REG - Non-Standard Fin - Update on scheme of arrangement

Non-Standard FinanceAnnouncement

28/04/2023 15:45

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RNS Number : 9348X  Non-Standard Finance PLC  28 April 2023

Non-Standard Finance plc

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

Update on scheme of arrangement ('Scheme')

(28 April 2023): Further to its announcement dated 17 March 2023 regarding the
launch of the Scheme and Proposed Recapitalisation (the "17 March RNS"),
Non-Standard Finance announces that the convening hearing in relation to the
Scheme was held earlier today, at which the Court granted an order that
Everyday Lending Limited ("ELL") can convene a meeting of the Scheme Creditors
to consider and vote on the Scheme.

The creditors' meeting is currently scheduled to be held on 12 June 2023. If
Scheme Creditors approve the Scheme, the Court sanction hearing is expected to
be held on 22 June 2023. Once sanctioned, the effectiveness of the Scheme will
then be conditional upon the Scheme Fund being funded through the proceeds of
the Proposed Recapitalisation or, if the conditions to the Proposed
Recapitalisation are not satisfied, the Alternative Transaction. Under the
Scheme, based on the Group's current calculations, Scheme Creditors are now
estimated to receive between 24% and 31% recovery.

The FCA's current views in relation to the Scheme are set out in a letter it
sent the Company on 25 April 2023. The FCA's stated position is that it does
not, at this stage, anticipate that it will oppose the Scheme from being
sanctioned should the requisite majorities of Scheme Creditors vote in favour
of the Scheme. The FCA does, however, fully reserve its position in respect of
the Scheme and its right to object to the Scheme in due course, if the FCA
considers it appropriate to do so.

The Group reminds shareholders that in the event the Scheme is sanctioned and
the Proposed Recapitalisation takes place, although the Proposed
Recapitalisation will ensure the future of the Group and the Everyday Loans
business, it will materially dilute the interests of NSF's existing
shareholders, most likely to negligible value, unless they choose to
participate in the equity raise.

The Group also reminds shareholders that in the event that the Scheme is not
sanctioned by the Court, or the Scheme is sanctioned but the Proposed
Recapitalisation is unsuccessful, then the Alternative Transaction will be
pursued involving a transfer of the ownership of the Group's business to the
Group's secured lenders in exchange for the release of a portion of their
secured debt and the provision of a new lending facility, resulting in no
return for current shareholders. In the event that the Scheme is not
sanctioned by the Court, or the Scheme is sanctioned but the Proposed
Recapitalisation and 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.

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

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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