Technicolor Creative Studios: Update on the Company's Refinancing
09 Juni 2023 - 8:03AM
PRESS RELEASE
Technicolor Creative
StudiosUpdate on the Company's Refinancing
Paris
(France),
June 9,
2023 - Technicolor Creative Studios (Euronext
Paris: symbol TCHCS) (the "Company")
announces today the successful completion of the main steps
required under the conciliation protocol entered into in March 2023
(the “Conciliation Protocol”).
As a reminder, and as described in the Company's
press release dated April 3, 2023, the Conciliation Protocol
provides that the refinancing consists of (i) a new money financing
for a total principal amount, net of commissions, original issue
discount and underwriting fees, of approximately 170 million euros,
including (x) a first refinancing tranche for a total principal
amount of 85,000,000 euros granted at the beginning of April and
(y) a second refinancing tranche for a total principal amount of
85,000,000 euros drawn yesterday and (ii) the reinstatement of
existing indebtedness (the “Refinancing”).
-
Availability of the
second tranche of
refinancing for
an aggregate principal
amount of
85,000,000 euros
- The
drawdown of the second tranche of the super senior credit facility
fully underwritten by the principal lenders (the “New Money
Lenders”) for an amount of approximately fifty million
euros (€50,000,000) increased by an amount of approximately five
million dollars ($5,000,000) (in each case, after deduction of the
original issue discount) was completed yesterday.
- The
Company issued yesterday 300,675,053 notes convertible into shares
(the “Convertible Notes”) subscribed by its main
shareholders: Angelo Gordon, Bpifrance Participations, Briarwood,
Barclays and Vantiva S.A. (the “Beneficiaries”)1,
for a total amount of sixty million euros (€60,000,000) (net of
OID) through (i) a cash payment of €30,000,000 and (ii) a set-off
against certain, liquid and due receivables of €30,000,000 held by
the Beneficiaries (excluding Vantiva S.A.) against the Company
pursuant to the bridge bonds made available under the first tranche
of the refinancing.
- The
Company also allocated yesterday 501,125,088 warrants giving the
right to subscribe to a maximum number of 501,125,088 new shares,
at a price of one euro cent (0.01 euro) per new share to the New
Money Lenders (the “New Money Warrants”).
-
Implementation of the restructuring of the
Company's existing debt
- The
Company finalized and signed yesterday a subordinated debt
agreement under which a portion of first lien facility of c. 621
million euros (the "First Lien Facility") is
converted into a subordinated instrument stapled with the First
Lien Facility for a total amount of c. 170 million euros.
- In
addition, the Company yesterday converted into equity part of the
receivables held by the lenders under the First Lien Facility, for
a total amount of 29,999,999.88 euros by means of a share capital
increase reserved for these lenders, for a total amount (including
nominal value and issue premium) of 29,999,999.88 euros, consisting
of the issuance of 2,004,500.355 new ordinary shares with a par
value of 0.01 euro each, at a subscription price of 0.014966323057
euro each, subscribed by way of set-off of receivables (the
“Reserved Share Capital
Increase”).
For further details concerning the terms and
conditions of the Reserved Share Capital Increase, the Convertible
Notes issuance and the issuance and allocation of the New Money
Warrants, please refer to the prospectus consisting of the
Company's universal registration document, approved by the Autorité
des marchés financiers (the “AMF”) on April 21,
2023 under number R.23-013, the securities note (note d’opération),
and the summary of the prospectus (included in the securities
note), approved by the AMF on May 2, 2023 under number 23-139 (the
“Prospectus”). The Reserved Share Capital
Increase, the issuance of the Convertible Notes and the issuance
and allocation of the New Money Warrants were authorized by the
Company's general shareholders’ meeting of May 15, 2023 (the
“General Meeting”).
A reverse share split was decided by the Chief
Executive Officer on May 30, 2023, following sub-delegation by the
Board of Directors on May 15, 2023, in accordance with the
twenty-sixth resolution of the General Meeting, subject to the
completion, on the date of commencement of the reverse share split
operations set on June 16, 2023, of the share capital reduction
through decrease of the shares’ par value pursuant to the
thirteenth resolution of the General Meeting and of the Reserved
Share Capital Increase. Following the fulfillment of these two
conditions2, the reverse share split will take place in accordance
with the timeline provided in the Company's press release dated May
31, 2023.
***
ABOUT TECHNICOLOR CREATIVE STUDIOS
Technicolor Creative Studios shares are admitted
to trading on the regulated market of Euronext Paris (TCHCS)
Technicolor Creative Studios is a creative
technology company providing world-class production expertise
driven by one purpose: The realization of ambitious and
extraordinary ideas. Home to a network of award-winning studios,
MPC, The Mill, Mikros Animation and Technicolor Games, we inspire
creative companies across the world to produce their most iconic
work.
Our global teams of artists and technologists
partner with the creative community across film, television,
animation, gaming, brand experience and advertising to bring the
universal art of storytelling to audiences everywhere.
www.technicolorcreative.com
***Investor Relations
Contact:investor.relations@technicolor.com
Corporate press:Image 7:
Technicolorcreative@image7.fr
1 Details of the breakdown of the Beneficiaries’
subscriptions are given in the Prospectus and in the notice of
meeting brochure of the General Meeting.
2 On the completion of the share capital
reduction, please refer to the Company's press release dated May
31, 2023, available at www.technicolorcreative.com.
- Update on the Company's Refinancing
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