is this not bad22 Jan 2018 12:20
The Consent Solicitation will commence in early January 2018 and will last for
a maximum of 10 business days. This process will result in one of the
following outcomes:
1. Receipt of consents from note holders equating to at least 90% of the
2021 Notes by number and value. This will result in the terms of the
restructuring being approved and applied to 100% of the 2021 Notes. The
Initial Consenting Investors are contractually committed to providing their
consents and equate to 62% of the Existing Notes.
2. Receipt of consents will be received amounting to less than 90% of the
Existing Noteholders. In this scenario, an English law scheme of arrangement
would commence, seeking approval via an alternative mechanism for the
amendment to the economic terms of the PIK Toggle Notes. The Scheme of
Arrangement would run for approximately 6-8 weeks and would result in one of
the two following outcomes:
3. Receipt of consents from note holders equating to at least 75% of the
Existing Notes by number and value. This will result in the terms of the
restructuring being approved and applied to 100% of the Amended Existing
Notes. The Initial Consenting Investors are contractually committed to
providing their consents and equate to 62% of the Existing Notes.
4. Consents will be received amounting to less than 75% of the Existing
Noteholders. This is considered unlikely given that the Initial Consenting
Investors are contractually committed to providing their consents and equate
to 62% of the Existing Notes. In this scenario, the restructuring would fail
and the Group would need to successfully complete an alternative restructuring
or raise new money in order to have sufficient resources to continue in
operational existence for the foreseeable future.
In addition to the consents required from the holders of the Amended Existing
Notes to have their notes converted into ordinary share capital, the holders
of the Company's ordinary share capital pre-reorganisation also need to
approve three shareholder resolutions in order for the debt for equity swap to
be successfully completed:
1. An ordinary resolution to approve the issue of approximately 2.0 billion
new ordinary shares of 1p each in the Company. This resolution requires
greater than 50% of votes cast to be passed.
2. A special resolution to disapply pre-emption rights with respect to the
issue of these shares. This resolution requires greater than 75% of votes cast
to be passed.
3. A resolution for the waiver of rights of independent shareholders to
receive a mandatory takeover offer from
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