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As announced by Delete Group Oyj (“Delete” or the “Issuer“) on 16 December 2020, Delete has, together with its financial adviser, ABG Sundal Collier ASA, initiated certain restructuring measures (the “Restructuring Measures“). On 15 January 2021, Delete announced that the holders of its secured fixed rate notes due 2021 (ISIN FI4000252119) (the “Notes“) (the “Noteholders“) approved certain amendments requested by Delete to the terms and conditions of the Notes (the “Terms and Conditions“) by which the relevant Restructuring Measures will be implemented into the Terms and Conditions. The effectiveness of the amendments to the Terms and Conditions is conditional on the satisfaction of certain conditions precedent, which include, among others, an immediate redemption of the Notes in an aggregate amount of EUR 15,000,000 (the “Redemption“). The Redemption will be financed by funds received primarily from new equity invested by the shareholders of the Issuer in an aggregate amount of at least EUR 10,000,000 (the “New Equity“) and EUR 5,000,000 out of the proceeds received from the sale of Delete Demolition Oy (the “Demolition Sale“).
Furthermore, Delete has committed to make a further redemption of EUR 10,000,000 by funds obtained from receivables sold (the “Factoring Receivables“) under a non-recourse factoring facility of the Group (the “Factoring Arrangement“) after the amendments to the Terms and Conditions have been satisfied. Such redemptions will be made in two installments of EUR 5,000,000 once the Factoring Receivables reach EUR 5,000,000 and EUR 10,000,000 thresholds or by 30 April 2021 and 31 May 2021, respectively, at the latest.
Delete announces today the status and tentative timeline of the Restructuring Measures:
- The closing of the Demolition Sale is expected to take place on 29 January 2021.
- In the extraordinary general meeting held on 15 January 2021, Delete’s shareholders resolved on the issuance of the New Equity and Delete is currently waiting for the subscription period of new shares to end. Delete has been informed that its main shareholder Ax DEL Oy has received the required investment commitment, and is willing, to subscribe the entire New Equity.
- Delete expects that the condition regarding the Redemption will be satisfied on or about 5 February 2021 when the funds received from the Demolition Sale as well as the New Equity have been obtained and paid to a blocked account held with the paying agent to be used to execute the Redemption (the “Redemption Date“).
- Delete has entered into a EUR 20,000,000 million Factoring Arrangement. Delete has made good progress utilizing the Factoring Arrangement and the first EUR 5,000,000 threshold has been reached. Therefore, the first EUR 5,000,000 payment financed by Factoring Receivables sold under the Factoring Arrangement is likely to be paid in connection with the Redemption.
- Delete is currently negotiating the loan documentation for a new super senior revolving credit facility to replace its current super senior revolving credit facility and it expects such replacement to be in place shortly after the Redemption Date. Therefore, Delete has informed the Noteholders’ agent, Nordic Trustee, that it will use its right to waive in its entirety the condition that the replacement of the super senior revolving credit facility will need to be in place before the amendments to the Terms and Conditions come into effect.
Delete expects that the conditions for effectiveness of the amendments to the Terms and Conditions will be satisfied on the Redemption Date. The record date on the basis of which the payments will be made to the Noteholders is expected to be 11 February 2021 and the payments to the Noteholders are expected to be carried out on 12 February 2021. The above presented timeline is only an estimate, and thus it is still subject to amendments for various reasons.
For more information:
Ville Mannola, CFO
phone: +358 400 357 767
DELETE GROUP IN BRIEF
Delete Group is one of the leading environmental service providers in the Nordics. After the Demolition Sale, the group offers business-critical client services, which require specialist competences and specialized equipment through two business areas: Industrial Cleaning Services and Recycling Services.
The Group is headquartered in Helsinki and employs approximately 700 professionals at over 35 locations in Finland and Sweden after the Demolition Sale.
This announcement must be read in conjunction with the notice of written procedure dated 16 December 2020 (the “Notice“). If any Noteholder is in any doubt as to the contents of this announcement, the Notice or the action it should take, such Noteholder should seek its own financial and legal advice, including in respect of any tax consequences, immediately from its stockbroker, bank manager, legal counsel, accountant or other appropriately authorised independent financial adviser.
This announcement is for information purposes only. The distribution or publication of this announcement or of the Notice in certain jurisdictions may be restricted by law and persons into whose possession this announcement or the Notice come are required by Delete to inform themselves about, and to observe, any such restrictions.
Neither this announcement nor the Notice is an offer of securities for sale in the United States or any other jurisdiction. Securities may not be offered or sold in the United States absent registration or an exemption from registration. The Notes have not been, and will not be, registered under the Securities Act of 1933, as amended (the “Securities Act“), or the securities laws of any state or other jurisdiction of the United States, and may not be offered or sold in the United States, unless an exemption from the registration requirements of the Securities Act is available.