa, Monex Grupo Financiero as common representative (the “Common Representative”) of the holders of the Certificates (the “Holders”), such Holders are called to participate in the Ordinary and Extraordinary Holders’ Meeting, to be held on December 11, 2023 at 11:00 (the “Holders’ Meeting”) in the Common Representative’s offices located at Av. Paseo de la Reforma No. 284, Floor 9, Col. Juárez, Cuauhtémoc, C.P. 06600, Mexico City, to discuss the items presented in the following agenda, with the understanding that the terms used with initial capital letters in this call, other than proper names, titles or words at the beginning of sentences, which are not expressly defined herein, will have the meaning assigned to them in the Trust Agreement:

 

AGENDA OF THE EXTRAORDINARY HOLDERS’ MEETING

Proposal, discussion and, if applicable, approval to amend the Trust Agreement, the Global Certificate and, if applicable, the other Transaction Documents, in order to allow, among others, the Trust to make Distributions in kind, in accordance with the terms set forth in Clause 4.4, paragraph (d), and other applicable provisions of the Trust Agreement, as well as to instruct the Common Representative and the Trustee, according to their applicable capacity, to execute the necessary and/or convenient acts in order to comply with the resolutions adopted herein, including, without limitation, to carry out an update of the registration of the CBFIs in the RNV, and to execute all documents, procedures, publications and press releases necessary therefore, as requested or instructed by the Manager, in case necessary. Actions and resolutions in this regard.

 

AGENDA OF THE ORDINARY HOLDERS’ MEETING

Proposal, discussion and, if applicable, approval to use the CBFIs held in the treasury of the Trust to make Distributions in-kind, as well as to instruct the Common Representative and the Trustee, according to their applicable capacity, to execute the necessary and/or convenient acts in order to comply with the resolutions adopted herein, including, without limitation, to carry out an update of the registration of the CBFIs in the RNV, and to execute all documents, procedures, publications and press releases necessary therefore, as requested or instructed by the Manager, in case necessary. Actions and resolutions in this regard.

 

AGENDA OF THE OF THE ORDINARY AND EXTRAORDINARY HOLDERS’ MEETING

Appointment of the delegate or delegates to formalize, and if applicable, comply with the resolutions adopted in the Holders’ Meeting.

Holders that intend to participate in the Holders’ Meeting, shall submit no later than the business day prior to the date of such Meetings: (i) the deposit certificate issued by S.D. Indeval Institución para el Depósito de Valores, S.A. de C.V., (ii) the list that for such purposes is issued by the corresponding custodian, if applicable, and (iii) the proxy letter duly signed before two witnesses or, if applicable, the power of attorney for the representation at the Holders’ Meetings granted under the terms of the applicable law, at the offices of the Common Representative located in Av. Paseo de la Reforma 284, floor 9, col. Juárez, Cuauhtémoc, C.P. 06600, Mexico City, addressed to Claudia Alicia García Ramírez and/or Karla Estrada Jimenez and/or María Fernanda Gutiérrez Casas from 9:00 to 15:00 and 16:30 to 17:30 hours, from Monday to Friday, as from the date of the publication of this call. Upon delivery of the documentation referred to in this paragraph, the Common Representative shall provide the Holders with the necessary information regarding the telephone and/or digital platform to be used for the Holders’ Meetings so that they can connect remotely to such Holders´ Meetings Likewise, the Holders are free to contact the Common Representative, either via email (claudiagarcia@monex.com.mx) or by telephone (+52-55) 5231-0134 with any questions related to the scope of this agenda.

 

Miranda Newswire – Full Press Release: Download PDF

 

Investor Relations Contact Details

Francisco Martinez
Investor Relations Officer
Tel: +52 (55) 5279-8107
E-mail: francisco.martinez@terrafina.mx

Marimar Torreblanca
Miranda IR
Tel: +52 (55) 5282-2992
E-mail: marimar.torreblanca@miranda-newswire.com

 
About TERRAFINA
Terrafina (BMV:TERRA13) is a Mexican real estate investment trust formed primarily to acquire, develop, lease and manage industrial real estate properties in Mexico. Terrafina’s portfolio consists of attractive, strategically located warehouses and other light manufacturing properties throughout the Central, Bajío and Northern regions of Mexico. It is internally managed by highly qualified industry specialists and externally advised by PGIM Real Estate.
Terrafina owns 290 real estate properties, including 286 developed industrial facilities with a collective GLA of approximately 42.1 million square feet and four land reserve parcels, designed to preserve the organic growth capability of the portfolio. Terrafina’s objective is to provide attractive risk-adjusted returns for the holders of its certificates through stable distributions and capital appreciations. Terrafina aims to achieve this objective through a successful performance of its industrial real estate and complementary properties, strategic acquisitions, access to a high level of institutional support, and an effective management and corporate governance structure. For more information, please visit www.terrafina.mx/en/
 
About PGIM Real Estate
With $210 billion in gross assets under management and administration ($131 billion net),1 PGIM Real Estate provides investors and borrowers access to a range of real estate equity, real estate debt, agriculture, and impact solutions across the risk-return spectrum.
PGIM Real Estate is a business of PGIM, the global asset management business of Prudential Financial, Inc. (NYSE: PRU). PGIM Real Estate’s risk management approach, execution capabilities and industry insights are backed by a 50-year legacy of investing in commercial real estate, a 140-year history of real estate financing,2and the local experience of professionals in 35 cities globally. Through its investment, financing, asset management, and talent management approach, PGIM Real Estate engages in practices that strive to ignite positive environmental and social impact, while pursuing activities that seek to strengthen communities around the world. For more information visit pgimrealestate.com.
 
1 As of September 30, 2023; AUA is $49 billion; $131 billion AUM.
2 Includes legacy lending through PGIM’s parent company, PFI.
 
About PGIM
PGIM is the global asset management business of Prudential Financial, Inc. (NYSE: PRU), a leading global investment manager with more than $1.22 trillion in assets under management as of September 30, 2023. With offices in 18 countries, PGIM’s businesses offer a range of investment solutions for retail and institutional investors around the world across a broad range of asset classes, including public fixed income, private fixed income, fundamental equity, quantitative equity, real estate and alternatives. For more information about PGIM, visit pgim.com.
Prudential Financial, Inc. (PFI) of the United States is not affiliated in any manner with Prudential plc, incorporated in the United Kingdom or with Prudential Assurance Company, a subsidiary of M&G plc, incorporated in the United Kingdom. For more information please visit news.prudential.com
 
Forward Looking Statements
This document may include forward-looking statements that may imply risks and uncertainties. Terms such as “estimate”, “project”, “plan”, “believe”, “expect”, “anticipate”, “intend”, and other similar expressions could be construed as previsions or estimates. Terrafina warns readers that declarations and estimates mentioned in this document or realized by Terrafina’s management imply risks and uncertainties that could change in function of various factors that are out of Terrafina’s control. Future expectations reflect Terrafina’s judgment at the date of this document. Terrafina reserves the right or obligation to update the information contained in this document or derived from this document. Past or present performance does not guarantee future performance.

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