Merlin Entertainments plc Proposed Offering: USD 400m Senior Notes 2026 (5481M)
30 April 2018 - 9:32PM
UK Regulatory
TIDMMERL
RNS Number : 5481M
Merlin Entertainments plc
30 April 2018
THIS ANNOUNCEMENT IS FOR INFORMATIONAL PURPOSES ONLY, AND DOES
NOT CONSTITUTE OR FORM PART OF ANY OFFER OR INVITATION TO SELL OR
ISSUE, OR ANY SOLICITATION OF AN OFFER TO PURCHASE OR SUBSCRIBE
FOR, ANY SECURITIES OF Merlin Entertainments plc. NOT FOR RELEASE,
DISTRIBUTION OR PUBLICATION, IN WHOLE OR IN PART, DIRECTLY OR
INDIRECTLY, IN OR INTO AUSTRALIA, CANADA, JAPAN, THE REPUBLIC OF
SOUTH AFRICA, THE UNITED STATES OF AMERICA OR ANY OTHER
JURISDICTION IN WHICH IT WOULD BE UNLAWFUL TO DO SO. PLEASE SEE THE
IMPORTANT NOTICE AT THE END OF THIS ANNOUNCEMENT.
FOR IMMEDIATE RELEASE
30 April 2018
Merlin Entertainments plc
Proposed offering of $400 million senior notes due 2026
Merlin Entertainments plc ("Merlin" or the "Company"), today
announces an offering of $400 million of U.S. dollar denominated
senior notes due 2026 (the "Offering").
The proceeds of the Offering will be used to (i) prepay all
amounts outstanding under Merlin's existing term facilities,
comprising the $311 million and GBP43 million term facilities made
available under its senior facilities agreement (ii) partially
repay amounts drawn under Merlin's revolving credit facility and
(iii) pay costs, fees and expenses incurred in connection with the
Offering, including underwriting commissions and fees for legal,
accounting, ratings advisory and other professional services.
The notes are being offered in a private placement and there
will be no public offering of the notes. The notes will be offered
and sold only to qualified institutional buyers in accordance with
Rule 144A under the U.S. Securities Act of 1933, as amended (the
"U.S. Securities Act") and to non-U.S. persons outside the United
States in accordance with Regulation S under the U.S. Securities
Act.
Important notice
This press release shall not constitute an offer of securities
for sale in the United States or any other jurisdiction. The
securities have not been, and will not be, registered under the
U.S. Securities Act or the securities laws of any state of the
United States or any other jurisdiction and the securities may not
be offered or sold within the United States except pursuant to an
exemption from, or in a transaction not subject to, the
registration requirements of the U.S. Securities Act and applicable
state or local securities laws.
This announcement is for information purposes only and is
directed only at persons who are: (1) located outside the United
States and are (a) persons in member states of the European
Economic Area (the "EEA") who are qualified investors (as defined
in EU Prospectus Directive 2003/71/EC (as amended, including by EU
Directive 2010/73/EU to the extent implemented in the relevant
member state); (b) persons in the United Kingdom who are qualified
investors and who are (i) investment professionals falling within
Article 19(5) of the Financial Services and Markets Act 2000
(Financial Promotion) Order 2005 (the "Order"); or (ii) persons
falling within Article 49(2) (a) to (d) ("high net worth companies,
unincorporated associations, etc.") of the Order; or (iii) persons
to whom it may otherwise be lawfully communicated or (2) reasonably
believed to be "qualified institutional buyers" (as defined in Rule
144A under the U.S. Securities Act) (all such persons in (1) and
(2) together being referred to as "relevant persons"). This
announcement must not be acted on or relied on by persons who are
not relevant persons. Any investment or investment activity to
which this announcement relates is available only to relevant
persons and will be engaged in only with relevant persons.
This announcement contains inside information within the meaning
of Regulation (EU) No 596/2014 of 16 April 2014 on market
abuse.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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