30 Nov 2009 07:00
Embargoed: 0700hrs, 30 November 2009
DCD Media plc
("DCD" or the "Company")
DCD Announces Debt Reduction & Refinancing
DCD Media plc, the independent TV production and distribution group, is pleased to announce that its primary holder of convertible loan notes, Highbridge Capital Management LLC ("Highbridge), has agreed to cancel approximately £6.93 million of convertible loan notes in exchange for approximately £2.48 million of cash and 7,631,048 new ordinary shares of 10p each in the Company ("Ordinary Shares")
The cash consideration is being met from a new senior bank loan from Coutts & Co. of £3m, provided on normal commercial terms, and repayable over three years in equal quarterly installments. The balance of the loan will be used to increase working capital within DCD.
There will remain outstanding approximately £2.92 million of convertible loan notes which are held by, inter alia, Gartmore Investment Management ("Gartmore"). The terms of the outstanding convertible loan notes have been amended by extending the redemption date by three years to November 2012, after the final repayment of the Coutts & Co. loan, and reducing the conversion price to 18p. The convertible loan notes will earn interest at 8 per cent. per annum, which will be rolled up and payable in cash or Ordinary Shares at the Company's option.
As Gartmore is a substantial shareholder and therefore a related party, the amendment to the terms of the outstanding convertible loan notes held by Gartmore is a related party transaction for the purposes of the AIM Rules. Accordingly, the directors of the Company, having consulted with the Company's Nominated Adviser, Evolution Securities Limited, consider that the transaction is fair and reasonable in so far as shareholders are concerned.
Application will be made for 7,631,048 Ordinary Shares, representing 12.49 per cent. of the Company's enlarged issued share capital, to be admitted to trading on AIM ("Admission") pursuant to the issue of Ordinary Shares to Highbridge. The new ordinary shares will be issued fully paid and will rank parri passu in all respects with the existing ordinary shares of the Company. Admission is expected to become effective on 4 Dec 2009. Following Admission, the Company will have 61,111,551 Ordinary Shares in issue.
John McIntosh, Chief Financial Officer, commented,
"This refinancing materially strengthens DCD's balance sheet and significantly extends the time period for the maturity of the Company's remaining loan notes. The new bank facility further reinforces the close relationship between DCD and Coutts & Co. and underpins the long term future of the Company as a force in international television production, distribution and the management of intellectual property rights."
Enquiries:
John McIntosh
Chief Financial Officer
Tel. 020 7297 8000
Ben Simons
M: Communications
Tel. 020 7920 2340
Jeremy Ellis or Chris Clarke
Evolution Securities
Tel. 020 7071 4300
Notes to Editors:
About DCD Media:
DCD Media plc is one of the UK's 'super-indies', a large group of production and distribution companies specialising in factual, entertainment, drama, music and arts programming for TV, DVD and new media markets. DCD Media comprises a number of high profile content producers - DCD Drama; music and staged event specialist Done and Dusted; factual and lifestyle producer Prospect Pictures; primetime factual entertainment, reality, formats and documentaries producer September Films; documentary specialist West Park Pictures, recently established Scottish production company, Matchlight, a joint venture with some of Scotland's leading programme makers; and West Park West, a new Dublin-based producer and developer of documentaries and factual programming.
The group also comprises international distributor DCD Rights, the international video download site and DVD label Digital Classics; and publishing and merchandising division DCD Publishing. For further details see www.dcdmedia.co.uk
DCD.L (DCD)