Warner Estate Holdings PLC Intention to appoint administrators and suspend (5874M)
August 28 2013 - 1:30AM
UK Regulatory
TIDMWNER
RNS Number : 5874M
Warner Estate Holdings PLC
28 August 2013
Warner Estate Holdings PLC
("Warner Estate" or the "Group" or the "Company")
Intention to appoint administrators and suspension from
trading
For some time the Company has been reliant on the support of its
lenders and other stakeholders particularly as the amount of cash
held by the Company has been low and the headroom marginal. This
situation has been announced on numerous occasions, including on 30
July 2013 and most recently on 16 August 2013.
Last night, Aviva Investors, in its capacity as operator of
Ashtenne Industrial Fund ("AIF"), served a notice on the Company
stating that in the future it would revert to paying the Group's
asset management fee quarterly in arrears in strict compliance with
the asset management agreement rather than monthly as requested by
the Group. The withdrawal of this support has significant
implications for the Group's cash flow headroom particularly given
that this asset management agreement accounts for over 90% of the
Group's current revenue. The Board having considered those
implications has resolved to appoint administrators from CCW
Recovery Solutions, over the Company's business as there no longer
remains a reasonable prospect that the Company can avoid insolvent
liquidation and the procedure of administration would be in the
best interests of creditors as a whole.
Consequently, the Company has written to the Financial Conduct
Authority to request the listing of the securities of the Company
be suspended from trading with effect from 7.30 a.m. today.
It is understood that following the appointment of
administrators AIF will terminate the asset management agreement
with the Group and enter into a contract with Hansteen Holdings PLC
("Hansteen") for it to provide those asset management services.
Following the termination of the asset management agreement and the
anticipated cancellation of listing it is expected that the
administrators will effect the sale of the Group's asset management
business to Hansteen and, upon the guidance of the administrators
the Group will effect the sale of its 5.3% equity stake in AIF to
Hansteen. Such action thereby realising value for the lenders
holding security over those assets. As a result of the termination
of the asset management agreement and the appointment of Hansteen
as the AIF asset manager all 95 employees of the Group will
automatically transfer to Hansteen on the same terms and conditions
as their employment by the Group, as required under the Transfer of
Undertakings (Protection of Employment) Regulations 2006
("TUPE").
These transactions are part of a larger transaction which is
being implemented for the benefit of AIF, through its operator
Aviva Investors. Aviva Investors has secured the support of the
Company's lenders for the implementation of this transaction.
Chairman, Philip Warner stated: "We have worked closely and
consensually with our lenders and all our key stakeholders over the
last number of years since the 2008 financial crisis to realise
sufficient value for them whilst preserving the independent
viability of the core asset management business. It is therefore
with considerable regret that the appointment of administrators
means that any potential value for our long standing and supportive
shareholders has been finally extinguished."
For further information contact:
Warner Estate Holdings PLC
Philip Warner, Chairman
Mark Keogh, Group Managing Director
Robert Game, Group Managing Director, Property
Tel: 020 7907 5100
Numis Securities Limited
Heraclis Economides
Jamie Lillywhite
Tel: 020 7260 1000.
Date: 28 August 2013
-ends-
This information is provided by RNS
The company news service from the London Stock Exchange
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