TIDMMTC
RNS Number : 0624Q
Mothercare PLC
01 June 2018
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION (IN WHOLE OR IN
PART) IN, INTO OR FROM THE UNITED STATES, AUSTRALIA, CANADA, JAPAN
OR THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE TO
DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH
JURISDICTION
The information contained within this announcement is deemed by
the Company to constitute inside information for the purposes of
the Market Abuse Regulation (EU) No. 596/2014. Upon the publication
of this announcement via a Regulatory Information Service, this
inside information is now considered to be in the public
domain.
Mothercare plc
("Mothercare", the "Company" or the "Group")
CVA Proposals: Results of Creditors' Meetings
On 17 May 2018, Mothercare plc, the leading global retailer for
parents and young children, announced comprehensive measures to
refinance its business ("Refinancing") and to restructure its UK
store portfolio ("UK Restructuring") through company voluntary
arrangements of certain of its subsidiaries ("CVA Proposals").
The creditors' meetings for Mothercare UK Limited, Childrens
World Limited and Early Learning Centre Limited were held today to
consider the CVA Proposals and the Company is pleased to announce
that the CVA Proposals were approved by the requisite majorities of
more than 75% in value of the unsecured creditors of the companies
present at each of the meetings in person or by proxy. In
accordance with the statutory provisions, there is a limited
period, expiring on 29 June 2018, in which a creditor may apply to
court to challenge the CVA Proposals.
The CVA Proposals are not expected to affect the ordinary course
of operations of Mothercare plc, which continues to trade as a
going concern under the control of its directors. Mothercare plc is
not, and will not be, in administration as a result of the approval
by creditors of the CVA Proposals.
As part of the Refinancing, the New Equity Issue comprising a
placing and open offer of new ordinary shares to raise
approximately GBP28m is expected to complete in July 2018 with the
current intention that it will be priced at 19 pence per new
ordinary share. The New Equity Issue continues to be underpinned by
the standby underwriting commitment from Numis Securities Limited
and final pricing of the New Equity Issue remains subject to the
prevailing market price of the ordinary shares at the time of
launch and agreement of final terms by the Company and Numis
Securities Limited in accordance with the terms of the standby
underwriting agreement. The Revised Debt Facilities of GBP67.5m
provided by Mothercare plc's existing lenders remain conditional
upon, amongst other things, the completion of the New Equity Issue.
Mothercare plc is in the process of preparing a prospectus and
circular to shareholders setting out, amongst other things, the
detailed terms and the shareholder resolutions necessary for the
proposed New Equity Issue. Further details of the New Equity Issue
will be announced in due course.
Commenting on the approval of the CVA Proposals by creditors,
Clive Whiley, Interim Executive Chairman, said:
"We are very grateful for the support of our many stakeholders
across our creditor base in supporting today's CVA Proposals. Their
forbearance and support today is a crucial step forward to achieve
the renewed and stable financial structure for the business that
will drive an acceleration of Mothercare's transformation. These
measures provide a solid platform from which to reposition the
Group and begin to focus on growth, both in the UK and
internationally."
Enquiries
Mothercare plc
Mark Newton-Jones / David Wood / Glyn Hughes 01923 206455
MHP Communications
Tim Rowntree / Simon Hockridge 020 3128 8742
Numis Securities Limited
Luke Bordewich / Oliver Cardigan / Oliver Cox 0207 260 1000
KPMG
Press Office (Simon Wilson) 020 7311 66551
Notes:
1. This announcement contains inside information for the
purposes of Article 7 of Regulation (EU) No 596/2014.
2. The person responsible for the release of this announcement
is Glyn Hughes, CFO at Mothercare plc, Cherry Tree Road, Watford,
Hertfordshire, WD24 6SH.
3. LEI number of Mothercare plc: 213800ZL6RPV9Z9GFO74.
4. All capitalised terms shall have the same meaning as set out
in the RNS announcement made on 17 May 2018
Important notice
The information contained in this announcement is for background
purposes only and does not purport to be full or complete. No
reliance may be placed for any purpose on the information contained
in this announcement or its accuracy or completeness. The
information in this announcement is subject to change. Nothing in
this announcement should be interpreted as a term or condition of
the proposed New Equity Issue.
This announcement contains "forward-looking statements" with
respect to the financial condition, results of operations and
business of Mothercare and to certain of Mothercare's plans and
objectives with respect to these items.
Forward-looking statements are sometimes but not always
identified by the use of a date in the future or such words as
'anticipates', 'aims', 'due', 'could', 'may', 'should', 'expects',
'believes', 'intends', 'plans', 'targets', 'goal', or 'estimates'.
By their very nature forward-looking statements are inherently
unpredictable, speculative and involve risk and uncertainty because
they relate to events and depend on circumstances that may or will
occur in the future.
There are various factors that could cause actual results and
developments to differ materially from those expressed or implied
by these forward-looking statements. These factors include, but are
not limited to, changes in the economies, political situations and
markets in which Mothercare operates; changes in the regulatory or
competition frameworks in which Mothercare operates; the impact of
legal or other proceedings against or which affect Mothercare;
changes in inflation or exchange rates.
All written or verbal forward-looking statements, made in this
document or made subsequently, which are attributable to Mothercare
or persons acting on their behalf, are expressly qualified in their
entirety by the factors referred to above.
Neither Mothercare nor any other person (including Numis)
intends to update these forward-looking statements.
Numis, which is authorised and regulated in the United Kingdom
by the Financial Conduct Authority, is acting exclusively for
Mothercare and for no one else in connection with the matters
described in this announcement and will not be responsible to
anyone other than Mothercare for providing the protections afforded
to clients of Numis (as the case may be) nor for providing advice
in relation to the matters referred to in this announcement or any
other transaction, arrangement or matter referred to in this
announcement.
This announcement has been issued by Mothercare plc and is the
sole responsibility of Mothercare plc. No representation or
warranty, express or implied, is or will be made as to, or in
relation to, and no responsibility or liability is or will be
accepted by Numis, or by any of its affiliates or agents as to, or
in relation to, the accuracy or completeness of this announcement
or any other written or oral information made available to or
publicly available to any interested party or its advisers, and any
liability therefore is expressly disclaimed.
This announcement and the information contained herein do not
constitute an offer of securities in the United States. The
securities referred to in this announcement have not been and will
not be registered under the US Securities Act of 1933, as amended
(the "Securities Act"), and may not be offered or sold in the
United States absent registration under the Securities Act or
pursuant to an exemption from, or a transaction not subject to,
such registration requirements. Mothercare has not registered and
does not intend to register the offering of any securities in the
United States or to conduct a public offering of any securities in
the United States.
The information in this announcement may not be forwarded or
distributed to any other person and may not be reproduced in any
manner whatsoever. Any forwarding, distribution, reproduction, or
disclosure of this information in whole or in part is unauthorised.
Failure to comply with this directive may result in a violation of
the Securities Act or the applicable laws of other
jurisdictions.
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
MSCEAAKFELLPEFF
(END) Dow Jones Newswires
June 01, 2018 09:15 ET (13:15 GMT)
Mothercare (LSE:MTC)
Historical Stock Chart
From Apr 2024 to May 2024
Mothercare (LSE:MTC)
Historical Stock Chart
From May 2023 to May 2024