REG - Non-Standard Fin - Proposed Recapitalisation & Directorate Change 

Non-Standard FinanceAnnouncement

18/05/2023 07:00

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RNS Number : 7975Z  Non-Standard Finance PLC  18 May 2023

Non-Standard Finance plc

('Non-Standard Finance', 'NSF' or the 'Company')

Update on proposed recapitalisation ('Proposed Recapitalisation') and
Directorate Change

(18 May 2023): Further to its announcement dated 17 March 2023 regarding the
launch of the Scheme and Proposed Recapitalisation or Alternative Transaction
(the "17 March RNS") and its announcement dated 14 April 2023 providing an
update on the Proposed Recapitalisation, the Board of Non-Standard Finance
announces that Alchemy, the Group's largest shareholder, has informed the
Company that it is no longer willing, in the current environment, to
participate in the equity raise under the Proposed Recapitalisation on the
previously notified proposed terms. The Group continues to press ahead with
the Scheme and both the Proposed Recapitalisation and the Alternative
Transaction, but if the Scheme is successful, the Board now feels that the
Alternative Transaction is a more likely outcome than the Proposed
Recapitalisation.

The Alternative Transaction will involve the transfer of the Group's business
to the secured lenders in exchange for the release of a portion of their
secured debt and the provision of a new lending facility. Part of the proceeds
from this new lending facility would be used to fund the Scheme Fund and cover
the costs of the Scheme.

Both the Alternative Transaction and the Proposed Recapitalisation will secure
the future of the Everyday Loans business and allow it to pursue its growth
plans providing an invaluable service for its customers. However, the Proposed
Recapitalisation will materially dilute the interests of NSF's existing
shareholders, most likely to negligible value, unless they choose to
participate in the equity raise, and the Alternative Transaction will
unfortunately result in no recovery for NSF's shareholders. The Board is
continuing to consider a range of options for the NSF plc ultimate parent
company in the event the Alternative Transaction is implemented, but the most
likely outcome is an orderly winddown following implementation of the
Alternative Transaction. In the event that the Scheme is not sanctioned by the
Court, or the Scheme is sanctioned but the Proposed Recapitalisation and the
Alternative Transaction both fail, then the Group would remain insolvent and
the most likely outcome would be a Group-wide insolvency (most likely
administration), also resulting in no return for current shareholders.

Following the communication from Alchemy regarding its position, Toby
Westcott, the Alchemy nominee non-executive director of the Company, has
stepped down as a director of the Company with immediate effect.

Unless otherwise defined, capitalised terms within this announcement shall
have the same meaning as those contained within the 17 March RNS.

This announcement contains inside information as stipulated under the Market
Abuse Regulations (EU) No. 596/2014 as it forms part of UK domestic law by
virtue of the European Union (Withdrawal) Act 2018. The person responsible for
arranging the release of this announcement on behalf of Non-Standard Finance
plc is Sarah Day, Chief ESG Officer and Group Company Secretary.

For more information:

 Non-Standard Finance plc                            +44 203 869 9020
 Jono Gillespie, Group Chief Executive Officer
 Sarah Day, Chief ESG Officer and Company Secretary
 Cenkos Securities plc                               +44 207 397 8900
 Nicholas Wells
 Ben Jeynes
 Callum Davidson
 H/Advisors Maitland                                 +44 207 379 5151
 Neil Bennett                                        +44 7900 000777
 Finlay Donaldson                                    +44 7341 788066

 

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