Source - RNS
RNS Number : 0871K
Metinvest B.V.
16 September 2016
 

Company name: Metinvest B.V.

Headline: Scheme of Arrangement: Extension of Moratorium Period

 

 

IRISH STOCK EXCHANGE ANNOUNCEMENT

 

16 September 2016

Metinvest B.V. (the "Company")

 

10.25 per cent. guaranteed notes due 2016 (of which U.S.$89,891,018.96 was outstanding as at 31 August 2016 after capitalisation of unpaid interest in accordance with the Scheme (as defined below)) (the "2016 Notes")

ISIN: XS0511379066, Common Code: 051137906

ISIN: US591555AA54, CUSIP: 591555AA5

 

10.50 per cent. guaranteed notes due 2017 (of which U.S.$305,474,434.00 was outstanding as at 31 August 2016 after capitalisation of unpaid interest in accordance with the Scheme) (the "2017 Notes")

ISIN: XS1145219652, Common Code: 114521965

ISIN: US591555AC11, Common Code: 114752894

CUSIP: 591555 AC1

 

8.75 per cent. guaranteed notes due 2018 (of which U.S.$796,906,652.15 was outstanding as at 31 August 2016 after capitalisation of unpaid interest in accordance with the Scheme) (the "2018 Notes" and, together with the 2016 Notes and the 2017 Notes, the "Notes")

ISIN: XS0591549232

ISIN: US591555AB38, CUSIP: 591555 AB3

 

Extension of Moratorium Period

Reference is made to the scheme of arrangement between the Company and the holders of the Notes under Section 899 of the Companies Act 2006 which was sanctioned by the High Court of England and Wales on 30 June 2016 (the Scheme) and the explanatory statement dated 8 June 2016 in relation to the Scheme (the Explanatory Statement) which was published on the scheme website (www.lucid-is.com/metinvest) on 8 June 2016. Capitalised terms in this notice, unless otherwise defined, have the meaning given to those terms in the Explanatory Statement.

The purpose of the Scheme is to continue a moratorium on enforcement action by Noteholders in respect of the Notes until 30 September 2016, subject to extension to 30 November 2016 at the latest, or early termination in each case in accordance with the terms of the Scheme in order to maintain stability of the Group during the period in which the parties agree the documentation for and implement the restructuring proposal set out in the Non-Binding Restructuring Heads of Terms (the Restructuring).

The Company anticipates that the documentation and implementation process for the Restructuring will be completed prior to 30 November 2016 but not prior to 30 September 2016. The Company considers that the moratorium currently provided by the Scheme is important to preserve the stability of the Group during the final stages of the Restructuring process. Accordingly, the Company encourages the Noteholders to deliver to the Company an Extension Notice (in the form of a Majority Noteholder Request Notice) in accordance with Clause 3.5(b) (Extension to the Scheme) of the Scheme, the effect of which would extend the Termination Date of the Scheme to 30 November 2016.

A form of the Majority Noteholder Request Notice and Extension Notice is appended to this announcement. Linklaters LLP, legal adviser to the Noteholder Committee, will collate signature pages to the Majority Noteholder Request Notice and Extension Notice and supporting evidence of holdings of Notes provided by any Noteholder who wishes to consent to the extension of the Scheme. Noteholders who wish to do so should contact Mark Dawson of Linklaters LLP (Email: [email protected]; Phone: +44 (20) 7456 3693) and must provide physical copies of their signed Majority Noteholder Request Notice and Extension Notice together with supporting evidence of their holdings of Notes to Mark Dawson, Linklaters LLP, One Silk Street, London EC2Y 8HQ, United Kingdom before 12:00pm (London time) on 23 September 2016.

For further information please contact:

 

Lucid Issuer Services Limited as the Information Agent

Sunjeeve Patel / Thomas Choquet

Tankerton Works

12 Argyle Walk

London WC1H 8HA

Phone:              +44 (0) 207 704 0880

Email:               [email protected]

 

This notice is given by:

 

Metinvest B.V.

Nassaulaan 2A

2514 JS

'S-Gravenhage

The Netherlands

16 September 2016

Appendix 1

Form of Majority Noteholder Request Notice and Extension Notice

 

To:            Metinvest B.V. (the Company)

Nassaulaan 2A

2514JS 's-Gravenhage

Netherlands

Fax:                         +31 70 36 35 795

Attention:     Mr Ryzhenkov / Mr Lyubarev

 

From:        Noteholders (as defined in the Scheme, defined below) named on the signature pages to this notice (the Consenting Noteholders).

 

______ September 2016

Majority Noteholder Request Notice - Extension Notice

1.         We refer to the scheme of arrangement between the Company and the Noteholders under Section 899 of the Companies Act 2006 which was sanctioned by the High Court of England and Wales on 30 June 2016 (the Scheme) and the explanatory statement dated 8 June 2016 in relation to the Scheme (the Explanatory Statement) which was published on the scheme website (www.lucid-is.com/metinvest) on 8 June 2016. Capitalised terms in this notice, unless otherwise defined, have the meaning given to those terms in the Explanatory Statement.

2.         This is a Majority Noteholder Request Notice and an Extension Notice.

3.         In accordance with Clause 3.5(b) (Extensions to the Scheme) of the Scheme, the undersigned Consenting Noteholders, holding ---____% of the aggregate principal outstanding amount of the Notes as at the date of this Majority Noteholder Request Notice and Extension Notice, hereby provide notice to the Company that the Termination Date specified in Clause 3.4(a) (Termination Date) of the Scheme shall be extended to 30 November 2016.

4.         This Majority Noteholder Request Notice and Extension Notice shall take effect on and from the date it is delivered to the Company.

5.         On the date of this Majority Noteholder Request Notice and Extension Notice, each Consenting Noteholder confirms to the Company that:

(a)        it is the holder of Notes with an aggregate principal amount specified on its signature page to this Majority Noteholder Request Notice and Extension Notice (the Relevant Holdings); and

(b)        a statement of account from its Account Holder evidencing the Relevant Holdings is enclosed with this Majority Noteholder Request Notice and Extension Notice.

6.         Nothing in this Majority Noteholder Request Notice and Extension Notice is intended to, and nothing in this Majority Noteholder Request Notice and Extension Notice shall, be interpreted as a waiver or forbearance of any of the Noteholders' rights under the Scheme or under the Notes documentation and the rights of Noteholders shall remain fully reserved in connection therewith.

7.         This Majority Noteholder Request Notice and Extension Notice and any non-contractual obligations arising out of or in connection with it are governed by English law.

 

SIGNATORIES

 

CONSENTING NOTEHOLDER

For and on behalf of: _________________________

 

__________________________________
Authorised Signatory

 

Account Holder/custodian: _________________________

 

Series of Notes

Principal Amount of Notes held by it as at the date of this Majority Noteholder Request Notice and Extension Notice (U.S.$)

Clearing System through which the Notes are held

2016 Notes

Regulation S Notes:

ISIN: XS0511379066, Common Code: 051137906

Rule 144A Notes:

ISIN: US591555AA54, CUSIP: 591555AA5

 

 

 

2017 Notes

Regulation S Notes:

ISIN: XS1145219652, Common Code: 114521965

Rule 144A Notes:

ISIN: US591555AC11, Common Code: 114752894 CUSIP: 591555 AC1

 

 

 

2018 Notes

Regulation S Notes:

ISIN: XS0591549232

Rule 144A Notes:

ISIN: US591555AB38, CUSIP: 591555 AB3

 

 

 

 

This announcement has been issued through the Companies Announcement Service of

the Irish Stock Exchange.


This information is provided by RNS
The company news service from the London Stock Exchange
 
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