TIDM79IU
RNS Number : 0274L
Gatwick Funding Limited
08 September 2021
Gatwick Funding Limited
8 September 2021
Issuer: Gatwick Funding Limited
8 September 2021
THIS ANNOUNCEMENT RELATES TO THE DISCLOSURE OF INFORMATION THAT
QUALIFIED AS INSIDE INFORMATION WITHIN THE MEANING OF ARTICLE 7 OF
THE MARKET ABUSE REGULATION (EU) 596/2014 AS IT FORMS PART OF
DOMESTIC LAW OF THE UNITED KINGDOM BY VIRTUE OF THE EUROPEAN UNION
(WITHDRAWAL) ACT 2018
Gatwick Funding Limited
(incorporated with limited liability in Jersey with registered
number 107376)
announces results of its consent solicitation and the STID
Proposal
On 13 August 2021, Gatwick Funding Limited (the "Issuer")
announced a consent solicitation (the "Consent Solicitation") in
respect of the following series of its bonds (the "Bonds"):
(i) GBP300,000,000 6.125 per cent. Notes due 2 Mar. 2028
(Scheduled Redemption Date: 2 Mar. 2026) (ISIN: XS0596919299);
(ii) GBP300,000,000 6.5 per cent. Notes due 2 Mar. 2043
(Scheduled Redemption Date: 2 Mar. 2041) (ISIN: XS0596919539);
(iii) GBP300,000,000 5.25 per cent. Notes due 23 Jan. 2026
(Scheduled Redemption Date: 23 Jan. 2024) (ISIN: XS0733794407);
(iv) GBP300,000,000 2.500 per cent. Notes due 15 Apr. 2032
(Scheduled Redemption Date: 15 Apr. 2030) (ISIN: XS2332199830);
(v) GBP300,000,000 5.75 per cent. Notes due 23 Jan. 2039
(Scheduled Redemption Date: 23 Jan. 2037) (ISIN: XS0733786130);
(vi) GBP350,000,000 4.625 per cent. Notes due 27 Mar. 2036
(Scheduled Redemption Date: 27 Mar. 2034) (ISIN: XS1047788523);
(vii) GBP300,000,000 2.625 per cent. Notes due 7 Oct. 2048
(Scheduled Redemption Date: 7 Oct. 2046) (ISIN: XS1502174581);
(viii) GBP350,000,000 3.125 per cent. Notes due 28 Sep. 2041
(Scheduled Redemption Date: 28 Sep. 2039) (ISIN: XS1691441924);
(ix) GBP300,000,000 3.25 per cent. Notes due 26 Feb. 2050
(Scheduled Redemption Date: 26 Feb. 2048) (ISIN: XS1781266793);
and
(x) GBP300,000,000 2.875 per cent. Notes due 5 Jul. 2051
(Scheduled Redemption Date: 5 Jul. 2049) (ISIN: XS2022203801).
Capitalised terms used in this announcement and not defined
herein have the meanings given to such terms in the solicitation
memorandum dated 13 August 2021 (the "Solicitation Memorandum"),
which includes the form of STID Proposal. This announcement does
not contain the full terms and conditions of the Consent
Solicitation, which are contained in the Solicitation
Memorandum.
Purpose of this Announcement
The purpose of this announcement is to announce that:
(a) the STID Proposal has been approved by more than 75% of the
Participating QBS Creditors by reference to the Outstanding
Principal Amount of the aggregate Voted Qualifying Debt of such
Participating QBS Creditors;
(b) the Amendment Conditions have been satisfied;
(c) the STID Proposal was implemented today; and
(d) the Payment Date for payment of the Instruction Fee is
expected to be 15 September 2021.
Approval of the STID Proposal
Of the outstanding principal amount of the creditors who were
entitled to vote on the STID Proposal:
(a) creditors holding 99.05 per cent. of the outstanding
principal amount cast their votes; and
(b) 92.52 per cent. of the voted outstanding principal amount
was voted in favour of the STID Proposal.
In response to the approval of the STID Proposal, Lorenzo Rebel,
the Deputy Chief Financial Officer of Gatwick Airport Limited,
said:
"Gatwick's financial response to COVID-19 has been strongly
endorsed by its banks and bondholders, with over 92.5% of creditors
in favour of Gatwick's proposal to deal proactively with the
forecasted effect on its financial ratios. This included agreement
from Gatwick's largest bondholders through a special committee of
the Investment Association as well as full support across Gatwick's
bank group. This support, together with Gatwick's prudent financial
policy, decisive management actions in response to Covid and
long-term shareholder support, has positioned Gatwick with the
liquidity and financial flexibility to implement its recovery
plans.".
Amendment Conditions
The Solicitation Memorandum provided that implementation of the
STID Proposal was conditional on the Amendment Conditions:
(a) the approval of the STID Proposal; and
(b) the announcement by the Borrower Security Trustee of the
approval of the STID Proposal; and
(c) the delivery to the Borrower Security Trustee of a legal
opinion of Clifford Chance LLP as to matters of capacity and
enforceability of the amendment and waiver agreement.
The Issuer confirms that the Amendment Conditions have been
satisfied as at the date of this announcement.
Implementation of the STID Proposal
The Issuer confirms that the STID Proposal has been implemented
as the Obligors and the Borrower Security Trustee have executed the
amendment and waiver agreement dated 8 September 2021 (in
substantially the form appended to the STID Proposal).
Instruction Fees
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 received by the Tabulation Agent at or prior to the
Expiration Time, which had not been validly withdrawn following the
Expiration Deadline and which remained in full force and effect
until the announcement of the results of the STID Proposal, the
Instruction Fee equal to 0.05 per cent. of the Principal Amount
Outstanding of such Bonds the subject of the relevant Electronic
Voting Instruction.
The Instruction Fee is expected to be paid on 15 September 2021
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).
Further Information
For further information relating to the STID Proposal and the
Consent Solicitation please contact:
THE SOLICITATION AGENTS
Barclays Bank PLC
5 The North Colonnade
Canary Wharf
London E14 4BB
United Kingdom
Tel: +44 (0)203 134 8515
Email: eu.lm@barclays.com
Attention: Liability Management Group
NatWest Markets Plc
250 Bishopsgate
London EC2M 4AA
United Kingdom
Tel: +44 (0) 20 7678 5222
Email: liabilitymanagement@natwestmarkets.com
Attention: Liability Management
THE TABULATION AGENT
Lucid Issuer Services Limited
Tankerton Works
12 Argyle Walk
London WC1H 8HA
Tel: +44 207 704 0880
E-mail: gatwick@lucid-is.com
Attention: Arlind Bytyqi / Mu-yen Lo
Disclaimer
This announcement must be read in conjunction with the
Solicitation Memorandum. If any Bondholder is in doubt as to the
effect on it of the implementation of the STID Proposal, it is
recommended to seek its own financial, legal or other advice from
its stockbroker, bank manager, solicitor, accountant, independent
financial adviser authorised under the Financial Services and
Markets Act 2000, as amended, (if in the United Kingdom) or other
appropriately authorised financial adviser. None of the
Solicitation Agents, the Tabulation Agent, the Borrower Security
Trustee or the Bond Trustee accepts any responsibility for the
contents of this announcement.
Market Abuse Regulation
This announcement is released by the Issuer and contains
information in relation to the Bonds that qualified as inside
information for the purposes of the Market Abuse Regulation (EU)
596/2014 as it forms part of domestic law of the United Kingdom by
virtue of the European Union (Withdrawal) Act 2018 ("EUWA")
("MAR"), encompassing information relating to the Bonds. For the
purposes of MAR and Article 2 of Commission Implementing Regulation
(EU) 2016/1055 as it forms part of domestic law of the United
Kingdom by virtue of the EUWA, this Notice is made by Philip Iley,
a Director of the Issuer.
END
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STRUPUGABUPGGAM
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September 08, 2021 02:00 ET (06:00 GMT)
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