NWR - Non-Payment of Coupon on Senior Unsecured Notes
As previously announced, as part of its ongoing balance sheet restructuring, the Company entered into a lock-up agreement on 2 July 2014 (as amended) (the 'Lock-up Agreement') with approximately 85% by value of the holders of the senior secured notes and approximately 66% by value of the holders of the senior unsecured notes by value. The Lock-up Agreement envisages a consensual restructuring transaction and (in case this transaction cannot be implemented) an alternative restructuring transaction.
Following an order of the High Court of Justice of England and Wales of 29 July 2014 the Company has convened creditor meetings for each of the two classes of noteholders to consider and, if thought fit, approve the consensual restructuring transaction or, failing that, the secured noteholders to consider and, if thought fit, approve the alternative restructuring transaction.
Pursuant to the Lock-up Agreement, payment of the 15 July coupon payment on the senior unsecured notes is subject to the consent of the majority of locked-up holders. Should the Company make this coupon payment in the absence of such consent, noteholders can terminate the Lock-up Agreement - this would put both transactions at risk.
As the requisite consent had not been received as at 15 July 2014, the coupon payment was not made when due. At the time the Company's board of directors resolved to keep under review the prospects of success of these transactions during the 30-day grace period under the indenture before deciding on the payment of the coupon on the senior unsecured notes.
No Consent Received
The grace period under the senior unsecured notes indenture expires today.
To date, the Company has not received the requisite consent to make the coupon payment on the senior unsecured notes.
As such, and having regard to the fact that payment of the coupon would be in breach of the Lock-Up Agreement and would jeopardise the strongly supported transactions during the final stages of the restructuring process, the Company's board of directors believes that it is prudent, and in the best interests of the Company's creditors as a whole, for the Company to comply with the terms of the lock-up agreement to ensure a successful implementation of the restructuring and not to make the coupon payment on the senior unsecured notes notwithstanding the expiry of the grace period,.
All locked-up unsecured noteholders remain bound by the terms of the Lock-up Agreement. These include an obligation to vote in favour of the consensual restructuring transaction, a restriction from taking any acceleration or enforcement action, and an undertaking to rescind any such action by any other group of senior unsecured noteholders. The percentage of locked-up unsecured noteholders provides the Company with the majority required for such a rescission.
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