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NEXT PROPERTIES ANNOUNCES RESULTS OF EXCHANGE OFFERS FOR ANY & ALL OF ITS 7.700% SENIOR SUSTAINABILITY-LINKED NOTES DUE 2032 AND 7.375% SENIOR GREEN NOTES DUE 2034


News provided by

NEXT Properties (Trust 2401)

Oct 20, 2026, 23:10 ET

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MEXICO CITY, Oct. 20, 2026 /PRNewswire/ -- NEXT Properties (Trust 2401), a trust formed under the laws of the United Mexican States (the "Trust" or "NEXT Properties"), today announced the expiration date results of its offers to exchange (collectively, the "Exchange Offers") any and all of its outstanding 7.700% Senior Sustainability-Linked Notes due 2032 (the "NEXT Properties 2032 Notes") and 7.375% Senior Green Notes due 2034 (the "NEXT Properties 2034 Notes") for newly issued 6.793% Senior Sustainability-Linked Notes due 2036 (the "New 2036 Notes" or the "New Notes"), in each case upon the terms and subject to the conditions set forth in the Exchange Offer Memorandum dated October 8, 2026, as supplemented by the press releases issued by the Trust on October 12, 2026 and October 16, 2026 (the "Exchange Offer Memorandum"), and the related eligibility certification. The NEXT Properties 2032 Notes and the NEXT Properties 2034 Notes are herein referred to collectively as the "Old Notes." Capitalized terms used but not defined herein have the meanings assigned to them in the Exchange Offer Memorandum.

As of October 20, 2026 at 5:00 p.m., New York City time (the "Expiration Date") the following amounts had been validly tendered and not withdrawn and, subject to the satisfaction or waiver of the conditions set forth in the Exchange Offer Memorandum, NEXT Properties has accepted the following for exchange under the Exchange Offers:

Title of Series of Old Notes

Principal Amount
Outstanding

Principal Amount
Tendered and
Accepted for
Exchange

% Tendered

New Notes
Consideration

7.700% Senior
Sustainability-Linked Notes
due 2032

US$ 409,781,000

US$289,926,000

70.75 %

US$312,461,855

7.375% Senior Green Notes
due 2034

US$ 299,900,000

US$245,647,000

81.91 %

US$260,213,799

Total:

US$ 709,681,000

US$535,573,000

75.47 %

US$572,675,654

The Withdrawal Deadline expired at 5:00 p.m., New York City time on October 20, 2026. The Old Notes validly tendered pursuant to the Exchange Offers may no longer be withdrawn, unless otherwise required by applicable law.

The Trust has accepted for exchange US$535,573,000 aggregate principal amount of the tendered Old Notes, including US$289,926,000 aggregate principal amount of the NEXT Properties 2032 Notes and US$245,647,000 aggregate principal amount of the NEXT Properties 2034 Notes and will issue US$572,675,654 aggregate principal amount of New 2036 Notes in exchange therefor, in accordance with the procedures described in the Exchange Offer Memorandum. In addition to the applicable Revised Total Consideration, Eligible Holders whose Old Notes were validly tendered (and not validly withdrawn) and accepted by the Trust for exchange pursuant to the Exchange Offers will also receive the applicable Accrued Interest Payment, which will be US$19.04 per US$1,000 principal amount of NEXT Properties 2032 Notes and US$14.13 per US$1,000 principal amount of NEXT Properties 2034 Notes. The New 2036 Notes will be issued, and the Accrued Interest Payment will be paid in cash, on the Settlement Date, which is expected to be October 22, 2026. Any tendered Old Notes that are not accepted for exchange will be returned or credited without expense to the holder's account.

All conditions to the Exchange Offers, including the applicable Minimum Issuance Condition (as defined in the press release issued by the Trust on October 12, 2026), have been satisfied or waived.

The Exchange Offers were made only (a) to holders of Old Notes who are "qualified institutional buyers" (as defined in Rule 144A under the Securities Act of 1933, as amended (the "Securities Act")) and (b) outside the United States to holders of Old Notes who are persons other than U.S. persons, who are not acquiring New Notes for the account or benefit of a U.S. person, in offshore transactions in compliance with Regulation S under the Securities Act, and who are a "non-U.S. qualified offeree" (as defined in the Exchange Offer Memorandum). The holders of Old Notes who have certified to the Trust that they are eligible to participate in the Exchange Offers pursuant to at least one of the foregoing conditions are referred to as Eligible Holders. Only Eligible Holders were authorized to receive or review the Exchange Offer Memorandum or to participate in the Exchange Offers. Old Notes could be tendered only in principal amounts equal to minimum denominations of US$200,000 and integral multiples of US$1,000 in excess thereof.

The Trust has retained Citigroup Global Markets Inc. ("Citigroup") to act as Dealer Manager for the Exchange Offers. Holders with questions about the Exchange Offers can contact Citigroup at +1 (800) 558-3745 (toll free) or +1 (212) 723-6106 (collect). Global Bondholder Services Corporation is acting as the Exchange and Information Agent for the Exchange Offers. Questions or requests for assistance related to the Exchange Offers, including for assistance in completing an eligibility letter, or for additional copies of the Exchange Offer Memorandum may be directed to Global Bondholder Services Corporation at +1 (855) 654-2014 (toll free) or +1 (212) 430-3774 (collect), or by email at [email protected]. You may also contact your broker, dealer, commercial bank, trust company or other nominee for assistance concerning the Exchange Offers.

This release is neither an offer to purchase nor a solicitation of an offer to sell or buy any securities in any transaction. The Exchange Offers are being made pursuant to the Exchange Offer Memorandum, which sets forth the complete terms and conditions of the Exchange Offers. Holders are urged to read the Exchange Offer Memorandum carefully before making any decision with respect to the Exchange Offers. The Exchange Offers are not being made to, nor will the Trust accept tenders of the Old Notes from, holders in any jurisdiction in which the Exchange Offers would not be in compliance with the securities or blue sky laws of such jurisdiction. None of the Trust, the Dealer Manager, the Exchange and Information Agent or the trustees for the Old Notes and the New Notes, or any of their respective affiliates, makes any recommendation in connection with the Exchange Offers.

The New Notes will not be registered under the Securities Act or any state securities laws. Accordingly, the New Notes will be subject to restrictions on transferability and resale and may not be transferred or resold except as permitted under the Securities Act and other applicable securities laws, pursuant to an exemption from registration.

The Exchange Offers are not being made to any retail investors in any Member State of the EEA or in the UK and, in the EEA and the UK, the Exchange Offers are only being made to, and may only be accepted by or on behalf of, qualified investors. EEA and UK retail investors will not be given the opportunity to state their views on the Exchange Offers. As a result, no "offer" of new securities is being made to retail investors in the EEA or the UK.

Neither the Exchange Offers nor the New Notes have been, nor will be, registered with the Mexican National Securities Registry (Registro Nacional de Valores) maintained by the CNBV, and may not be offered or sold publicly, or otherwise be subject to brokerage activities, in Mexico, except pursuant to a private placement exemption set forth under Article 8 of the Mexican Securities Market Law (Ley del Mercado de Valores), to institutional or qualified investors domiciled in Mexico as required under the Mexican Securities Market Law (Ley del Mercado de Valores). Notice to be given to the CNBV for informational purposes only, and the receipt thereof by the CNBV, will not constitute or imply a certification as to the investment quality of the New Notes, our solvency, liquidity or credit quality or the accuracy or completeness of the information contained in the Exchange Offer Memorandum and does not ratify or validate any actions or omissions, if any, in contravention of applicable law. The Exchange Offer Memorandum is solely the Trust's responsibility and has not been reviewed or authorized by the CNBV.

Neither the Exchange Offer Memorandum nor any related documents have been filed with, or have been approved or reviewed by any federal or state securities commission or regulatory authority of any country. No authority has passed upon the accuracy or adequacy of the Exchange Offer Memorandum or any related documents, and it is unlawful and may be a criminal offense to make any representation to the contrary.

This press release contains forward-looking statements within the meaning of the U.S. federal securities laws and information that are necessarily subject to risks, uncertainties and assumptions, including but not limited to statements related to the Trust's plans, objectives and expectations (financial or otherwise), and typically can be identified by the use of words such as "will," "may," "assume," "might," "should," "could," "continue," "would," "can," "consider," "anticipate," "estimate," "expect," "envision," "plan," "believe," "foresee," "predict," "potential," "target," "strategy," "intend," "aimed" and similar terms.

Although the Trust believes that its expectations are reasonable, it can give no assurance that these expectations will prove to be correct, and actual results may vary materially from results anticipated by forward-looking statements due to various factors. Factors that could cause actual results to differ materially from those contemplated above include, among others: the Trust's business and investment strategy and its ability to execute such strategy; economic trends in the industries or the markets in which its customers operate; the competitive environment in which the Trust operates; the Trust's ability to maintain or increase lease rates and occupancy rates; the performance and economic condition of its tenants; the Trust's ability to collect lease revenues from its tenants; the Trust's ability to successfully engage in strategic acquisitions and development of properties; the Trust's ability to obtain financing on favorable terms, or at all; general market, economic and political conditions, particularly in Mexico; the effect of changes in accounting principles, new legislation, intervention by regulatory authorities, legislative or government provisions and government directives or monetary or fiscal policy in Mexico and the United States; natural disasters or other environmental conditions that may affect the Trust's properties; obstacles to commerce, including tariffs or import taxes and changes to existing commercial policies, including the United States-Mexico-Canada Agreement; ongoing global conflicts and the destabilizing effects or expansion of such conflicts; and the other risks and uncertainties described under "Risk Factors" in the Exchange Offer Memorandum.

You should not place undue reliance on forward-looking statements. Any forward-looking statement speaks only as of the date on which it is made. The Trust does not undertake any obligation to update or revise any forward-looking statements to reflect changes in assumptions, the occurrence of unanticipated events that occur after the date on which the forward-looking statement is made, or otherwise, except as required by applicable law.

No assurance can be given that the transactions described herein will be consummated or as to the final terms of any such transactions.

For enquiries or further information please contact:
2401 Next Management, S.C. (as administrator of
Banco Actinver, S.A., Institución de Banca Múltiple,
Grupo Financiero Actinver, as trustee of trust number
2401 (NEXT Properties))
Av. Antonio Dovali Jaime 70 Torre A Piso 11
Col. Zedec Santa Fe
Ciudad de México, C.P. 01210
Tel: +52 (55) 9020 1936 / +52 (55) 9020 1938
Email: [email protected],
[email protected], [email protected]
Attention: Carlos Pantoja, Raúl Alfredo Gallegos
Navarro and Alexander Oechler

SOURCE NEXT Properties (Trust 2401)

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