Arqiva Financing PLC Announcement of Results of Consent Solicitation (8141O)

TIDM20CA

RNS Number : 8141O

Arqiva Financing PLC

03 June 2020

ARQIVA FINANCING PLC ANNOUNCES THE RESULTS OF A STID PROPOSAL

ARQIVA FINANCING PLC ANNOUNCES THE RESULTS OF A CONSENT SOLICITATION IN RELATION TO THE STID PROPOSAL FOR THE BONDS SET OUT IN THIS ANNOUNCEMENT

3 June 2020

Announcement of the results of the STID Proposal

Arqiva Financing plc (the "Issuer") announces that the required majority of the Qualifying Secured Creditors have voted in favour of the STID Proposal dated 11 May 2020.

Of the outstanding principal amount of the creditors who were entitled to vote on the STID Proposal:

(a) creditors holding 95.75 per cent. of the outstanding principal amount cast their votes; and

(b) 97.41 per cent. of the voted outstanding principal amount was voted in favour of the STID Proposal.

Therefore, creditors holding 93.27 per cent. of the outstanding principal amount (representing GBP2,997,820,157.93 in outstanding principal amount) who were entitled to vote on the STID Proposal voted in favour of the STID Proposal.

Documentation to give effect to the proposals approved in the STID Proposal will be entered into by certain Arqiva Group entities and the Obligor Security Trustee as soon as practicable hereafter.

Announcement of the results of the consent solicitation in relation to the STID Proposal for the Bonds (as defined below)

On 11 May 2020, Arqiva Financing plc announced a consent solicitation in respect of the following series of bonds (the "Bonds"):

(i) GBP350,000,000 4.04 per cent. Notes due 2035 (with an expected Maturity Date in June 2020) (ISIN: XS0895821055);

   (ii)        GBP400,000,000 4.882 per cent. Notes due 2032 (ISIN: XS0895820834); and 

(iii) GBP164,000,000 5.340 per cent. Notes due 2037 (with an expected maturity date in June 2030) (ISIN: XS1024447010).

As at the Expiration Time on 28 May 2020 the Tabulation Agent had received valid Electronic Voting Instructions in favour of the STID Proposal representing GBP847,666,413 in outstanding principal amount of the Bonds (representing 98.49 per cent. of the aggregate outstanding principal amount of the Bonds).

Instruction Fees

Subject to the conditions set out in the STID Proposal Memorandum, including the Disposal having occurred and the Minimum Proceeds having been paid into the Segregated Proceeds Account, the Issuer will pay to a holder of the Bonds who delivered a valid Electronic Voting Instruction in respect of the STID Proposal which was validly submitted and received by the Tabulation Agent at or prior to the Instruction Fee Deadline, which had not been validly withdrawn or revoked and remained in full force and effect until the announcement of the results of the STID Proposal, the Instruction Fee equal to 0.15 per cent. of the Principal Amount Outstanding of such Bonds the subject of the relevant Electronic Voting Instruction.

The Instruction Fee will be paid on the Payment Date (which is expected to be on or about the tenth Business Day following the occurrence of the Disposal and the Minimum Proceeds having been paid into the Segregated Proceeds Account, after which the Issuer shall make a further announcement as to the expected payment date) via the relevant Clearing System for onward payment to the cash account of an eligible holder of the Bonds in such Clearing System. The payment of any such amounts to the relevant Clearing System will discharge the obligations of the Issuer in respect of the Instruction Fee to all such relevant Bondholder(s).

Capitalised terms used in this announcement and not defined herein have the meanings ascribed to them in the STID Proposal Memorandum dated 11 May 2020 (the "STID Proposal Memorandum") which includes the form of the STID Proposal appended to it in the Schedule.

For Further Information:

Further details on the STID Proposal Consent Solicitation can be obtained from:

The Solicitation Agents

Banco Santander S.A.

2 Triton Square

Regent's Place

London NW1 3AN

United Kingdom

   Telephone:       [phone] 
   Email:             [e-mail] / [e-mail] 
   Attention:        Liability Management 

Merrill Lynch International

2 King Edward Street

London EC1 1HQ

United Kingdom

   Telephone:       [phone] 
   Email:             [e-mail] 
   Attention:        Liability Management Group 

The Tabulation Agent

Lucid Issuer Services Limited

Tankerton Works

12, Argyle Walk

London WC1H 8HA

   Telephone:       [phone] 
   Email:               [e-mail] 
   Attention:          Oliver Slyfield/David Shilson 
   Website:           https://portal.lucid-is.com/deals/arqiva/library 

Disclaimer

This announcement must be read in conjunction with the STID Proposal Memorandum. This announcement is issued by Arqiva Financing plc. None of the Solicitation Agents, the Tabulation Agent, the Obligor Security Trustee or the Bond Trustee accepts any responsibility for the contents of this announcement.

This announcement is released by Arqiva Financing plc and contains inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) 596/2014 ("MAR"), encompassing information relating to the proposals described above. For the purposes of MAR and Article 2 of Commission Implementing Regulation (EU) 2016/1055, this announcement is made by Jeremy Mavor (Secretary) at Arqiva Financing plc.

Legal Entity Identifier number:

Arqiva Financing plc - 213800HHECW72RW2QH41

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June 03, 2020 05:00 ET (09:00 GMT)