19 December
2016
Clear Leisure plc
("Clear Leisure", "the Group" or "the Company")
Update
on Bond Holder Meeting
and Loan Facility
Bond Holder Meeting
On 28 November, the Company announced that it had written to
holders of its EUR 9.9 million Bond
(the "Bond"), due on 15 December
2017, convening a meeting at 10
a.m. on 16 December 2016, at
the Company's registered office at 22 Great James Street,
London, WC1N 3ES.
All Bondholders who were present indicated that they wished to
vote in favour. They represented over 39.39 per cent of nominal
amount of Bonds outstanding.
However, insufficient Bondholders were present to form a quorum
and the Meeting was adjourned to 10
a.m. on 30 December 2016 at
the Company's registered office.
The quorum requirement at the adjourned meeting is reduced from
Bondholders present in person or by proxy holding Bonds
representing 66.66 per cent to such Bondholders holding 25 per
cent.
Bondholders who wish to vote and whose Bonds are held in the
name of a broker, dealer, commercial bank, trust company or other
nominee institution (including as CDIs) must contact such nominee
promptly and instruct or make arrangements with such nominee to
vote in accordance with the customary procedures of the Clearing
Systems on behalf of the Bondholders. Proxies are due no later than
10 a.m. on 28
December 2016.
New Loan Facility
The Board is pleased to announce that the Company has entered
into an unsecured convertible loan facility agreement (the
Facility") with Eufingest S.A ("Eufingest"), a Swiss investor and
major shareholder in the Company.
Under the Facility, Eufingest provides EUR 60,000 at an interest rate of 2.5 per cent
per annum. The Facility is repayable on 30 April
2017.
The proceeds of the Facility will be used to fund subsidiaries
costs.
The Company may repay the Facility early at any time without
penalty. At any time before 30April 2017, Eufingest may
convert the outstanding balance of the Facility into Shares at the
rate of 0.80 pence per Share.
Eufingest is the beneficial holder of more than 10 per cent of
the ordinary share capital of the Company. Eufingest is
therefore a "related party" for the purposes of the AIM Rules.
The Directors of the Company (each of whom is independent from
Eufingest), having consulted with the Company's NOMAD, consider the
terms of the transaction to be fair and reasonable insofar as
shareholders are concerned.
Eufingest, as the largest shareholder, remains fully supportive
of the Board’s efforts to realise value from its investments.
Francesco Gardin, CEO and
Chairman of Clear Leisure, commented, "We are pleased to have
secured this loan from one of our longest standing shareholders and
which will enable us to continue the process of restructuring the
Company to help us realise the value of our non-core assets."
-ends-
For further information please
contact:
Clear Leisure plc
+39 335 296573
Francesco Gardin, CEO and Executive
Chairman
ZAI Corporate Finance (Nominated Adviser)Tim Cofman/Jamie
Spotswood/Peter
Trevelyan-Clark
+44 (0)20 7060 2220
Peterhouse Corporate Finance (Joint Broker)
+44 (0) 20 7469 0935
Lucy Williams / Heena Karani
Cadogan Leander (Financial PR)
+44
(0) 7795 168 157
Christian Taylor-Wilkinson
About Clear Leisure Plc
Clear Leisure plc (AIM: CLP) is an AIM listed investment company
with a portfolio of companies primarily encompassing the leisure
and real estate sectors mainly in Italy. The Company may be either a passive or
active investor and Clear Leisure's investment rationale ranges
from acquiring minority positions with strategic influence through
to larger controlling positions. For further information, please
visit, www.clearleisure.com