REG - McBride PLC - Termination of ‘upside sharing’ mechanism

McBrideAnnouncement

25/10/2023 10:30

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RNS Number : 2676R  McBride PLC  25 October 2023

25 October 2023

 

McBride plc

 

Termination of 'upside sharing' mechanism

 

McBride plc (the "Company"), the leading European manufacturer and supplier of
private label and contract manufactured products for the domestic household
and professional cleaning and hygiene markets, today announces the termination
of the 'upside sharing' mechanism agreed in connection with the amendments to
the Company's financing arrangements previously announced in September 2022.

 

On 29 September 2022 (the "Facility Amendment Date"), the Company announced
the agreement of amendments to the Company's €175m sustainability-linked
revolving credit facility (the "Facility").  The amendments included an
'upside sharing' mechanism whereby, subject to certain exceptions, a fee (the
"Upside Sharing Fee") would become payable by the Company to members of its
lender group upon the occurrence of certain exit events (e.g., a change of
control of the Company or a prepayment or repayment in full of the Facility).
 In the absence of an earlier exit event, the arrangement would have remained
in effect until 10 May 2026 (i.e., the Facility termination date), at which
point the Upside Sharing Fee would have become payable.  The Upside Sharing
Fee would have equated to 11% of any increase in the Company's market
capitalisation from the Facility Amendment Date to the date of the exit event
(subject to certain deductions).

 

The Company is pleased to announce today that it has reached agreement with
its lender group to terminate the 'upside sharing' mechanism with immediate
effect.  The Company has agreed to make a one-off payment of £5m to the
lender group in respect of the Upside Sharing Fee in exchange for the lender
group agreeing that, save in very limited circumstances during the next twelve
months only (in which a capped additional fee may be payable), no further
amounts will become payable in respect of the Upside Sharing Fee.

 

The agreement allows the Company to further progress its Compass strategies,
as outlined in February 2021, advance its Transformation agenda and continue
to focus attention on delivering sustainable and profitable long-term
growth.  The Company is fully appreciative of the support that the lender
group has given to the Company in recent years and throughout this recent
period of discussions.

 

For further information:

 

 McBride                                                                             0161 203 7401
 plc

 Chris Smith, Chief Executive Officer

 Mark Strickland, Chief Financial Officer

 Instinctif                                                                          0207 457 2020
 Partners

 Tim McCall

 Guy Scarborough

 

This announcement contains inside information. The person responsible for
making this announcement is Glenda MacGeekie, Company Secretary.

 

This announcement contains forward-looking statements in respect of the Group
and its financial position and plan.  By their nature, forward-looking
statements involve a number of risks, uncertainties or assumptions that may or
may not occur and actual results or events may differ materially from those
expressed or implied by the forward-looking statements.  Accordingly, no
assurance can be given that any particular expectation will be met and
reliance should not be placed on any forward-looking statement.  You should
not place undue reliance on forward-looking statements, which are based on the
knowledge and information available only at the date of this announcement's
preparation.

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