11 May 2018 07:00
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO OR FROM AUSTRALIA, CANADA, JAPAN, SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS ANNOUNCEMENT
This announcement contains inside information as defined in EU Regulation No. 596/2014 and is in accordance with the Company's obligations under Article 17 of that Regulation.
LEI: 213800GO32BSNNHXID90
Carpetright plc
("Carpetright" or the "Company" or the "Group")
Interim Funding
Amendments to Revolving Credit Facility
and
Update on Equity Capital Raising
Interim Funding
The Company announced on 12 April 2018 that it required interim funding of up to £15 million prior to the receipt of the net proceeds of its planned equity capital raising. Carpetright is pleased to announce that it has now obtained an unsecured loan from Meditor European Master Fund Limited ("Meditor"), a substantial shareholder (as defined by the UKLA's Listing Rules) of the Company, in the amount of £15 million (net), to assist the Company with short-term working capital requirements (the "Second Meditor Loan"). Meditor's investment advisor is Meditor Capital Management Limited.
The key terms of the Second Meditor Loan are:
| Detail |
Principal | Net £15 million (Gross: £17.25 million which includes a £2.25 million arrangement fee (see below)) |
Repayment date | 31 July 2020 |
Interest rate | 18.0 per cent. per annum (compounding monthly and to be paid as one payment at the end of the loan's term) |
Arrangement fee | £2.25 million (to be paid by way of deduction from the loan) |
Security | Unsecured |
The Second Meditor Loan has been made to the Company on normal commercial terms, on an unsecured basis and does not have any unusual features. As such, the Second Meditor Loan meets the criteria of Listing Rule 11.1.6(2) and therefore does not constitute a related party transaction (as defined in Listing Rule 11).
On 21 March 2018, the Company announced that it had secured an unsecured loan of £12.5 million from Meditor. The Company expects to repay this loan out of the proceeds of the proposed equity capital raise (see update below).
Amendments to Revolving Credit Facility
The Company also announced on 12 April 2018 that its proposed equity capital raising would require agreement from its lenders to grant an extension to the Company's revolving credit facility ("RCF"). The Company has now agreed, subject to the satisfaction of certain conditions, that the final repayment date of the RCF will be deferred to 31 December 2019 and that the financial covenants in the RCF will be re-set in accordance with the Company's revised business plan.
Update on Equity Capital Raising
On 12 April 2018, Carpetright announced that it expected to raise net proceeds of approximately £60 million through an equity capital raising (expected to be by way of a placing and open offer) and that it expected to launch this equity capital raising on or around 18 May 2018. This still remains the Company's expectation.
Enquiries:
| |
Carpetright plc Wilf Walsh, Chief Executive Neil Page, Chief Financial Officer
| 01708 802000 |
Peel Hunt LLP (Sponsor and joint broker) Dan Webster George Sellar Nicole McDougall
| 020 7418 8900 |
Deutsche Bank AG (Joint broker) Simon Hollingsworth Adam Miller
| 020 7545 8000 |
Citigate Dewe Rogerson (Financial PR) Kevin Smith Nick Hayns
| 020 7638 9571 |
Notes to editors
Carpetright plc is Europe's leading specialist floor coverings and beds retailer. Since the first store was opened in 1988 the business has developed both organically and through acquisition within the UK and other European countries. The Group is organised into two geographical regions, the UK and the Rest of Europe (comprising The Netherlands, Belgium and the Republic of Ireland).
This announcement does not constitute an offer to sell, or a solicitation of offers to purchase or subscribe for, securities in the United States. The securities referred to herein have not been, and will not be, registered under the US Securities Act of 1933, as amended (the "Securities Act"), and may not be offered, exercised or sold in the United States absent registration or an applicable exemption from registration under the Securities Act.
Peel Hunt LLP ("Peel Hunt") is authorised and regulated by the Financial Conduct Authority (the "FCA") and is acting exclusively for the Company and no one else in relation to the matters referred to herein and is not, and will not be, responsible to anyone other than the Company for providing the protections afforded to its clients or for providing advice in relation to the contents of this document or any other matter referred to herein.
Deutsche Bank AG, London Branch ("Deutsche Bank") is authorised under German Banking Law (competent authority: European Central Bank) and, in the United Kingdom, by the Prudential Regulation Authority (the "PRA"). It is subject to supervision by the European Central Bank and by BaFin, Germany's Federal Financial Supervisory Authority, and is subject to limited regulation in the United Kingdom by the PRA and the FCA. Details about the extent of its authorisation and regulation by the PRA, and regulation by the FCA, are available on request or from www.db.com/en/content/eu_disclosures.html. Deutsche Bank is acting exclusively for the Company and no one else in connection with the matters referred to herein, and Deutsche Bank is not, and will not be, responsible to anyone other than the Company for providing the protections afforded to its clients or for providing advice in relation to the contents of this document or any other matter referred to herein.
No representation or warranty, express or implied, is or will be made as to, or in relation to, and no responsibility or liability is or will be accepted by Peel Hunt or Deutsche Bank or by any of their respective affiliates or agents as to, or in relation to, the accuracy or completeness of this announcement or any other written or oral information made available to or publicly available to any interested party or its advisers, and any liability therefore is expressly disclaimed.