REG - Aston Martin Lagonda - Launch of Notes Offering

Aston Martin Lagonda Global HoldingsAnnouncement

11/03/2024 07:45

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RNS Number : 3138G  Aston Martin Lagonda Glob.Hldgs PLC  11 March 2024

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION,

DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES

OF AMERICA, CANADA, JAPAN OR AUSTRALIA

 

11 March 2024

 

Aston Martin Lagonda Global Holdings plc

("Aston Martin Lagonda", the "Company" or the "Group")

 

                 Launch of Notes Offering and New Revolving
Credit Facility by its Subsidiaries

 

Aston Martin Lagonda Global Holdings plc (the "Company") announces that its
subsidiary, Aston Martin Capital Holdings Limited (the "Issuer"), is today
launching an offering of £1,140 million (equivalent) aggregate principal
amount of senior secured notes due 2029 (the "Notes").

 

The Company further announces that the issuer has agreed with certain of its
existing lenders to enter into a new super senior revolving credit facility
agreement, pursuant to which the lenders have agreed to increase their binding
commitments by circa £70 million to £170 million, subject to consummation of
the Notes offering.

 

If completed, the proceeds from the offering of the Notes, together with cash
on balance sheet, will be used to redeem in full the Issuer's existing senior
secured notes and second lien split coupon notes, to repay in full the
borrowings under its existing revolving credit facility and to pay expenses
and fees in connection with the transactions.

 

In connection with the launch, the Company has today published on its website
its Financial Statements for the financial year ended 31 December 2023 which
can be downloaded in pdf format at
www.astonmartinlagonda.com/investors/results-and-presentations
(http://www.astonmartinlagonda.com/investors/results-and-presentations) . The
full Annual Report and Accounts for the financial year ended 31 December 2023
is expected to be published on 8 April 2024.

 

This announcement contains inside information within the meaning of Article
7(1) of the EU Market Abuse Regulation No. 596/2016 as it forms part
of UK law by virtue of the European Union (Withdrawal) Act 2018. The person
responsible for releasing this announcement on behalf of the Company is Liz
Miles, Company Secretary.

 

Enquiries

Investors and Analysts

James Arnold              Head of Investor Relations     +44
(0) 7385 222347

james.arnold@astonmartin.com (mailto:james.arnold@astonmartin.com)

 

Ella South                    Investor Relations
Analyst      +44 (0) 7776 545420

ella.south@astonmartin.com (mailto:ella.south@astonmartin.com)

 

Media

Kevin Watters             Director of Communications  +44 (0)
7764 386683

 
kevin.watters@astonmartin.com (mailto:kevin.watters@astonmartin.com)

 

Paul Garbett                Head of Corporate and
          +44 (0) 7501 380799

Brand Communications          paul.garbett@astonmartin.com
(mailto:paul.garbett@astonmartin.com)

Cautionary Statement

 

The Notes will be offered only to qualified institutional buyers pursuant to
Rule 144A and to non-U.S. persons outside the United States pursuant to
Regulation S under the U.S. Securities Act of 1933, as amended (the
"Securities Act"), subject to prevailing market and other conditions. There is
no assurance that the offering will be completed or, if completed, as to the
terms on which it is completed. The Notes to be offered have not been and will
not be registered under the Securities Act or the securities laws of any other
jurisdiction and may not be offered or sold, directly or indirectly, in the
United States or to or for the account or benefit of U.S. persons, as such
term is defined in Regulation S of the Securities Act, absent registration or
unless pursuant to an applicable exemption from the registration requirements
of the Securities Act and any other applicable securities laws. This press
release does not constitute an offer to sell or the solicitation of an offer
to buy the Notes, nor shall it constitute an offer, solicitation or sale in
any jurisdiction in which such offer, solicitation or sale would be unlawful.

 

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") or in the United Kingdom. For
these purposes, a "retail investor" in the EEA 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 (EU) 2016/97 (as amended, the "Insurance Distribution
Directive"), 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 Regulation (EU) 2017/1129 (as amended, the "Prospectus
Regulation"). A "retail investor" in the UK means a person who is one (or
more) of: (i) a "retail client" as defined in point (8) of Article 2 of
Regulation (EU) No 2017/565 as it forms part of UK domestic law by virtue of
the European Union (Withdrawal) Act 2018 ("EUWA"), (ii) a customer within the
meaning of the provisions of the Financial Services and Markets Act 2000 (as
amended, "FSMA") and any rules or regulations made under the FSMA to implement
the Insurance Distribution Directive, where that customer would not qualify as
a professional client as defined in point (8) of Article 2(1) of Regulation
(EU) No 600/2014 as it forms part of UK domestic law by virtue of the EUWA or
(iii) not a "qualified investor" as defined in Article 2 of the Prospectus
Regulation, as it forms part of UK domestic law by virtue of the EUWA (the "UK
Prospectus Regulation").

 

This announcement does not constitute and shall not, in any circumstances,
constitute a public offering nor an invitation to the public in connection
with any offer within the meaning of the Prospectus Regulation and the UK
Prospectus Regulation. The offer and sale of the Notes will be made pursuant
to an exemption under the Prospectus Regulation and the UK Prospectus
Regulation from the requirement to produce a prospectus for offers of
securities.

 

The manufacturer target market (MIFID II product governance and UK MiFIR
product governance) is eligible counterparties and professional clients only
(all distribution channels). No PRIIPs or UK PRIIPs key information document
(KID) has been prepared as the Notes are not available to retail clients in
the EEA or in the United Kingdom.

 

This communication does not constitute an offer of securities to the public in
the United Kingdom and is being distributed only to, and is directed only at
persons who are "qualified investors" (as defined in the UK Prospectus
Regulation) who are (i) persons having 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
"Order"), or (ii) high net worth entities falling within Article 49(2)(a) to
(d) of the Order, or (iii) outside the United Kingdom; or (iv) persons to whom
it would otherwise be lawful to distribute it, all such persons together being
referred to as "Relevant Persons"). In the UK, 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. Any person who is
not a Relevant Person should not act or rely on this communication or any of
its contents.

 

Forward-Looking Statements

 

This press release may include forward-looking statements. These
forward-looking statements can be identified by the use of forward-looking
terminology, including the terms "believes," "estimates," "anticipates,"
"expects," "intends," "may," "will" or "should" or, in each case, their
negative, or other variations or comparable terminology. These forward-looking
statements include all matters that are not historical facts and include
statements regarding the Issuer's or its affiliates' intentions, beliefs or
current expectations concerning, among other things, the Issuer's or its
affiliates' results of operations, financial condition, liquidity, prospects,
growth, strategies and the industries in which they operate. 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.
Readers are cautioned that forward-looking statements are not guarantees of
future performance and that the Issuer's or its affiliates' actual results of
operations, financial condition and liquidity, and the development of the
industries in which they operate may differ materially from those made in or
suggested by the forward-looking statements contained in this press release.
In addition, even if the Issuer's or its affiliates' results of operations,
financial condition and liquidity, and the development of the industries in
which they operate are consistent with the forward-looking statements
contained in this press release, those results or developments may not be
indicative of results or developments in subsequent periods.

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