12 Nov 2020 10:41
RESULT OF CONSENT SOLICITATION IN RESPECT OF WASPS FINANCE PLC's£35,000,000 6.50 PER CENT. SECURED BONDS DUE 13 MAY 2022(ISIN: XS1221940510, COMMON CODE: 122194051)
UNCONDITIONALLY AND IRREVOCABLY GUARANTEED BY WASPS HOLDINGS LIMITED AND ARENA COVENTRY LIMITED (TOGETHER, THE "GUARANTORS")
NOT FOR DISTRIBUTION, DIRECTLY OR INDIRECTLY, TO, OR FOR THE ACCOUNT OR BENEFIT OF, U.S. PERSONS (AS SUCH TERM IS DEFINED IN REGULATION S UNDER THE U.S. SECURITIES ACT OF 1933 AS AMENDED) OR IN OR INTO THE UNITED STATES (INCLUDING ITS TERRITORIES AND POSSESSIONS, ANY STATE OF THE UNITED STATES AND THE DISTRICT OF COLUMBIA) OR ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THE CONSENT SOLICITATION MEMORANDUM (AS DEFINED BELOW).
IF YOU ARE IN ANY DOUBT AS TO THE ACTION YOU SHOULD TAKE, YOU ARE RECOMMENDED TO SEEK YOUR OWN FINANCIAL ADVICE, INCLUDING IN RESPECT OF ANY TAX CONSEQUENCES, IMMEDIATELY FROM YOUR STOCKBROKER, BANK MANAGER, SOLICITOR, ACCOUNTANT OR OTHER INDEPENDENT FINANCIAL ADVISER AUTHORISED UNDER THE FINANCIAL SERVICES AND MARKETS ACT 2000 AS AMENDED (IF YOU ARE IN THE UNITED KINGDOM) OR FROM ANOTHER APPROPRIATELY AUTHORISED INDEPENDENT FINANCIAL ADVISER (IF YOU ARE NOT).
12 November 2020
On 6 October 2020, Wasps Finance PLC (the "Issuer") announced that it, together with the Guarantors, was inviting holders ("Bondholders") of its outstanding £35,000,000 6.50 per cent. Secured Bonds due 13 May 2022 (the "Bonds") (ISIN: XS1221940510, Common Code: 122194051), unconditionally and irrevocably guaranteed by the Guarantors, to authorise modifications to certain terms and conditions of the Bonds (the "Conditions") and provisions of the trust deed dated 13 May 2015 (as supplemented on 19 January 2018) (the "Trust Deed") between the Issuer, the Guarantors, Arena Coventry (2006) Limited and U.S. Bank Trustees Limited (the "Trustee") constituting the Bonds, by an Extraordinary Resolution pursuant to and in accordance with the Conditions and the Trust Deed (the "Consent Solicitation"), as further detailed in a consent solicitation memorandum dated 6 October 2020 (the "Consent Solicitation Memorandum"). On 30 October 2020, the Issuer announced that the initial meeting of Bondholders was adjourned through lack of quorum and an adjourned meeting of Bondholders would be held at 10 a.m. (London time) on 12 November 2020 (the "Adjourned Meeting").
RESULT OF THE CONSENT SOLICITATION
Further to the Issuer's announcement of 30 October 2020, NOTICE IS HEREBY GIVEN to the Bondholders that the Consent Instructions received from those Bondholders who voted in favour of the Proposals exceeded the requisite amount and, therefore, at the Adjourned Meeting, the Extraordinary Resolution set out in the Notice of the Meeting was duly passed and the Amended and Restated Trust Deed will shortly be executed.
In connection with the successful completion of the Consent Solicitation, Stephen Vaughan, Chief Executive Officer of Wasps Holdings Limited, commented:
"We thank Bondholders for voting in favour of the Proposals. This significantly strengthens our ability to meet the current challenges presented by Covid-19, and will enable the Group to emerge in a more robust financial position once restrictions are lifted. We remain ready with a comprehensive reopening strategy in place for when guidance permits and we thank all of our stakeholders, including our bondholders, for their continued support during this time."
The Consent Solicitation was made on the terms and subject to the conditions contained in the Consent Solicitation Memorandum. Capitalised terms used but not otherwise defined in this announcement shall have the meaning given to them in the Consent Solicitation Memorandum.
CONTACT INFORMATION
Investor enquiries in relation to the Consent Solicitation should be directed to the Wasps Group:
Wasps Holdings Limited
Ricoh ArenaJudds LaneLongfordCoventry CV6 6AQEngland
c/o Aldwick Advisory Services Limited:
E-mail: ian.dixon@aldwickadvisory.co.ukTelephone: +44 (0)7720 086993Attention: Ian Dixon
Media enquiries should be directed to Wasps Holdings' PR advisers:
Tulchan Group
2nd Floor
85 Fleet Street
London EC4Y 1AE
Email: wasps@tulchangroup.comTelephone: +44 (0)20 7353 4200Attention: Elizabeth Snow
DISCLAIMER AND CONSENT SOLICITATION RESTRICTIONS
The distribution of the Consent Solicitation Memorandum and this announcement in certain jurisdictions may be restricted by law. Persons into whose possession the Consent Solicitation Memorandum or this announcement comes must inform themselves about and observe any such restrictions.
This announcement is given by: Wasps Finance PLC