Gusbourne Regulatory News (GUS)

Friday 19 January 2024

Gusbourne PLC

("Gusbourne or the Company")

New long-term deep discount bond

Refinancing of existing loan facilities

Gusbourne Plc, (AIM: GUS) the English sparkling wine producer today announces that it has completed a refinancing of its debt arrangements which were held with PNC Financial Services UK Ltd ("PNC") and a company associated with Lord Ashcroft through the issue of a new £20m long-term secured deep discount bond (the "Refinancing"), providing additional funding for future growth.

Background to the Refinancing

On 15 August 2022, the Company announced that it had increased its existing £10.5 million 5-year asset-based lending facilities by an additional £6 million to provide the Company with a total £16.5 million asset-based lending facilities with PNC ("PNC Facility") structured as a revolving loan facility. The PNC Facility carried interest at the annual rate of 2.50 per cent over the Bank of England Base Rate (the latest interest rate being 7.75%) and was payable monthly, with security by way of first priority charges over the Company's inventory, receivables and freehold property as well as an all-assets debenture, and contained financial and general covenants and customary events of default.

On 14 November 2023, the Company announced that it had agreed a short-term unsecured loan facility of £1.5m with a company associated with Lord Ashcroft ("Loan"). The Loan carried interest at the annual rate of 2.50 per cent over the Bank of England Base Rate and was repayable on demand.

The Refinancing

The Company has now entered into an agreement with a company associated with Lord Ashcroft (Moongate Holdings Group Limited) for the issue of a new £20m long-term secured deep discount bond ("DDB") to support the Company's working capital and ongoing growth.

The subscription price of the DDB is £20m. The subscription proceeds of £20m have been used to repay the existing PNC Facility amounting to £16.3m, repay the short-term unsecured Loan of £1.5m, related fees and expenses of £0.6m and the remaining proceeds will be used for working capital and to support the ongoing growth strategy of the Company.

Key terms of the DDB:

· Issued at a discount of 7.75% per annum on quarterly rests;

· Nominal amount is £26.3m which is payable on the final redemption date of 12 August 2027, which end date is consistent with the PNC Facility;

· Early redemption of the DDB with not less than 90 days' notice (with early repayment fees);

· Accrued discount is payable on the early or final redemption of the DDB - allowing increased cash flow for the Company versus monthly interest repayments;

· Security over land, properties and stock, full fixed and floating security over the assets of both the Company and Gusbourne Estate Limited;

· Other key terms and conditions of the DDB are consistent with the PNC Facility.

Jim Ormonde, Chairman, said:

"The Board are pleased to announce the new long-term funding and are very appreciative of the continued support of the major shareholder to underpin the Company's growth strategy."

Related Party Transaction

Lord Ashcroft holds an interest in 66.3% of the Company's ordinary shares of 1 pence each and is a Substantial Shareholder in the Company as defined by the AIM Rules for Companies ("AIM Rules"). The issuance of the DDB constitutes a related party transaction pursuant to AIM Rule 13. The independent directors of the Company for the purposes of the Refinancing, having consulted with the Company's nominated adviser, Panmure Gordon, consider that the terms of the DDB are fair and reasonable insofar as shareholders are concerned.

Board appointment confirmation

Further to the Company's announcement on 17 January 2024 Gusbourne confirms that regulatory due diligence has now been completed and as a result Jonathan White and Simon Bradbury are appointed as executive directors of the Company, as Chief Executive Officer and Chief Commercial Officer respectively, effective immediately.

In accordance with the AIM Rules the following information is required to be disclosed in relation to both Mr White and Mr Bradbury:

Schedule 2(g) disclosures

Jonathan Michael Garry White (aged 42) holds the following directorship:

Birch Meadow Management Company Limited

Mr White does not own any shares in the Company, has no previous directorships and has confirmed there is no further information to be disclosed pursuant to paragraph (g) of Schedule 2 of the AIM Rules for Companies.

Simon William Bradbury (aged 56) held the following previous directorship:

SWB Drinks Consulting Ltd

Mr Bradbury owns 2,600 shares in the Company, has no current directorships and has confirmed there is no further information to be disclosed pursuant to paragraph (g) of Schedule 2 of the AIM Rules for Companies.

Enquiries:

Note: This and other press releases are available at the Company's website: www.gusbourneplc.com

This announcement contains inside information for the purposes of article 7 of the Market Abuse Regulation (EU) 596/2014 as amended by regulation 11 of the Market Abuse (Amendment) (EU Exit) Regulations 2019/310. With the publication of this announcement, this information is now considered to be in the public domain.

Note to Editors

Gusbourne produces and distributes a range of high quality and award winning vintage English sparkling wines from grapes grown in its own vineyards in Kent and West Sussex.

The Gusbourne business was founded by Andrew Weeber in 2004 with the first vineyard plantings at Appledore in Kent. The first wines were released in 2010 to critical acclaim. Following additional vineyard plantings in 2013 and 2015 in both Kent and West Sussex, Gusbourne now has 93 hectares of mature vineyards. The NEST visitor centre was opened next to the winery in Appledore in 2017, providing tours, tastings and a direct outlet for our wines.

Right from the beginning, Gusbourne's intention has always been to produce the finest English sparkling wines. Starting with carefully chosen sites, we use best practice in establishing and maintaining the vineyards and conduct green harvests to ensure we achieve the highest quality grapes for each vintage. A quest for excellence is at the heart of everything we do. We blind taste hundreds of samples before finalising our blends and even after the wines are bottled, they spend extended time on their lees to add depth and flavour. Once disgorged, extra cork ageing further enhances complexity. Our winemaking process remains traditional, but one that is open to innovation where appropriate. It takes four years to bring a vineyard into full production and a further four years to transform those grapes into Gusbourne's premium sparkling wine.

Gusbourne's luxury brand enjoys premium price positioning and is distributed in the finest establishments both in the UK and abroad. Our wines can be found in leading luxury retailers, restaurants, hotels and stockists, always being aware that where we are says a lot about who we are.