REA Finance B.V. (RE20)
REA Finance B.V.: Further re proposals in respect of 8.75 percent guaranteed
sterling notes 2020
27-March-2020 / 08:00 GMT/BST
Dissemination of a Regulatory Announcement that contains inside information
according to REGULATION (EU) No 596/2014 (MAR), transmitted by EQS Group.
The issuer is solely responsible for the content of this announcement.
R.E.A. Holdings plc ("REA Holdings")
REA Finance B.V. ("REA Finance")
Enhanced proposals to extend the date for repayment of the 8.75 per cent
guaranteed sterling notes 2020 issued by REA Finance B.V. and irrevocably
and unconditionally guaranteed by R.E.A. Holdings plc and R.E.A. Services
Limited (the "sterling notes")
IMPORTANT UPDATE AS REGARDS THE GENERAL MEETING OF THE HOLDERS OF THE
STERLING NOTES CONVENED FOR 31 MARCH 2020
On 6 March 2020 REA Finance convened a meeting of the holders of the
sterling notes to be held at the offices of Apex Financial Services B.V. at
Van Heuven Goedhartlaan 935A, 1181LD Amstelveen, The Netherlands on 31 March
2020 at 12.00 noon (Amsterdam time) for the purpose of considering and, if
thought fit, passing a resolution, to be proposed as an extraordinary
resolution, sanctioning the proposals regarding the extension of the date
for repayment of the sterling notes from 31 August 2020 to 31 August 2025
(the "proposals").
In the current circumstances of COVID-19, it is now accepted that it is not
reasonably practicable for such meeting to be held at the offices of Apex
Financial Services B.V.as envisaged.
Accordingly, Apex Corporate Trustees (UK) Limited (as trustee for the
holders of the sterling notes (the "Noteholders")) (the "Trustee"), has
agreed, in accordance with the terms of clause 25 of the trust deed
constituting the sterling notes (the "Trust Deed"), to concur with REA
Finance (as issuer) , REA Holdings (as guarantor) and R.E.A. Services
Limited (as co-guarantor) in making a modification to the Trust Deed such
that the following be inserted as a new paragraph 27 of Schedule 3 (Meetings
of Noteholders) to the Trust Deed:
"Notwithstanding any provision to the contrary contained in the trust deed
constituting the sterling notes, the circular to Noteholders dated 6 March
2020, the notice of meeting of Noteholders dated 6 March 2020 or otherwise:
a) the meeting of Noteholders convened for 31 March 2020 to be held at the
offices of Apex Financial Services B.V. at Van Heuven Goedhartlaan 935A,
1181LD Amstelveen, The Netherlands will instead be held at the home
address of the chairman of the meeting (proposed to be Christian Wulf
representing Apex Financial Services B.V. as sole managing director of REA
Finance) and on the basis that:
i) no person other than the chairman of the meeting will be entitled to
be present in person at such meeting; and
ii) all proxies submitted or to be submitted for the meeting, to the
extent that they would be valid but for the changes proposed above, be
valid for the meeting at the new address;
b) Noteholders who would otherwise have wished, or wish, to attend the
meeting in person or by proxy may dial in to the meeting on a number
obtainable on application by email to marielle.vandebunt@Apexfs.com
(copied to Christian.Wulf@Apexfs.com); and
c) the vote at such meeting will be taken on a poll."
As noted above, in accordance with clause 25 of the Trust Deed, the Trustee
has agreed to the modification on the basis that it is of the opinion that
such modification will not be materially prejudicial to the interests of the
Noteholders.
Enquiries:
R.E.A Holdings plc
Tel: 020 7436 7877
ISIN: GB00BYY8MM32, GB00B1FWDD12
Category Code: FUR - REA Finance B.V.
TIDM: RE20
LEI Code: 2138008NELEFK21TEZ94
Sequence No.: 55022
EQS News ID: 1008847
End of Announcement EQS News Service
(END) Dow Jones Newswires
March 27, 2020 04:00 ET (08:00 GMT)
