2 Mar 2016 16:33
ENTERPRISE INNS plc
(incorporated with limited liability in England and Wales)
refers to invitations by the Unique Pub Finance Company PLC (the Issuer) to any and all holders (the Noteholders) of the outstanding:
£435,000,000 6.542 per cent. Class A3 Asset Backed Notes due 2021 (the Class A3 Notes); and
£535,000,000 5.659 per cent. Class A4 Asset Backed Notes due 2027 (the Class A4 Notes and together with the Class A3 Notes, the Notes),
in each case, issued by the Issuer
2 March 2016. Enterprise Inns plc (the Company or Enterprise) refers to invitations by the Issuer to Noteholders to consent to certain amendments to documentation of the securitisation transaction involving the Notes as proposed by the Issuer (the Proposals) for approval by an extraordinary resolution (an Extraordinary Resolution) at a meeting of the Noteholders as further described in the Consent Solicitation Memorandum of the Issuer dated 2 March 2016 (the Consent Solicitation Memorandum) (the Consent Solicitation).
Proposals
Enterprise today announces that The Unique Pub Finance Company PLC, Enterprise's asset-backed securitisation vehicle, has issued Proposals to Unique noteholders to support the delivery of Enterprise's operational strategy.
The Proposals are designed to align Unique's financing terms with Enterprise's operational strategy, as set out on 12 May 2015.
Specifically, the proposals will help support the Company's strategy to optimise the returns from every asset within its property portfolio by:
· continuing to reinvigorate its tied tenancy business;
· expanding its managed business;
· building a high quality commercial property portfolio; and
· making disposals where appropriate to optimise returns.
The proposed amendments to the Unique financing terms encompass:
· allowing for the inclusion of more managed pubs within the Unique estate, fully aligned with and helping to enable the strategy the Company set out in May 2015;
· specifying the terms on which leases may be granted to the Company or its affiliates to ensure income protection within Unique; and
· providing greater transparency to Unique noteholders through increased financial reporting and the holding of open investor update conference calls on a semi-annual basis.
The Proposals have been reviewed by certain noteholders representing, in aggregate, approximately 28 per cent. of the Principal Amount Outstanding of the Class A3 Notes and the Class A4 Notes who have informed the Issuer that they intend to vote in favour.
Further details of the Consent Solicitation
The Consent Solicitation and the Proposals are being made on the terms and subject to the conditions contained in the Consent Solicitation Memorandum. This announcement should be read in conjunction with the Consent Solicitation Memorandum. Capitalised terms used but not otherwise defined in this announcement have the meanings given in the Consent Solicitation Memorandum.
In accordance with the Conditions of, and the Trust Deed constituting, the Notes, the Extraordinary Resolution will, if passed, be binding on the holders of the Issuer's GBP 225,000,000 7.395 per cent. Class M Asset Backed Notes due 2024 and its GBP 190,000,000 6.464 per cent. Class N Asset Backed Notes due 2032 and it is not necessary for such holders to consent to the Proposals for them to take effect.
Subject to the terms of the Consent Solicitation, relevant Noteholders which vote in favour of the amendments to the Unique financing terms by 15 March 2016 will receive a fee of 0.75% of the outstanding Class A3 and Class A4 notes for their co-operation with the Proposals. The total cost of this fee, assuming all noteholders vote in favour by 15 March 2016 would be approximately £5.4 million.
The voting deadline falls on 21 March 2016.
Enquires:
Neil Smith, Chief Financial Officer, 0207 733 7700
Tulchan Communications, Jonathan Siburn, 0207 353 4200