PUNCH TAVERNS PLC
Deadline approaching for voting at Noteholder Meetings on 14 February 2014
Following the announcement of the terms of the final restructuring proposals for the Group’s two securitisations, Punch A and Punch B, on 15 January 2014 (the “Restructuring”), Punch Taverns plc (“Punch”) has continued to seek engagement with a wide group of stakeholders to seek their support for the proposal that will be voted on at Noteholder Meetings to be held on 14 February 2014.
Commenting on the forthcoming votes, Executive Chairman, Stephen Billingham said;
“The next few days will be some of the most important in the Company’s history. The Punch Board calls on all parties to vote in favour of the Restructuring proposals.
It is well known that certain creditors with blocking stakes have said they do not support the proposals. There are also other creditors with conflicting views who who have blocking stakes. We have tried to listen to everyone and find a middle way. While it is not possible to accommodate all of the conflicting views, Punch has attempted over a 14 month period of engagement and at significant financial cost and management time to find a balance between these conflicting views.
The Restructuring proposals incorporate a significant number of stakeholder requests, as set out on 15 January 2014. The proposals would deliver a capital structure with material deleveraging of senior notes, and enhanced junior note PIK interest. Although they would result in debt to EBITDA of c.9 times and an interest expense of c.9% per annum, which is at the upper limit for a pub securitisation, the Board believes that they would provide a stable capital structure.
The Board believes that the Restructuring proposals deliver more value for all Noteholders than default. Everyone has something to gain by voting for the proposals.
Failure to effect a restructuring will lead to a default in the securitisation, which is expected to have a material negative impact on the business. Punch has a very good underlying business with a positive future and its assets provide a focal point for 4,000 communities across the UK. Just as Punch’s operational performance is turning the corner, the last thing the business needs is for continued uncertainty. The Restructuring would provide certainty and stability for the business from which all stakeholders will benefit. In the next few days stakeholders have it in their hands to vote in favour of the Restructuring proposals to end this uncertainty.”
Voting procedures
Punch wishes to remind holders of Notes in the Punch A and Punch B securitisations (“Noteholders”) that the deadline for submitting voting instructions will expire on Wednesday 12 February 2014, 48 hours prior to the meeting of the relevant class of Notes on 14 February 2014 (the “Meetings”), with the first Meeting (in respect of the Class A1(R) Notes issued by Punch Taverns Finance plc) scheduled to commence at 9:00 a.m.
Punch confirms that the Meetings will take place as planned, and urges all Noteholders to submit voting instructions in good time ahead of the applicable deadline in accordance with the procedures set out in the notices of meeting published by the issuers under the Punch A and Punch B securitisations.
Noteholders are advised to check with any bank, securities broker or other intermediary through which they hold Notes when such intermediary would need to receive voting instructions from a Noteholder in order for that Noteholder to be able to participate in the Meetings. The deadlines set by any such intermediary and by the clearing systems for the submission of voting instructions will be earlier than the deadline stated above.
For assistance with respect to the procedures for submitting voting instructions in respect of the Meetings, and to request a copy of the consent solicitation circular, Noteholders are advised to contact the Tabulation and Exchange Agent whose details are set out below.
Deutsche Bank AG, London Branch
Winchester House
1 Great Winchester Street
London EC2N 2DB
xchange.offer@db.com
Tel: +44 (0)20 7547 5000
Enquiries:
Punch Taverns plc Tel: 01283 501 948
Stephen Billingham, Executive Chairman
Steve Dando, Finance Director
Brunswick Tel: 020 7404 5959
Jonathan Glass, Mike Smith
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 Restructuring 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 (including those proposed to be issued pursuant to the Restructuring proposals set out 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.
This announcement contains certain statements about the future outlook for the Punch group that are or may constitute “forward-looking statements”. Because such statements are inherently subject to risks and uncertainties, actual results may differ materially from those expressed or implied by such forward-looking statements. As a result, you should not rely on any of these forward-looking statements. Any forward-looking statements included in this announcement are made only as of the date of this announcement, and except as otherwise required by law, we undertake no obligation to publicly update or revise any such forward-looking statements to reflect subsequent events or circumstances.