RE: Consent Solicitation Announcement6 Sep 2019 14:19
Another £50,000,000 of Super Senior Debt.
September 6, 2019
DEBENHAMS RETAIL LIMITED
Required Consents received in Consent Solicitation
Debenhams Retail Limited ("DRL") hereby announces that the consent solicitation it announced on September 3, 2019 (the "Consent Solicitation") with respect to the £225,000,000 5.25% Senior Notes due 2021, of which £200,000,000 remains outstanding (ISIN: XS1081972850; Common Code: 108197285) (the "Notes") issued by Debenhams plc (in administration) (the "Company") has been successful.
As a result, DRL has obtained the required consents necessary to amend certain provisions of the trust deed dated July 2, 2014 between the Company, the Subsidiary Guarantors named therein and Citicorp Trustee Company Limited, as amended, supplemented, waived or otherwise modified from time to time prior to this Consent Solicitation (the "Trust Deed") and, subject to receiving consent of the other parties thereto in due course, to amend certain provisions of the intercreditor agreement dated March 29, 2019 between the Company, Lucid Trustee Services Limited (the "Trustee"), GLAS Trust Corporation Limited (the "Security Agent") and various creditors of the Company named therein, as amended, supplemented, waived or otherwise modified from time to time (the "Intercreditor Agreement") as set forth in the consent solicitation statement dated September 3, 2019 (the "Consent Solicitation Statement").
Capitalized terms used in this notice and not otherwise defined shall have the meanings given to them in the Consent Solicitation Statement.
The Proposed Amendments were sought to (i) permit the drawing of a further £50 million of secured indebtedness by a member of the Group and to allow some of its indebtedness to incur interest that capitalizes and (ii) elevate some or all of the Secured Hedging Liabilities to be paid on a super senior basis, prior to and senior to the liabilities owed to the New Money Facility Agreement lenders, agents and arranger and to the liabilities owed to certain agents including the Security Agent and the Trustee.
The adoption of the Proposed Amendments required the consents of Holders of at least a majority in aggregate principal amount of the then outstanding Notes voting as a single class. A majority of Holders voting as a single class have submitted their consents prior to the Expiration Time. As a result, the Proposed Amendments, to be implemented by the execution of the Fifth Supplemental Trust Deed and the Second Supplemental Intercreditor Agreement, will bind all Holders of the Notes, including those that did not deliver their consent.