REG - B&M European - Bank Facility Extension

B&M European Value Retail SAAnnouncement

03/04/2023 15:00

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RNS Number : 1838V  B&M European Value Retail S.A.  03 April 2023

 

 

 

3 April 2023

 

B&M European Value Retail S.A.

 

Bank Facilities Extension

 

B&M European Value Retail S.A. ("the Group"), the UK's leading variety
goods value retailer, announces that it has completed a refinancing of its
bank facilities ("Group Facilities").

 

The extended Group Facilities, provided by a syndicate of seven banks, total
£450m of commitments and comprise a £225m term loan and a £225m revolving
credit facility ("RCF") with a five-year maturity, plus two additional
one-year extension options subject to mutual consent with the bank
syndicate.  Together these will fully cover our anticipated bank borrowing
requirements and they replace the existing £300m term loan and £155m RCF
that were expected to mature in April 2025.  The thresholds on the financial
covenant ratio and applicable interest margins are equivalent to existing
levels but will now reflect and be calculated under IFRS16 accounting
conventions.

 

Due to the applicable terms of the security structure of the Group's
borrowings, Heron Foods Limited and Heron Food Group Limited will now also act
as guarantors of the Group Facilities and also the Group's outstanding £400m
2025 senior secured notes, and its £250m 2028 senior secured notes.  The
notification of the change to the security structure, that is
contemporaneously being made to notes holders, is reproduced below for
information.

 

Enquiries

 

B&M European Value Retail S.A.

For further information please contact +44 (0) 151 728 5400

Mike Schmidt, Chief Financial Officer

Dave McCarthy, Head of Investor Relations

investor.relations@bandmretail.com (mailto:investor.relations@bandmretail.com)

 

Media

For media please contact +44 (0) 207 379 5151

Maitland

Sam Cartwright

bmstores-maitland@maitland.co.uk (mailto:bmstores-maitland@maitland.co.uk)

 

 

 

NOTICE TO HOLDERS OF NOTES ISSUED BY B&M European Value Retail S.A.

 

£400,000,000 3.625% senior secured notes due 2025 (ISIN: XS2199627030)

(the "2025 Notes")

 

£250,000,000 4.000% senior secured notes due 2028 (ISIN: XS2411541738)

(the "2028 Notes")

 

 

 

B&M European Value Retail S.A. (the "Issuer") (BME:LN) announces that, (i)
in accordance with section 4.15 of the indenture, dated 13 July 2020 (the
"2025 Notes Indenture"), between, inter alia, the Issuer, Deutsche Trustee
Company Limited (the "Trustee"), as trustee, and B&M European Value Retail
1 S.à r.l., B&M European Value Retail 2 S.à r.l., B&M European Value
Retail Holdco 1 Ltd, B&M European Value Retail Holdco 2 Ltd, B&M
European Value Retail Holdco 3 Ltd, B&M European Value Retail Holdco 4
Ltd, EV Retail Limited and B & M Retail Limited (collectively, the
"Guarantors"), as initial guarantors, as may be amended, restated and
supplemented from time to time and, most recently, by way of a supplemental
indenture between the Issuer, the Trustee and the New Guarantors (as defined
below), dated 31 March 2023, and (ii) in accordance with section 4.15 of the
indenture, dated 24 November 2021 (the "2028 Notes Indenture" and, together
with the 2025 Notes Indenture, the "Notes Indentures")), between, inter alia,
the Issuer, the Trustee, as trustee, and the Guarantors, as initial
guarantors, as may be amended, restated and supplemented from time to time
and, most recently, by way of a supplemental indenture between the Issuer, the
Trustee and the New Guarantors (as defined below), dated 31 March 2023, the
following entities:

 

1.         Heron Foods Limited (LEI: 213800T3K97CVGZWG738); and

2.         Heron Food Group Limited (LEI: 213800EQECDF59OTXP44),

 

(together, the "New Guarantors") have guaranteed the obligations under the
Indentures and become Guarantors under (i) the 2025 Notes issued under the
2025 Notes Indenture and (ii) the 2028 Notes issued under the 2028 Notes
Indenture.

 

Information on the New Guarantors

 

 Name of New Guarantor     Jurisdiction of Incorporation  Date of Incorporation  Registered Number  Registered Address                                                             Business Activity
 Heron Foods Limited       England and Wales              3 October 1978         01392197           The Vault Dakota Drive, Estuary Commerce Park, Speke, Liverpool, L24 8RJ       Retail sale in non-specialised stores with food, beverages or tobacco
                                                                                                                                                                                   predominating
 Heron Food Group Limited  England and Wales              19 August 2002         04514523           The Vault Dakota Drive, Estuary Commerce Park, Speke, Liverpool, England, L24  Activities of head offices
                                                                                                    8RJ

 

 

The New Guarantors are indirect subsidiaries of the Issuer.

 

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