Positioning for post-COVID future – Update on Restructuring Plan
ZURICH Glattbrugg, January 26, 2021
As announced on 26 November 2020, gategroup Holding AG ("gategroup" or the "Company" and together with its subsidiaries, the "Group"), its shareholders, RRJ Capital Master Fund III, L.P. and Temasek (the "Shareholders") and all of the Group’s bank lenders under the senior facilities agreement dated 30 November 2018 (the "Senior Lenders" and the "SFA", respectively) have agreed to the key terms and conditions of a recapitalisation of the Company and amendment of the terms of the Group’s financial indebtedness (the “Transaction”).
Background and Practice Statement Letter
On 11 December 2020, the Company and gategroup Finance (Luxembourg) S.A. (the "Issuer"), as issuer of the CHF 350,000,000 3% bonds due 2022 (the "Bonds"), announced that, in order to implement certain aspects of the Transaction, gategroup Guarantee Limited (the "Plan Company"), a wholly owned subsidiary of the Company, had issued a practice statement letter to holders of the Bonds (the "Bondholders") and the Senior Lenders (together with the Bondholders, the "Plan Creditors") formally notifying them of the Plan Company's intention to launch an English restructuring plan under Part 26A of the United Kingdom's Companies Act 2006 (the "Plan") which will, amongst other things, amend certain terms of the Bonds and the SFA.
The practice statement letter ("Practice Statement Letter") was issued by the Plan Company on 11 December 2020 and contains important information details on the Transaction and the Plan. It is important that Plan Creditors read the Practice Statement Letter carefully, and Bondholders are strongly encouraged to participate in the Plan proceedings. Bondholders can obtain a copy of the Practice Statement Letter on the Plan portal, which can be accessed once registered on the Plan Website at https://glas.agency/investor_reporting/gategroup-en/.
As announced on 15 January 2021, the hearing (the "Convening Hearing") before the High Court of England and Wales in relation to the Plan for the purpose of seeking permission to convene a meeting of the Plan Creditors for the purpose of voting on the Plan has been adjourned to 3 and 4 February 2021. If the High Court grants permission for the meeting of Plan Creditors to be convened, that meeting is expected to be held on 8 March 2021 and the meeting materials (including the explanatory statement) are expected to be made available to Senior Lenders and Bondholders on 8 February 2021. These materials will be made available, once registered, via the Plan Website (https://glas.agency/investor_reporting/gategroup-en/). The Company’s Q3/2020 financial statements and additional financial data are available on the Company’s website: https://www.gategroup.com/en-gb/investors/restructuring-plan/.
Details of Convening Hearing
It is expected that the Convening Hearing will commence at 10.30am (UK time) on 3 February 2021 and that it will be held via Skype for Business, Microsoft Teams, or a similar system. The High Court will in due course publish details confirming the time at which the hearing will commence, the system to be used for the hearing, and how to attend the hearing. As the date and times of hearings are subject to change, Plan Creditors are encouraged to check the Insolvency and Companies List (https://www.justice.gov.uk/courts/court-lists/list-cause-rolls2/) on and from the morning of Tuesday 2 February 2021 to confirm the time and date of the Convening Hearing.
Bondholders who wish to attend the Convening Hearing may also contact Clifford Chance LLP (at ProjectGateCCrestructuring@CliffordChance.com) who will arrange for dial-in/log-in details to be provided to them.
GLAS Specialist Services Limited
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Telephone: +44 (0)20 3597 2940
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gategroup is the global leader in airline catering, retail-on-board and hospitality products and services. gategroup provides passengers with superior culinary and retail experiences, leveraging innovation and advanced technology solutions. Headquartered in Zurich, Switzerland, gategroup delivers operational excellence through the most extensive catering network in the aviation industry, serving more than 700 million passengers annually from over 200 operating units in over 60 countries/territories across all continents. In 2019, gategroup reached CHF 4.9 billion in revenues generated by approximately 43,000 employees worldwide. For further information, please visit www.gategroup.com.
This publication contains forward-looking statements and other statements that are not historical facts. The words “believe”, “anticipate”, “plan”, “expect”, “project”, “estimate”, “predict”, “intend”, “target”, “assume”, “may”, “will” “could” and similar expression are intended to identify such forward-looking statements. Such statements are made on the basis of assumptions and expectations that we believe to be reasonable as of the date of this publication but may prove to be erroneous and are subject to a variety of significant uncertainties that could cause actual results to differ materially from those expressed in forward looking statements. Among these factors are changes in overall economic conditions, changes in demand for our products, changes in the demand for, or price of, oil, risk of terrorism, war, geopolitical or other exogenous shocks to the airline sector, risks of increased competition, manufacturing and product development risks, loss of key customers, changes in government regulations, foreign and domestic political and legislative risks, risks associated with foreign operations and foreign currency exchange rates and controls, strikes, embargoes, weather-related risks and other risks and uncertainties. We therefore caution investors and prospective investors against relying on any of these forward-looking statements. We assume no obligation to update forward-looking statements or to update the reasons for which actual results could differ materially from those anticipated in such forward-looking statements, except as required by law.