DJ R.E.A. Holdings plc: Proposal to extend the redemption date for the 7.5 per cent dollar notes 2026
R.E.A. Holdings plc (RE.)
R.E.A. Holdings plc: Proposal to extend the redemption date for the 7.5 per cent dollar notes 2026
22-Apr-2025 / 07:00 GMT/BST
=----------------------------------------------------------------------------------------------------------------------
R.E.A. Holdings plc ("REA")
Proposal to extend the redemption date for the 7.5 per cent dollar notes 2026 issued by REA from 30 June 2026 to 31
December 2028
In its annual report published on 17 April 2025, the company announced a proposal to improve the maturity profile of
its debt by inviting holders of the USD27 million nominal of 7.5 per cent dollar notes 2026 issued by REA (the "dollar
notes") to roll over their dollar notes to 31 December 2028.
Any such extension to the redemption date for the dollar notes would require the approval of the holders of the dollar
notes (the "noteholders"), to be sought by way of an extraordinary resolution (the "extraordinary resolution") proposed
at a general meeting of noteholders. In its annual report, the company also announced that it was at an advanced stage
of negotiations as regards obtaining the support of the largest holder of dollar notes to the proposal, subject to
agreement as regards further details.
REA is now pleased to announce further details of the proposed rollover, namely that:
a. arrangements be put in place whereunder any noteholder who wishes to realise their holding of dollar
notes on the current redemption date of 30 June 2026 is offered the opportunity so to do at par (the "sale
facility"); and
b. if the proposed extension of the redemption date for the dollar notes becomes effective, noteholders who
do not elect to take advantage of the sale facility ("qualifying noteholders") receive a fee (the "rollover fee")
in an amount equal to:
(1% + 2A) x B
where:
A is the percentage amount (if any) by which the 180 day Average Secured Overnight Financing Rate published by the
Federal Reserve Bank of New York on 23 June 2026 exceeds 4.5 per cent (and nil if such rate does not exceed 4.5 per
cent); and
B is the nominal amount of dollar notes held by the qualifying noteholder at 6.00 pm on the business day prior to the
date of the general meeting to be convened to consider the extraordinary resolution,
to be paid in cash on 30 June 2026.
In conjunction with the rollover, REA also proposes that the extraordinary resolution includes a further provision
sanctioning an amendment to the trust deed constituting the dollar notes to permit the capital of REA to be reduced by
up to an aggregate amount of USD20 million by the cancellation of share premium account. This would allow REA, subject to
securing other necessary approvals, to increase its distributable reserves by reducing its share premium account
without a further consent from the noteholders.
REA intends that a circular, setting out further details of the proposals and convening the general meeting to consider
the extraordinary resolution, (the "circular") will be posted to noteholders in September of this year, concurrently
with the publication of REA's half yearly results.
The largest holder of dollar notes, holding in aggregate, through two subsidiaries, USD17,570,000 nominal of dollar
notes, has now undertaken to REA that, provided that the circular is issued prior to 31 October 2025, it will procure
that its subsidiaries vote in favour of the extraordinary resolution and do not elect to take advantage of the sale
facility.
Enquiries:
R.E.A. Holdings plc
Tel: 020 7436 7877
=----------------------------------------------------------------------------------------------------------------------
Dissemination of a Regulatory Announcement that contains inside information in accordance with the Market Abuse
Regulation (MAR), transmitted by EQS Group.
The issuer is solely responsible for the content of this announcement.
=----------------------------------------------------------------------------------------------------------------------
ISIN: GB00BD8BTF36
Category Code: MSCM
TIDM: RE.
LEI Code: 213800YXL94R94RYG150
Sequence No.: 383761
EQS News ID: 2120976
End of Announcement EQS News Service
=------------------------------------------------------------------------------------
Image link: https://eqs-cockpit.com/cgi-bin/fncls.ssp?fn=show_t_gif&application_id=2120976&application_name=news&site_id=dow_jones%7e%7e%7ef1066a31-ca00-4e1a-b0a4-374bd7d0face
(END) Dow Jones Newswires
April 22, 2025 02:00 ET (06:00 GMT)
© 2025 Dow Jones News
