14th Feb 2014 11:58
NOT FOR GENERAL DISTRIBUTION DIRECTLY OR INDIRECTLY IN THE UNITED STATES
Darty announces the launch of a comprehensive refinancing package
London, 14 February 2014
Darty plc ("Darty") today announces the launch of a comprehensive refinancing package (the "Refinancing") comprising two key components.
The first component of the Refinancing is a new five year committed multicurrency revolving credit facility agreement of up to €250 million (the "New Credit Facility") entered into on 13 February 2014 by Darty's wholly owned subsidiary Darty Financement SAS, and guaranteed on a senior basis by Darty, Kesa Holdings Limited and Kesa International Limited.
The second component of the Refinancing is the launch today of an offering (the "Offering") by Darty Financement SAS of €250 million Senior Notes due 2021 (the "Notes") to be guaranteed on a senior basis by Darty, Kesa Holdings Limited and Kesa International Limited. Darty expects that the offering will close, and the Notes will be issued, by 28 February 2014.
Darty intends to use the net proceeds from the Offering, together with borrowings to be made under the New Credit Facility, for the following purposes:
(i) to repay all outstanding amounts, and to cancel all outstanding commitments, under Darty's existing €455 million Revolving Credit Facility and,
(ii) to pay certain fees and expenses in connection with the Refinancing.
The Notes are being offered only to qualified institutional buyers in accordance with Rule 144A under the United States Securities Act of 1933, as amended (the "Securities Act"), and outside the United States in accordance with Regulation S under the Securities Act.
About Darty plc
Darty group is a leading multi-channel, service led, electrical retailer operating over 400 stores in six European countries and achieving over 13 per cent of its product sales on the web. It generated annual revenue of over €3.5 billion in 2012/13 through operations in Darty France, Vanden Borre in Belgium, BCC in the Netherlands, Datart in the Czech Republic and Slovakia and Darty Turkey. Its ordinary shares are listed with the UK Listing Authority and trade on the market for listed securities on the London Stock Exchange under the symbol DRTY.L. It is also listed on the NYSE Euronext Paris.
For further information, please visit the group's website, www.dartygroup.com.
Contacts
Analysts
Darty plc
Simon Ward +44 (0) 20 7269 1400
UK mediaRLM Finsbury | |
Rollo Head | +44 (0) 20 7251 3801 |
Jenny Davey |
French media
Le Public Système
Ségolène de Saint Martin +33 1 41 34 22 06
IMPORTANT NOTICE
This announcement does not, and shall not, in any circumstances, constitute a public offering or an invitation in any jurisdiction in connection with any offer.
United States
This announcement is not being made, and is not for, distribution, directly or indirectly, in or into the United States, including its territories and possessions This announcement does not constitute or form a part of any offer or solicitation to purchase or
subscribe for securities in the United States. The Notes mentioned herein have not been, and will not be, registered under the Securities Act. The Notes may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the SecuritiesAct. There will be no public offer of the Notes in the United States.
European Economic Area
This announcement has been prepared on the basis that the Offering in any Member State of the European Economic Area which has implemented the Prospectus Directive (each, a "Relevant Member State") will be made pursuant to an exemption under the Prospectus Directive from the requirement to publish a prospectus for offers of Notes. The expression "Prospectus Directive" means Directive 2003/71/EC (and amendments thereto, including the 2010 PD Amending Directive, to the extent implemented in the Relevant Member State), and includes any relevant implementing measure in the Relevant Member State and the expression "2010 PD Amending Directive" means Directive 2010/73/EU.
France
This announcement does not constitute or form part of an offer or solicitation of an offer to purchase or subscribe for securities in France. The securities referred to herein may not be and will not be offered or sold to the public in France except to qualified investors ("investisseurs qualifiés") acting for their own account, as defined in, and in accordance with Articles L. 411-2 and D. 411-1 to D. 411-3 of the French Monetary and Financial Code.
United Kingdom
This announcement is being distributed only to, and is directed at, persons who (i) are outside the United Kingdom, (ii) 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 "Financial Promotion Order"), (iii) are persons falling within Article 49(2)(a) to (d) (high net worth companies, unincorporated associations, etc.) of the Financial Promotion Order or (iv) are persons to whom an invitation or inducement to engage in investment activity (within the meaning of section 21 of the Financial Services and Markets Act 2000) in connection with the issue or sale of any Notes may otherwise lawfully be communicated (all such persons together being referred to as "relevant persons"). The investments to which this announcement relates are available only to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such investments will be available only to or will be engaged in only with, relevant persons. Any person who is not a relevant person should not act or rely on this announcement or any of its contents. This announcement is directed only at relevant persons and must not be acted on or relied on by persons who are not relevant persons.
NOTE REGARDING FORWARD-LOOKING STATEMENTS
This announcement contains forward-looking statements and information that is necessarily subject to risks, uncertainties, and assumptions. No assurance can be given that the transactions described herein will be consummated or as to the terms of any such transactions. Darty and Darty Financements SAS assume no obligation to update or correct the information contained in this announcement.
Related Shares:
DRTY.L