TIDMAVN
RNS Number : 5768Y
Avanti Communications Group Plc
09 May 2019
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS
RESTRICTED AND IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN
WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM ANY
JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION
WOULD BE UNLAWFUL.
For immediate release
May 9, 2019
Avanti Communications Group plc
Launch of Consent Solicitation
Avanti Communications Group plc (AIM: AVN.L) (the "Company" or
"Avanti") announces that, further to the announcement made on 28
March 2019, it is considering a variety of financing options that
would result in additional capital borrowed in the form of super
senior debt including in the form of a new 1.5 lien facility (the
"New Facility"). The New Facility would be senior as to priority of
enforcement proceeds relative to the 9%/9% Senior Secured Notes due
2022 (the "Notes") and junior to the existing super senior debt. If
the Company puts in place the New Facility, the holders of the
Notes (the "Holders") will be offered the right to become lenders
under the New Facility in the amount proportionate to their
holdings of the Notes.
Pursuant to this initiative, Avanti announces that it has
commenced a consent solicitation (the "Consent Solicitation") to
all Holders of the Notes in order to, inter alia, give the Company
the ability to raise additional capital borrowed in the form of
super senior debt including in the form of the New Facility (the
"Proposed Indenture Amendments"). Approval of the Proposed
Indenture Amendments requires consent from Holders representing at
least 60% in aggregate principal amount of the then outstanding
Notes. The "Record Date" for the Consent Solicitation is 5:00 p.m.,
New York City time, on May 8, 2019.
If the New Facility is utilized, in order to provide for the
priority of payment of enforcement proceeds so that amounts under
the existing super senior debt are senior in right of payment to
these proceeds to the New Facility and the New Facility is senior
as to these enforcement proceeds to the Notes, the Company is also
seeking certain amendments (the "Proposed ICA Amendments" and
together with Proposed Indenture Amendments, the "Proposed
Amendments") under the intercreditor agreement dated January 29,
2017, as amended, restated and supplemented from time to time,
among, inter alios, the Company, The Bank of New York Mellon,
London Branch, as trustee, and the Security Agents (the "ICA") and
will therefore direct the Trustee and the Security Agents to
execute an ICA amendment to introduce a new class of "1.5 Lien"
indebtedness upon request of the Company. Approval of the Proposed
ICA Amendments requires consent from Holders representing at least
90% in aggregate principal amount of the then outstanding
Notes.
As of the date hereof, Holders representing over 60% of the
outstanding Notes have indicated that they will validly deliver
(and not revoke) their consent to the Proposed Amendments. Approval
of the Proposed Indenture Amendments is not contingent upon
approval of the Proposed ICA Amendments.
The Notes were issued under an indenture, dated as of January
26, 2017, as amended, restated and supplemented as of the date
hereof, among, inter alios, the Company, certain subsidiaries of
the Company, as guarantors, and the Trustee.
The terms and conditions of the Consent Solicitation are set
forth in a Consent Solicitation Statement and accompanying Letter
of Consent, each dated as of the date hereof. Copies of the Consent
Solicitation Statement and accompanying Letter of Consent may be
obtained from D.F. King & Co., Inc., the Information and
Tabulation Agent for the Consent Solicitation, at +1 (800) 714-3306
(toll free), +1 (212) 269-5550 (collect) or by email to:
avn@dfking.com.
The Consent Solicitation (as defined herein) will expire at 5:00
p.m., New York City time, on May 14, 2019, unless extended or
earlier terminated by the Company in its sole discretion (such date
and time, as the same may be extended, the "Expiration Time").
Any Holders whose properly delivered Letters of Consent are
received by the Information and Tabulation Agent at or prior to the
Expiration Time and not revoked prior to the Revocation Time will
be eligible to receive a consent payment of $0.05 per $1,000
principal amount of Notes (the "Consent Payment"), to be paid in
cash on the Settlement Date.
Subject to applicable law, the Consent Solicitation may be
abandoned or terminated for any reason at any time, including after
the applicable Expiration Time (as defined herein) and prior to the
applicable Proposed Amendments becoming operative, in which case
any consents received will be voided and, where applicable, no
applicable Consent Payment will be paid.
Terms used but not defined in this press release have the
meaning given to them in the Consent Solicitation.
This announcement contains inside information for the purposes
of Article 7 of Regulation (EU) No 596/2014 ("MAR"). Upon the
publication of this announcement, the inside information is now
considered to be in the public domain for the purposes of MAR.
Avanti Communications Nigel Fox Tel: +44 20 7749 1600
Cenkos Securities (Nomad) Max Hartley / Katy Birkin Tel:
+44 207 397 8900
Newgate Communications Ralph Anderson Tel: +44 (0)20 3757
6883
Important Notices
This announcement may contain forward-looking statements
regarding future events or the future financial performance of
Avanti. You can identify forward looking statements by terms such
as "expect", "believe", "estimate", "anticipate", "intend", "will",
"could", "may", or "might", the negative of such terms or other
similar expressions. These forward-looking statements include
matters that are not historical facts and statements regarding
Avanti's intentions, beliefs or current expectations concerning,
among other things, the expected outcome of the Consent
Solicitation. By their nature, forward-looking statements involve
risks and uncertainties, because they relate to events and depend
on circumstances that may or may not occur in the future. Avanti
cautions you that forward-looking statements are not guarantees of
future performance and that Avanti's actual results may differ
materially from those described in or suggested by the
forward-looking statements contained in this announcement. In
addition, even if Avanti's results are consistent with the
forward-looking statements contained in this announcement, those
results or developments may not be indicative of results or
developments in future periods. Avanti does not intend to update
these statements to reflect events and circumstances occurring
after the date hereof or to reflect the occurrence of unanticipated
events. Many factors could cause the actual results to differ
materially from those contained in forward-looking statements of
Avanti, including, among others, general economic conditions, the
competitive environment and the many other risks specifically
related to Avanti and its operations, including those discussed in
this announcement.
This announcement is for information purposes only and is not
intended to, and does not, constitute or form part of any offer,
invitation or the solicitation of an offer to purchase, otherwise
acquire, subscribe for, sell or otherwise dispose of, any
securities whether pursuant to this announcement or otherwise. The
terms of the Consent Solicitation are contained in the relevant
Consent Solicitation Statement and accompanying Letter of Consent
and related documents. Questions concerning the Consent
Solicitation should be directed to D.F. King & Co., Inc., the
Information and Tabulation Agent, at +1 (800) 714-3306 (toll free),
+1 (212) 269-5550 (collect) or by email to: avn@dfking.com.
The distribution of this announcement in jurisdictions outside
the United Kingdom may be restricted by law and therefore persons
into whose possession this announcement comes should inform
themselves about, and observe such restrictions. Any failure to
comply with the restrictions may constitute a violation of the
securities law of any such jurisdiction.
In particular, this announcement is not an offer of securities
for sale in the United States. Securities may not be offered or
sold in the United States absent registration or an exemption from
registration under the United States Securities Act of 1933. Any
securities mentioned herein have not been and will not be
registered under the United States Securities Act of 1933, and no
public offering will be made in the United States.
About Avanti
Avanti connects people wherever they are - in their homes,
businesses, in government and on mobiles. Through the HYLAS
satellite fleet and its partners across 118 countries, the network
provides ubiquitous internet service to a quarter of the world's
population. Avanti delivers the level of quality and flexibility
that the most demanding telecoms customers in the world seek.
Avanti is the first mover in high throughput satellite data
communications in EMEA. It has rights to orbital slots and Ka-band
spectrum in perpetuity that covers an end market of over 1.7bn
people.
The Group has invested $1.2bn in a network that incorporates
satellites, ground stations, datacentres and a fibre ring.
Avanti has a unique Cloud-based customer interface that is
protected by patented technology.
Avanti Communications is listed in London on AIM (AVN: LSE).
www.avantiplc.com
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
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