Source - RNS
RNS Number : 7466I
Arrow Global Group PLC
01 September 2016


1 September 2016

Arrow Global Group PLC

Pricing of Offering of £220 Million Senior Secured Notes Due 2024

Arrow Global Group PLC (together with its subsidiaries, "Arrow Global") today announced that Arrow Global Finance plc, its indirect wholly-owned subsidiary, has priced its offering of £220 million in aggregate principal amount of senior secured notes due 2024 (the "2024 Notes").  The 2024 Notes were offered at an issue price of 100%.

The 2024 Notes will bear interest at a rate per annum equal to 5.125% per year.  Interest on the 2024 Notes will be paid semi-annually in arrears on March 15 and September 15 of each year, beginning on March 15, 2017. The 2024 Notes are expected to be issued on September 9, 2016.

The 2024 Notes will be guaranteed by Arrow Global Guernsey Holdings Limited, an indirect wholly-owned subsidiary of Arrow Global Group PLC, and certain of its subsidiaries.  The net proceeds from the offering, together with cash on hand, are proposed to be used to fund the redemption of all of Arrow Global Finance plc's outstanding £220 million 7.875% senior secured notes due 2020 (the "2020 Notes").

The effect of the issue of the 2024 Notes and the redemption of the 2020 Notes will be to extend the maturity profile of Arrow Global's debt and reduce its ongoing interest costs. In addition to the fees and expenses associated with this transaction, Arrow Global expects to incur approximately £15.1 million of one-off costs in relation to this transaction, of which £8.7 million is a cash cost related to the call premium and £6.4 million is a non-cash cost related to the write-off of transaction fees in relation to the 2020 Notes. These costs are expected to be tax deductible. Following this transaction, Arrow Global will exercise an option to extend its £180 million multi-currency revolving credit facility dated July 29, 2016 (the "Revolving Credit Facility") to July 31, 2021. Arrow Global expects the weighted average maturity of its debt will be 6.3 years and the weighted average cost of its debt will be 5.08%, with £162 million available for borrowing under its Revolving Credit Facility as at August 24, 2016.



Arrow Global

Tom Drury, Group CEO

Robert Memmott, Group CFO

+44 (0)161 242 5896

Alex Barnett, Corporate Communications


Mike Davies

+44 (0)20 7457 2020

Giles Steward


*           *           *

The offering is being made by means of an offering memorandum.  This announcement does not constitute an offer to sell or the solicitation of an offer to buy the 2024 Notes or any other security and shall not constitute an offer, solicitation or sale in the United States or in any jurisdiction in which, or to any persons to whom, such offering, solicitation or sale would be unlawful.

The 2024 Notes and the related guarantees have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), and may not be offered or sold within the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. Accordingly, the 2024 Notes and the related guarantees are being offered and sold in the United States only to qualified institutional buyers in accordance with Rule 144A under the Securities Act and outside the United States in accordance with Regulation S under the Securities Act. There is no assurance that the offering will be completed.

Promotion of the 2024 Notes in the United Kingdom is restricted by the Financial Services and Markets Act 2000 (the "FSMA"), and accordingly, the 2024 Notes are not being promoted to the general public in the United Kingdom. This announcement is only addressed to and directed at persons who (i) have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "Order"), (ii) are persons falling within Article 49(2)(a) to (d) (high net worth companies, unincorporated associations, etc.) of the Order, (iii) are outside the United Kingdom or (iv) are persons to whom an invitation or inducement to engage in investment activity (within the meaning of section 21 of the FSMA) in connection with the issue or sale of any securities may otherwise lawfully be communicated or caused to be communicated (all such persons together being referred to as "relevant persons"). The 2024 Notes will only be available to relevant persons and this announcement must not be acted on or relied on by anyone who is not a relevant person.

In addition, if and to the extent that this announcement is communicated in, or the offer of securities to which it relates is made in, any EEA member state that has implemented Directive 2003/71/EC (together with any applicable implementing measures, including Directive 2010/73/EC, in any member state, the "Prospectus Directive"), this announcement and the offering of any securities described herein are only addressed to and directed at persons in that member state who are "qualified investors" within the meaning of Article 2(1)(e) of the Prospectus Directive and must not be acted on or relied on by other persons in that member state. This announcement does not constitute a prospectus within the meaning of the Prospectus Directive or an offer to the public and, in particular, this press release shall not be considered an "offer of securities to the public" for purposes of the Luxembourg law on prospectus for public offering dated 10 July 2005.

This announcement contains certain forward-looking statements with respect to certain of Arrow Global's current expectations and projections about future events, including in relation to the amount of the offering. These statements, which sometimes use words such as "intend," "proposed," "plan," "expect," and words of similar meaning, reflect the directors' beliefs and expectations and involve a number of risks, uncertainties and assumptions (including the completion of the transactions described in this announcement) that could cause actual results and performance to differ materially from any expected future results or performance expressed or implied by the forward-looking statement. The information contained in this announcement is subject to change without notice and, except as required by applicable law, Arrow Global does not assume any responsibility or obligation to update publicly or review any of the forward-looking statements contained in it. Readers should not place undue reliance on forward-looking statements, which speak only as at the date of this announcement. No statement in this announcement is or is intended to be a profit forecast or profit estimate or to imply that the earnings or other measures of performance of Arrow Global for the current or future financial years will necessarily match or exceed the historical or published earnings or other measures of performance of Arrow Global.

Neither the content of Arrow Global's website nor any website accessible by hyperlinks on Arrow Global's website is incorporated in, or forms part of, this announcement.


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