RNS 211 May 2018 16:18
Clear Leisure plc
("Clear Leisure" or "the Company")
Bondholders Meeting
on 5 June 2018
The board of Clear Leisure (AIM:CLP) has written to the holders of its �9.9m Bonds ("the Bonds") , calling a meeting at 10.00 am on 5 June 2018,at the Company's registered office, 22 Great James Street, London WC1N 3ES, to seek Bondholders' approval for a proposal (the "Proposal") to :
- amend the final maturity of the Bonds from 15 December 2018 to 15 December 2022; and
- permit the Company to convert Bonds into new Clear Leisure ordinary shares.
All Bondholders are entitled to vote on the Proposal. Eufingest SA ("Eufingest"), which holds 43.48% of the Bonds, has confirmed to the Company that it intends to vote in favour of the Proposal.
Eufingest currently holds 19.89% of the Company's issued share capital and therefore the Proposal is a related party transaction pursuant to AIM Rule 13 of the AIM Rules for Companies. The directors of Clear Leisure, having consulted with its nominated adviser, consider that the Proposal is fair and reasonable insofar as its shareholders are concerned.
The Bondholders' meeting requires a quorum of 75% of the Bondholders. If the meeting is inquorate, it will be adjourned to 19 June 2018 at which time any number of Bondholders will represent a valid quorum.
Bondholders who wish to vote and whose Bonds are held in the name of a broker, dealer, commercial bank, trust company or other nominee institution (including as CDIs) must contact such nominee promptly and instruct or make arrangements with such nominee to vote in accordance with the customary procedures of the clearing systems on behalf of the bondholders. Proxies are due no later than 10.00am on 4 June 2018.
Francesco Gardin, CEO and Chairman of Clear Leisure, commented,
"we have called the Bondholders meeting in order to give reasonable and comfortable timeline for the Company to realise the value of the Italian assets and therefore to be in a position to repay the Bonds."
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