TIDMPUB
RNS Number : 8012T
Punch Taverns PLC
08 October 2014
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN
PART, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD
CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH
JURISDICTION
PUNCH TAVERNS PLC
("Punch" or the "Group")
Further information following completion of restructuring
Punch announced earlier today that all remaining conditions to
the restructuring proposals set out in the combined circular and
prospectus dated 18 August 2014 (the "Prospectus") had been
satisfied. This announcement provides further information following
the termination of certain interest rate swaps and the related
issue of Super Senior Hedge Notes and a Super Senior Swap Loan as
contemplated by the Prospectus.
Termination of interest rate swaps
Following the termination of certain interest rate swaps
provided to the Punch A and Punch B securitisations as contemplated
by the Prospectus, the issuer under the Punch A Securitisation has
issued GBP123.4 million in principal amount of Super Senior Hedge
Notes to The Royal Bank of Scotland plc and the issuer under the
Punch B Securitisation has entered into a Super Senior Swap Loan
with Citibank N.A., London Branch in an amount of GBP49.0 million
(net of repayments made today).
Impact of the restructuring
The Board of Punch believes that the completion of the
restructuring creates a robust and sustainable long-term debt
structure for the Group, with a GBP0.6 billion reduction in total
net debt (including the mark-to-market on interest rate swaps).
Gross securitisation debt[1] of GBP1,604 million at completion
(following the termination of the interest rate swaps referred to
above) has an initial effective interest rate of c.7.7% including
PIK interest (c. 7.1% cash pay interest).
The consolidated net debt to EBITDA ratio falls to c.7.7x[2],
based on net debt at completion of GBP1,508 million.
Further details of the debt structure of the Punch A and Punch B
securitisations following completion of the restructuring is set
out in the appendix to this announcement and on Punch's website
www.punchtavernsplc.com. The appendix also contains further
information on current trading and Punch's share capital.
Stephen Billingham, Executive Chairman of Punch, commented:
"I am pleased to announce the completion today of our
restructuring, bringing to an end the long and complex
restructuring process.
We believe that this restructuring will provide stability to the
business and will allow Punch to build on recent improvements in
trading and lead to further deleveraging, through strong cash
generation.
It is a great credit to our partners and staff that we have been
able to drive our business forward over the last few years against
the backdrop of the uncertainty caused by the restructuring
process. We can now focus on improving our business through capital
investment in our pubs, getting the best partners working with us
and providing the support our partners need to launch and develop
their pub businesses.
We have good operational plans to build on the positive momentum
delivered in 2014 and will provide a further update when we
announce our annual results on 12 November 2014"
8 October 2014
Enquiries:
Punch Taverns plc Tel: 01283 501 948
Stephen Billingham, Executive
Chairman
Steve Dando, Finance Director
Brunswick Tel: 020 7404
Jonathan Glass, Mike Smith 5959
Forward-looking statements
This announcement and the appendix includes "forward-looking
information" within the meaning of Section 27A of the Securities
Act, and Section 21E of the Securities Exchange Act of 1934, as
amended. All statements other than statements of historical fact
are, or may be deemed to be, forward-looking statements. These
forward-looking statements are not based on historical facts, but
rather reflect Punch's current expectations concerning future
results and events and generally may be identified by the use of
forward-looking words or phrases such as "believe", "aim",
"expect", "anticipate", "intend", "foresee", "forecast", "likely",
"should", "planned", "may", "estimated", "potential" or other
similar words and phrases. Similarly, statements that describe
Punch's objectives, plans or goals are or may be forward-looking
statements.
These forward-looking statements involve known and unknown
risks, uncertainties and other factors that may cause Punch's
actual results, performance or achievements to differ materially
from the anticipated results, performance or achievements expressed
or implied by these forward-looking statements. Although Punch
believes that the expectations reflected in these forward-looking
statements are reasonable, no assurance can be given that such
expectations will prove to have been correct.
Disclaimer
This announcement is not intended to and does not constitute or
form part of any offer to sell or invitation to purchase, otherwise
acquire, subscribe for, sell or otherwise dispose of, any
securities or the solicitation of any vote or approval in any
jurisdiction pursuant to the proposals set out herein or otherwise,
nor shall it (or the fact of its distribution) form the basis of,
or be relied on in connection with, any contract therefor or be
considered a recommendation that any investor should subscribe for
or purchase or invest in any securities.
The securities referred to herein have not been and will not be
registered under the U.S. Securities Act of 1933 as amended (the
"Securities Act") or under any U.S. state securities laws and may
not be offered or sold within the United States unless any such
securities are registered under the Securities Act or an exemption
from the registration requirements of the Securities Act and any
applicable state laws is available.
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN
PART, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD
CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH
JURISDICTION
PUNCH TAVERNS PLC
("Punch" or the "Group")
Further information following completion of restructuring -
appendix
1. Issue of shares and share consolidation
In connection with the restructuring proposals, Punch has issued
a total of 3,771,151,200 new ordinary shares as contemplated by the
Prospectus comprising:
-- 2,498,146,197 new ordinary shares issued to holders of junior
notes in the Punch A and Punch B securitisations as part of the
restructuring of such notes;
-- 1,273,005,000 new ordinary shares issued to a group of seven
holders of junior classes of notes in the Punch A and Punch B
securitisations; and
-- 3 new ordinary shares issued to the Company Secretary to
facilitate a 1 for 20 share consolidation which, as previously
announced, is expected to become effective on 13 October 2014.
Admission of the New Ordinary Shares to the Premium Listing
segment of the Official List of the UK Listing Authority and the
admission of the new ordinary shares to trading on the London Stock
Exchange's main market for listed securities became effective, and
dealings commenced, at 8:00 a.m. today. Punch confirms that, as at
8.00 a.m. today, its issued and listed share capital consists of
4,437,003,420 ordinary shares with a nominal value of 0.04786p
each, with voting rights, of which none is held in treasury.
Therefore, the total number of voting rights in Punch will be
4,437,003,420. This figure may be used by shareholders as the
denominator for the calculations by which they will determine if
they are required to notify their interest in, or a change to their
interest in, Punch under the FCA's Disclosure and Transparency
Rules (the "DTRs").The proposed consolidation of Punch's ordinary
shares (including the new ordinary shares to be issued pursuant to
the restructuring proposals) into consolidated ordinary shares, on
the basis of 1 consolidated ordinary share for every 20 existing
ordinary shares and new ordinary shares is expected to become
effective at 8:00 a.m. on 13 October 2014.
2. Notification of Director/PDMR Shareholding
On 8 October 2014, Punch issued 3 new ordinary shares to the
Company Secretary, Ed Bashforth, a person discharging managerial
responsibilities for the purposes of the DTRs, at a subscription
price of 8.9 pence per share (the closing middle market share price
on 7 October 2014), in order to facilitate the share consolidation
described in the Prospectus. Following the issue of these new
ordinary shares, Mr Bashforth has an interest in 199,280 ordinary
shares. For the purposes of DTR 3.1.3, the above transaction took
place in the United Kingdom.
3. Punch A debt structure
Immediately following completion of the restructuring, the
revised debt structure of the Punch A securitisation is set out
below:
Class of Notes Notional Cash coupon PIK coupon Maturity
---------------- ----------- ---------------- ----------- ---------
Super Senior GBP123.4m Libor - 2021
Hedge Note
---------------- ----------- ---------------- ----------- ---------
A1 (v note) GBP67.5m 7.274% - 2026
---------------- ----------- ---------------- ----------- ---------
A1 (f note) GBP202.5m 7.274% - 2026
---------------- ----------- ---------------- ----------- ---------
A2 (v note) GBP45.8m 7.320% - 2025
---------------- ----------- ---------------- ----------- ---------
A2 (f note) GBP137.4m 7.320% - 2025
---------------- ----------- ---------------- ----------- ---------
M3 GBP300.0m Libor+5.500%(1) - 2027
---------------- ----------- ---------------- ----------- ---------
B4 GBP89.9m 1.500% 13.500% 2028
---------------- ----------- ---------------- ----------- ---------
Gross debt GBP966.4m
---------------- ----------- ---------------- ----------- ---------
(1) An interest rate swap is in place to swap the LIBOR interest
rate on the Class M3 floating rate note to a fixed rate of
5.954%
4. Punch B debt structure
Immediately following completion of the restructuring, the
revised debt structure of the Punch B securitisation is set out
below:
Class of Notes Notional Cash coupon PIK coupon Maturity
--------------- ---------- ------------- ----------- ---------
Super Senior GBP49.0m Libor+0.400% - 2019
Swap Loan
--------------- ---------- ------------- ----------- ---------
A3 GBP146.9m 7.369% - 2021
--------------- ---------- ------------- ----------- ---------
A6 GBP220.0m 5.943% - 2022
--------------- ---------- ------------- ----------- ---------
A7 GBP149.1m 5.267% - 2024
--------------- ---------- ------------- ----------- ---------
B3 GBP72.9m 7.750% - 2025
--------------- ---------- ------------- ----------- ---------
Gross debt GBP637.9m
--------------- ---------- ------------- ----------- ---------
5. Additional financial information
EBITDA:
Punch expects to announce underlying EBITDA towards the middle
of its previously published guidance range when it reports full
year results on 12 November 2014:
EBITDA(1)
---------------------------------- ------------------
Punch Group 52 weeks to 16 August GBP197m - GBP205m
2014
---------------------------------- ------------------
GBP4m
* Additional 53(rd) week
---------------------------------- ------------------
FY14 Punch Group EBITDA to 23 GBP201m - GBP209m
August 2014
---------------------------------- ------------------
(1) EBITDA before non-underlying items. The financial year ended
23 August 2014 included an additional 53(rd) week
Trading during the first six weeks of the current financial year
has been broadly in line with management expectations and we expect
to meet our expectations for the full year.
Disposal proceeds guidance (FY15):
Disposal proceeds for the full year to 22 August 2015 (FY15) are
now expected to be not less than GBP60 million.
This follows a strong start to FY15 with GBP33 million of
proceeds realised in the first six weeks, GBP10 million of which
was due to the delayed completion of the sale of a package of five
core London pubs announced on 3 June 2014.
The disposal programme for the remainder of FY15 (which is
expected to be at reduced rates of disposal) will be focussed on
the disposal of tail end pubs in the non-core estate.
Capital investment guidance (FY15):
In line with our plan to invest in around two thirds of the core
estate over the next five years, focussing on improving the
customer environment, we expect to spend in the region of GBP45
million of capital expenditure across the Group in FY15.
Post restructuring interest charges and cash balances:
Gross securitisation debt of GBP1,604 million at completion of
the restructuring has an initial effective interest rate of c.7.7%
including PIK interest (c. 7.1% cash pay interest). Punch expects
to maintain ongoing cash liquidity balances in the region of GBP85
million. Additional free cash flow after scheduled debt service
payments is expected to be used in the first instance to pay down
the Super Senior Hedge Notes and Super Senior Swap Loan.
[1] Excluding the mark-to-market on interest rate swaps
[2] Leverage at completion on the basis of GBP1,508 million of
net debt and underlying EBITDA of the Group's pub estate at
completion for the last twelve months to completion. Net debt at
completion comprises GBP1,604 million of gross securitisation debt
(excluding the mark-to-market on interest rate swaps) less GBP96
million of cash (including GBP21 million of cash held in the Group
supply company and Employee Benefit Trusts) and after allowance for
the payment of all restructuring costs. Punch expects to maintain
ongoing cash liquidity balances in the region of GBP85 million to
fulfil normal trading and Debt Service Reserve Account
requirements.
This information is provided by RNS
The company news service from the London Stock Exchange
END
MSCMPBJTMBIMBLI
Grafico Azioni Punch Taverns (LSE:PUB)
Storico
Da Lug 2024 a Ago 2024
Grafico Azioni Punch Taverns (LSE:PUB)
Storico
Da Ago 2023 a Ago 2024
