Clear Leisure Plc Bondholder Meeting

 
TIDMCLP 
 
6 August 2018 
 
                               Clear Leisure Plc 
                      ("Clear Leisure" or "the Company") 
 
                              Bondholder Meeting 
 
Clear Leisure (AIM:CLP) wishes to notify that it has written to the holders of 
the EUR9.9m Bonds (the "Bonds") calling a meeting at 10.00 am on Wednesday 29 
August 2018, at the Company's registered office seeking Bondholders approval to 
amend the conversion price of the Bonds as follows (the "Proposal"); 
 
The wording: 
 
"The "Conversion Price" means an amount equal to not less than 20 per cent and 
not more than 60 per cent of the Company's reasonable assessment of average 
closing mid-market price for the Shares on AIM in the ten working days 
immediately prior to the date upon which the Conversion Notice is despatched." 
 
shall be replaced by the wording: 
 
"The "Conversion Price" means an amount equal to not less than 125 per cent and 
not more than 500 per cent of the Company's reasonable assessment of average 
closing mid-market price for the Shares on AIM in the ten working days 
immediately prior to the date upon which the Conversion Notice is despatched 
converted from sterling into euros at the Company's reasonable assessment of 
the mid-market exchange rate on that date." 
 
All Bondholders are entitled to vote on the Proposal. Eufingest SA 
("Eufingest"), which holds approximately 43.48% of the Bonds, has confirmed to 
the Company that it intends to vote in favour of the Proposal. 
 
Eufingest is a substantial shareholder of the Company's issued share capital as 
defined by the AIM Rules for Companies, therefore the Proposal is a related 
party transaction pursuant to AIM Rule 13 of the AIM Rules for Companies. The 
directors of Clear Leisure, having consulted with its nominated adviser, 
consider that the Proposal is fair and reasonable insofar as its shareholders 
are concerned. 
 
The Bondholders' meeting requires a quorum of 75% of the Bondholders. If the 
meeting is inquorate, it will be adjourned to 12 September 2018 at which time 
any number of Bondholders will represent a valid quorum. 
 
Bondholders who wish to vote and whose Bonds are held in the name of a broker, 
dealer, commercial bank, trust company or other nominee institution (including 
as CDIs) must contact such nominee promptly and instruct or make arrangements 
with such nominee to vote in accordance with the customary procedures of the 
clearing systems on behalf of the bondholders. Proxies are due no later than 
10.00 am on 28 August 2018. 
 
                                    -ends- 
 
For further information please contact: 
 
Clear Leisure Plc 
 
 
Francesco Gardin, CEO and Executive Chairman 
[phone] 
 
SP Angel Corporate Finance (Nominated Adviser & Broker) 
 
Jeff Keating / John Mackay 
[phone] 
0470 
 
Leander (Financial PR) 
 
 
Christian Taylor-Wilkinson 
[phone] 
 
About Clear Leisure Plc 
 
Clear Leisure plc (AIM: CLP) is an AIM listed investment company with a 
portfolio of companies primarily encompassing the leisure and real estate 
sectors mainly in Italy. The focus of management is to pursue the monetisation 
of all of the Company's existing assets, through selected realisations, 
court-led recoveries of misappropriated assets and substantial debt-recovery 
processes. The Company has recently launched a joint venture initiative in the 
cryptocurrency mining sector. For further information, please visit, 
www.clearleisure.co.uk 
 
 
 
END 
 

(END) Dow Jones Newswires

August 06, 2018 12:05 ET (16:05 GMT)