Pricing of Senior Secured Notes Offering
Date: 14 June 2019
On behalf of: Entertainment One Ltd. (the "Company")
Embargoed until: Immediate Release
Entertainment One Ltd.
Pricing of Senior Secured Notes Offering at 4.625%
Entertainment One Ltd. is pleased to announce the pricing of its offering of £425 million in aggregate principal amount of 4.625% Senior Secured Notes (the "Notes") due 2026.
The proceeds of the offering will be used to redeem the Company's £355 million in aggregate principal amount of 6.875% Senior Secured Notes due 2022 (the "Existing Notes"), repay its outstanding term loan (£52 million, in relation to the recent acquisition of Audio Network) and pay fees and expenses in connection with the transaction.
The leverage neutral refinancing significantly reduces the Company's interest costs and extends the overall duration of its debt facilities:
· Reduction from 6.875% to 4.625% in the coupon on the Notes, substantially reducing the Company's average cost of debt and saving approximately £8 million of interest per annum on the Company's Existing Notes
· Extension of the maturity of the Company's debt facilities to 2026
In addition to the interest savings above, the recent refinancing of the Company's revolving credit facility (as referenced in Note 23 of the financial statements for the year ended 31 March 2019, announced on 21 May 2019) delivers headline savings of approximately 100bps versus the previous revolving credit facility.
The Notes are expected to be issued on 25 June 2019, subject to standard closing conditions.
The Company also announces that it has issued a notice of redemption, conditional on completion of the financing, for all of its outstanding Existing Notes, such redemption to occur on 26 June 2019 at a redemption price equal to 103.438% of the aggregate principal amount thereof.
Darren Throop, Chief Executive Officer, commented:
"The material reduction in interest cost reflects the Company's strong growth since the Existing Notes were issued in 2015 and is testament to our future-facing strategy, the breadth of our portfolio, our platform-agnostic approach and the strength of our position in the market."
+44 (0)20 3865 9667
Entertainment One Ltd.
+44 (0)20 3714 7931
This release shall not constitute an offer to sell or a solicitation of an offer to purchase any securities in the United States, and shall not constitute an offer, solicitation or sale in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any state or country. The Notes and related guarantees have not been, and will not be, registered under the US Securities Act of 1933, as amended (the "Securities Act").The Notes and related guarantees may not be offered or sold in the US absent registration or an applicable exemption from the registration requirements of the Securities Act. There will be no public offer of the Notes or related guarantees in the US.
The Notes are not intended to be offered, sold or otherwise made available to and should not be offered, sold or otherwise made available to any retail investor in the European Economic Area ("EEA"). For these purposes, a retail investor means a person who is one (or more) of: (i) a retail client as defined in point (11) of Article 4(1) of Directive 2014/65/EU (as amended, "MiFID II"), (ii) a customer within the meaning of Directive 2016/97/EU (as amended), where that customer would not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II, or (iii) not a qualified investor as defined in the Prospectus Directive. Consequently no key information document required by Regulation (EU) No 1286/2014 (as amended, the "PRIIPs Regulation") for offering or selling the Notes or otherwise making them available to retail investors in the EEA has been prepared and therefore offering or selling the Notes or otherwise making them available to any retail investor in the EEA may be unlawful under the PRIIPS Regulation.
MiFID II professionals/ECPs-only / No PRIIPs KID - Manufacturer target market (MIFID II product governance) is eligible counterparties and professional clients only (all distribution channels). No PRIIPs key information document (KID) has been prepared as not available to retail in EEA.
In the United Kingdom, this communication is for distribution only to persons who (i) have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "Financial Promotion Order"), (ii) are persons falling within Article 49(2)(a) to (d) ("high net worth companies, unincorporated associations etc.") of the Financial Promotion Order, (iii) are outside the United Kingdom, or (iv) are persons to whom an invitation or inducement to engage in investment activity (within the meaning of section 21 of the FSMA) in connection with the issue or sale of any securities may otherwise lawfully be communicated or caused to be communicated (all such persons together being referred to as "relevant persons"). This communication is directed only at relevant persons and must not be acted on or relied on by persons who are not relevant persons. Any investment or investment activity to which this communication relates is available only to relevant persons and will be engaged in only with relevant persons.
This release may include projections and other "forward-looking" statements within the meaning of applicable securities laws. Any such projections or statements reflect the current views of the company about further events and financial performance. No assurances can be given that such events or performance will occur as projected and actual results may differ materially from these projections.
Notes to Editors:
About Entertainment One
Entertainment One Ltd. (LSE:ETO) is a global independent studio that specialises in the development, acquisition, production, financing, distribution and sales of entertainment content. The Company's diversified expertise spans across film, television and music production and sales, family programming, merchandising and licensing, and digital content. Through its global reach and expansive scale, powered by deep local market knowledge, the Company delivers the best content to the world.
Entertainment One's robust network includes international feature film distribution company Sierra/Affinity; Amblin Partners with DreamWorks Studios, Participant Media, and Reliance Entertainment; Makeready with Brad Weston; unscripted television production companies Whizz Kid Entertainment and Renegade 83; live entertainment leaders Round Room Entertainment; world-class music labels Dualtone Music Group and Last Gang; and award-winning emerging content and technology studio Secret Location.
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