TIDMAML
RNS Number : 4227Q
Aston Martin Lagonda Global Hld PLC
25 February 2021
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION,
DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES
OF AMERICA, CANADA, JAPAN OR AUSTRALIA
25 February 2021
ASTON MARTIN LAGONDA GLOBAL HOLDINGS PLC ANNOUNCES THE PRICING
OF $98.5 MILLION (GBP70m EQUIVALENT) AGGREGATE PRINCIPAL AMOUNT OF
10.5% SENIOR SECURED NOTES DUE 2025 BY ITS SUBSIDIARY
A ston Martin Lagonda Global Holdings plc announces that its
subsidiary, Aston Martin Capital Holdings Limited (the "Issuer"),
successfully priced $98.5 million (GBP70m equivalent) aggregate
principal amount of 10.5% Senior Secured Notes due 2025 (the
"Notes") issued at 109%, a premium which generates gross proceeds
to the Issuer of $107.4 million (GBP76m equivalent). The offering
of the Notes is subject to customary closing conditions and
settlement is expected to occur on or around 4 March 2021. The
proceeds from the offering of Notes, if completed, will be used for
general corporate purposes, including working capital, capital
expenditures and to pay expenses and fees in connection with the
offering of the Notes.
The Notes constitute a further issuance of Aston Martin Capital
Holdings Limited's 10.50% Senior Secured Notes due 2025 issued in
November 2020 (the "Existing Notes") and will have the same terms
as those of the Existing Notes. Both issuances of notes will
constitute a single class of debt security under the Indenture
dated 16 November 2020, including with respect to waivers,
amendments, redemptions and offers to purchase. The Notes offered
in reliance on Rule 144A will be immediately fungible with the
Existing Notes issued in reliance on Rule 144A. The Notes offered
in reliance on Regulation S under the U.S. Securities Act will
initially bear a temporary CUSIP and temporary ISIN that differ
from those of the Existing Notes issued in reliance on Regulation
S, but will become fully fungible after the time period specified
in Regulation S, which is expected to be 40 days after the issue
date of the Notes.
Enquiries
Investors and Analysts
Charlotte Cowley Director of Investor Relations +44 (0)7771 976764
charlotte.cowley@astonmartin.com
Media
Kevin Watters Director of Communications +44 (0)7764 386683
kevin.watters@astonmartin.com
Grace Barnie Corporate Communications Manager +44 (0)7880 903490
grace.barnie@astonmartin.com
Tulchan Communications
Harry Cameron and Simon Pilkington +44 (0)20 73534200
Cautionary Statement
The Notes will be offered only to qualified institutional buyers
pursuant to Rule 144A and to non-U.S. persons outside the United
States pursuant to Regulation S under the U.S. Securities Act of
1933, as amended (the "Securities Act"), subject to prevailing
market and other conditions. There is no assurance that the
offering will be completed or, if completed, as to the terms on
which it is completed. The Notes to be offered have not been and
will not be registered under the Securities Act or the securities
laws of any other jurisdiction and may not be offered or sold,
directly or indirectly, in the United States or to or for the
account or benefit of U.S. persons, as such term is defined in
Regulation S of the Securities Act, absent registration or unless
pursuant to an applicable exemption from the registration
requirements of the Securities Act and any other applicable
securities laws. This press release does not constitute an offer to
sell or the solicitation of an offer to buy the Notes, nor shall it
constitute an offer, solicitation or sale in any jurisdiction in
which such offer, solicitation or sale would be unlawful.
The Notes are not intended to be offered, sold or otherwise made
available to and should not be offered, sold or otherwise made
available to any EEA retail investor in the European Economic Area
("EEA"). For these purposes, the term EEA retail investor means a
person who is one (or more) of: (i) a retail client as defined in
point (11) of Article 4(1) of Directive 2014/65/EU (as amended,
"MiFID II"); or (ii) a customer within the meaning of Directive
(EU) 2016/97 (as amended, the "Insurance Distribution Directive"),
where that customer would not qualify as a professional client as
defined in point (10) of Article 4(1) of MiFID II; or (iii) not a
qualified investor as defined in Regulation (EU) 2017/1129 (as
amended, the "Prospectus Regulation"). Consequently no key
information document required by Regulation (EU) No 1286/2014 (as
amended, the "PRIIPs Regulation") for offering or selling the Notes
or otherwise making them available to EEA retail investors in the
EEA has been prepared and therefore offering or selling the Notes
or otherwise making them available to any EEA retail investor in
the EEA may be unlawful under the PRIIPs Regulation. This
announcement does not constitute and shall not, in any
circumstances, constitute a public offering nor an invitation to
the public in connection with any offer within the meaning of the
Prospectus Regulation. The offer and sale of the Notes will be made
pursuant to an exemption under the Prospectus Regulation from the
requirement to produce a prospectus for offers of securities. This
announcement is not a prospectus for the purposes of the Prospectus
Regulation.
The Notes are not intended to be offered, sold or otherwise made
available to and should not be offered, sold or otherwise made
available to any UK retail investor in the United Kingdom ("UK").
For these purposes, the term UK retail investor means a person who
is one (or more) of: (i) a retail client, as defined in point (8)
of Article 2 of Regulation (EU) No 2017/565 as it forms part of
domestic law by virtue of the European Union (Withdrawal) Act 2018
("EUWA"); (ii) a customer within the meaning of the provisions of
the Financial Services and Markets Act 2000 (as amended, "FSMA")
and any rules or regulations made under the FSMA to implement
Directive (EU) 2016/97, where that customer would not qualify as a
professional client, as defined in point (8) of Article 2(1) of
Regulation (EU) No 600/2014 as it forms part of domestic law by
virtue of the EUWA ("UK MiFIR"); or (iii) not a qualified investor
as defined in Article 2 of Regulation (EU) 2017/1129 as it forms
part of domestic law by virtue of the EUWA (the "UK Prospectus
Regulation"). Consequently no key information document required by
Regulation (EU) No 1286/2014 as it forms part of domestic law by
virtue of the EUWA (the "UK PRIIPs Regulation") for offering or
selling the Notes or otherwise making them available to UK retail
investors in the UK has been prepared and therefore offering or
selling the Notes or otherwise making them available to any UK
retail investor in the UK may be unlawful under the UK PRIIPs
Regulation. This announcement does not constitute and shall not, in
any circumstances, constitute a public offering nor an invitation
to the public in connection with any offer within the meaning of
the UK Prospectus Regulation. The offer and sale of the Notes will
be made pursuant to an exemption under the UK Prospectus Regulation
from the requirement to produce a prospectus for offers of
securities. This announcement is not a prospectus for the purposes
of the UK Prospectus Regulation.
The manufacturer target market (MIFID II and UK MiFIR product
governance) is eligible counterparties and professional clients
only (all distribution channels).
This communication does not constitute an offer of securities to
the public in the United Kingdom and is being distributed only to,
and is directed only at persons who are qualified investors (as
defined in the Prospectus Regulation) who are (i) persons having
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"), or (ii)
high net worth entities falling within Article 49(2)(a) to (d) of
the Order, or (iii) persons to whom it would otherwise be lawful to
distribute them, all such persons together being referred to as
"Relevant Persons." Any investment or investment activity to which
this communication relates is available only to Relevant Persons
and will be engaged in only with Relevant Persons. Any person who
is not a Relevant Person should not act or rely on this
communication or any of its contents.
Forward-Looking Statements
This press release may include forward-looking statements. These
forward-looking statements can be identified by the use of
forward-looking terminology, including the terms "believes",
"estimates", "anticipates", "expects", "intends", "may", "will" or
"should" or, in each case, their negative, or other variations or
comparable terminology. These forward-looking statements include
all matters that are not historical facts and include statements
regarding the Issuer's or its affiliates' intentions, beliefs or
current expectations concerning, among other things, the Issuer's
or its affiliates' results of operations, financial condition,
liquidity, prospects, growth, strategies and the industries in
which they operate. By their nature, forward-looking statements
involve risks and uncertainties because they relate to events and
depend on circumstances that may or may not occur in the future.
Readers are cautioned that forward-looking statements are not
guarantees of future performance and that the Issuer's or its
affiliates' actual results of operations, financial condition and
liquidity, and the development of the industries in which they
operate may differ materially from those made in or suggested by
the forward-looking statements contained in this press release. In
addition, even if the Issuer's or its affiliates' results of
operations, financial condition and liquidity, and the
development
of the industries in which they operate are consistent with the
forward-looking statements contained in this press release, those
results or developments may not be indicative of results or
developments in subsequent periods.
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END
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