Arqiva Financing PLC Announcement of Results of Consent Solicitation (8141O)
03 Junho 2020 - 6:00AM
UK Regulatory
TIDM20CA
RNS Number : 8141O
Arqiva Financing PLC
03 June 2020
ARQIVA FINANCING PLC ANNOUNCES THE RESULTS OF A STID
PROPOSAL
ARQIVA FINANCING PLC ANNOUNCES THE RESULTS OF A CONSENT
SOLICITATION IN RELATION TO THE STID PROPOSAL FOR THE BONDS SET OUT
IN THIS ANNOUNCEMENT
3 June 2020
Announcement of the results of the STID Proposal
Arqiva Financing plc (the "Issuer") announces that the required
majority of the Qualifying Secured Creditors have voted in favour
of the STID Proposal dated 11 May 2020.
Of the outstanding principal amount of the creditors who were
entitled to vote on the STID Proposal:
(a) creditors holding 95.75 per cent. of the outstanding
principal amount cast their votes; and
(b) 97.41 per cent. of the voted outstanding principal amount
was voted in favour of the STID Proposal.
Therefore, creditors holding 93.27 per cent. of the outstanding
principal amount (representing GBP2,997,820,157.93 in outstanding
principal amount) who were entitled to vote on the STID Proposal
voted in favour of the STID Proposal.
Documentation to give effect to the proposals approved in the
STID Proposal will be entered into by certain Arqiva Group entities
and the Obligor Security Trustee as soon as practicable
hereafter.
Announcement of the results of the consent solicitation in
relation to the STID Proposal for the Bonds (as defined below)
On 11 May 2020, Arqiva Financing plc announced a consent
solicitation in respect of the following series of bonds (the
"Bonds"):
(i) GBP350,000,000 4.04 per cent. Notes due 2035 (with an
expected Maturity Date in June 2020) (ISIN: XS0895821055);
(ii) GBP400,000,000 4.882 per cent. Notes due 2032 (ISIN: XS0895820834); and
(iii) GBP164,000,000 5.340 per cent. Notes due 2037 (with an
expected maturity date in June 2030) (ISIN: XS1024447010).
As at the Expiration Time on 28 May 2020 the Tabulation Agent
had received valid Electronic Voting Instructions in favour of the
STID Proposal representing GBP847,666,413 in outstanding principal
amount of the Bonds (representing 98.49 per cent. of the aggregate
outstanding principal amount of the Bonds).
Instruction Fees
Subject to the conditions set out in the STID Proposal
Memorandum, including the Disposal having occurred and the Minimum
Proceeds having been paid into the Segregated Proceeds Account, the
Issuer will pay to a holder of the Bonds who delivered a valid
Electronic Voting Instruction in respect of the STID Proposal which
was validly submitted and received by the Tabulation Agent at or
prior to the Instruction Fee Deadline, which had not been validly
withdrawn or revoked and remained in full force and effect until
the announcement of the results of the STID Proposal, the
Instruction Fee equal to 0.15 per cent. of the Principal Amount
Outstanding of such Bonds the subject of the relevant Electronic
Voting Instruction.
The Instruction Fee will be paid on the Payment Date (which is
expected to be on or about the tenth Business Day following the
occurrence of the Disposal and the Minimum Proceeds having been
paid into the Segregated Proceeds Account, after which the Issuer
shall make a further announcement as to the expected payment date)
via the relevant Clearing System for onward payment to the cash
account of an eligible holder of the Bonds in such Clearing System.
The payment of any such amounts to the relevant Clearing System
will discharge the obligations of the Issuer in respect of the
Instruction Fee to all such relevant Bondholder(s).
Capitalised terms used in this announcement and not defined
herein have the meanings ascribed to them in the STID Proposal
Memorandum dated 11 May 2020 (the "STID Proposal Memorandum") which
includes the form of the STID Proposal appended to it in the
Schedule.
For Further Information:
Further details on the STID Proposal Consent Solicitation can be
obtained from:
The Solicitation Agents
Banco Santander S.A.
2 Triton Square
Regent's Place
London NW1 3AN
United Kingdom
Telephone: +44 7418 709 688 / +44 7742 403 679
Email: tommaso.grospietro@santandercib.co.uk / adam.crocker@santandercib.co.uk
Attention: Liability Management
Merrill Lynch International
2 King Edward Street
London EC1 1HQ
United Kingdom
Telephone: +44 (0) 20 7996 5420
Email: DG.LM-EMEA@bofa.com
Attention: Liability Management Group
The Tabulation Agent
Lucid Issuer Services Limited
Tankerton Works
12, Argyle Walk
London WC1H 8HA
Telephone: +44 20 7704 0880
Email: arqiva@lucid-is.com
Attention: Oliver Slyfield/David Shilson
Website: https://portal.lucid-is.com/deals/arqiva/library
Disclaimer
This announcement must be read in conjunction with the STID
Proposal Memorandum. This announcement is issued by Arqiva
Financing plc. None of the Solicitation Agents, the Tabulation
Agent, the Obligor Security Trustee or the Bond Trustee accepts any
responsibility for the contents of this announcement.
This announcement is released by Arqiva Financing plc and
contains inside information for the purposes of Article 7 of the
Market Abuse Regulation (EU) 596/2014 ("MAR"), encompassing
information relating to the proposals described above. For the
purposes of MAR and Article 2 of Commission Implementing Regulation
(EU) 2016/1055, this announcement is made by Jeremy Mavor
(Secretary) at Arqiva Financing plc.
Legal Entity Identifier number:
Arqiva Financing plc - 213800HHECW72RW2QH41
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END
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