Issue of Debt

RNS Number : 3526Q

Aston Martin Lagonda Global Hld PLC

25 February 2021

 

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION,

DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES

OF AMERICA, CANADA, JAPAN OR AUSTRALIA

25 February 2021

ASTON MARTIN LAGONDA GLOBAL HOLDINGS PLC ANNOUNCES THE LAUNCH OF AN OFFERING OF £70 MILLION (US$ EQUIVALENT) AGGREGATE PRINCIPAL AMOUNT OF SENIOR SECURED NOTES DUE 2025 BY ITS SUBSIDIARY

A ston Martin Lagonda Global Holdings plc announces that its subsidiary, Aston Martin Capital Holdings Limited (the "Issuer"), today is launching an offering of £70 million (US$ equivalent) aggregate principal amount of Senior Secured Notes due 2025 (the "Notes"), which, if completed, will be used for general corporate purposes, including working capital, capital expenditures and to pay expenses and fees in connection with the offering of the Notes.

The Notes constitute a further issuance of Aston Martin Capital Holdings Limited's 10.50% Senior Secured Notes due 2025 issued in November 2020 (the "Existing Notes") and will have the same terms as those of the Existing Notes. Both issuances of notes will constitute a single class of debt security under the Indenture dated 16 November 2020, including with respect to waivers, amendments, redemptions and offers to purchase. The Notes offered in reliance on Rule 144A will be immediately fungible with the Existing Notes issued in reliance on Rule 144A. The Notes offered in reliance on Regulation S under the U.S. Securities Act will initially bear a temporary CUSIP and temporary ISIN that differ from those of the Existing Notes issued in reliance on Regulation S, but will become fully fungible after the time period specified in Regulation S, which is expected to be 40 days after the issue date of the Notes.

Enquiries

Investors and Analysts

Charlotte Cowley   Director of Investor Relations                  [phone]

                                                                                                       [e-mail] 

Media

Kevin Watters  Director of Communications                   [phone]

                                                                                                        [e-mail]

Grace Barnie  Corporate Communications Manager  [phone]

 [e-mail]  

Tulchan Communications  

Harry Cameron and Simon Pilkington                                             [phone]

Cautionary Statement

The Notes will be offered only to qualified institutional buyers pursuant to Rule 144A and to non-U.S. persons outside the United States pursuant to Regulation S under the U.S. Securities Act of 1933, as amended (the "Securities Act"), subject to prevailing market and other conditions. There is no assurance that the offering will be completed or, if completed, as to the terms on which it is completed. The Notes to be offered have not been and will not be registered under the Securities Act or the securities laws of any other jurisdiction and may not be offered or sold, directly or indirectly, in the United States or to or for the account or benefit of U.S. persons, as such term is defined in Regulation S of the Securities Act, absent registration or unless pursuant to an applicable exemption from the registration requirements of the Securities Act and any other applicable securities laws. This press release does not constitute an offer to sell or the solicitation of an offer to buy the Notes, nor shall it constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale would be unlawful.

The Notes are not intended to be offered, sold or otherwise made available to and should not be offered, sold or otherwise made available to any EEA retail investor in the European Economic Area ("EEA"). For these purposes, the term EEA retail investor means a person who is one (or more) of: (i) a retail client as defined in point (11) of Article 4(1) of Directive 2014/65/EU (as amended, "MiFID II"); or (ii) a customer within the meaning of Directive (EU) 2016/97 (as amended, the "Insurance Distribution Directive"), where that customer would not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II; or (iii) not a qualified investor as defined in Regulation (EU) 2017/1129 (as amended, the "Prospectus Regulation"). Consequently no key information document required by Regulation (EU) No 1286/2014 (as amended, the "PRIIPs Regulation") for offering or selling the Notes or otherwise making them available to EEA retail investors in the EEA has been prepared and therefore offering or selling the Notes or otherwise making them available to any EEA retail investor in the EEA may be unlawful under the PRIIPs Regulation. This announcement does not constitute and shall not, in any circumstances, constitute a public offering nor an invitation to the public in connection with any offer within the meaning of the Prospectus Regulation. The offer and sale of the Notes will be made pursuant to an exemption under the Prospectus Regulation from the requirement to produce a prospectus for offers of securities. This announcement is not a prospectus for the purposes of the Prospectus Regulation.

The Notes are not intended to be offered, sold or otherwise made available to and should not be offered, sold or otherwise made available to any UK retail investor in the United Kingdom ("UK"). For these purposes, the term UK retail investor means a person who is one (or more) of: (i) a retail client, as defined in point (8) of Article 2 of Regulation (EU) No 2017/565 as it forms part of domestic law by virtue of the European Union (Withdrawal) Act 2018 ("EUWA"); (ii) a customer within the meaning of the provisions of the Financial Services and Markets Act 2000 (as amended, "FSMA") and any rules or regulations made under the FSMA to implement Directive (EU) 2016/97, where that customer would not qualify as a professional client, as defined in point (8) of Article 2(1) of Regulation (EU) No 600/2014 as it forms part of domestic law by virtue of the EUWA ("UK MiFIR"); or (iii) not a qualified investor as defined in Article 2 of Regulation (EU) 2017/1129 as it forms part of domestic law by virtue of the EUWA (the "UK Prospectus Regulation"). Consequently no key information document required by Regulation (EU) No 1286/2014 as it forms part of domestic law by virtue of the EUWA (the "UK PRIIPs Regulation") for offering or selling the Notes or otherwise making them available to UK retail investors in the UK has been prepared and therefore offering or selling the Notes or otherwise making them available to any UK retail investor in the UK may be unlawful under the UK PRIIPs Regulation. This announcement does not constitute and shall not, in any circumstances, constitute a public offering nor an invitation to the public in connection with any offer within the meaning of the UK Prospectus Regulation. The offer and sale of the Notes will be made pursuant to an exemption under the UK Prospectus Regulation from the requirement to produce a prospectus for offers of securities. This announcement is not a prospectus for the purposes of the UK Prospectus Regulation.

The manufacturer target market (MIFID II and UK MiFIR product governance) is eligible counterparties and professional clients only (all distribution channels).

This communication does not constitute an offer of securities to the public in the United Kingdom and is being distributed only to, and is directed only at persons who are qualified investors (as defined in the Prospectus Regulation) who are (i) persons having professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended, the "Order"), or (ii) high net worth entities falling within Article 49(2)(a) to (d) of the Order, or (iii) persons to whom it would otherwise be lawful to distribute them, all such persons together being referred to as "Relevant Persons." Any investment or investment activity to which this communication relates is available only to Relevant Persons and will be engaged in only with Relevant Persons. Any person who is not a Relevant Person should not act or rely on this communication or any of its contents.

Forward-Looking Statements

This press release may include forward-looking statements. These forward-looking statements can be identified by the use of forward-looking terminology, including the terms "believes", ‟estimates", ‟anticipates", "expects", ‟intends", ‟may", ‟will" or "should" or, in each case, their negative, or other variations or comparable terminology. These forward-looking statements include all matters that are not historical facts and include statements regarding the Issuer's or its affiliates' intentions, beliefs or current expectations concerning, among other things, the Issuer's or its affiliates' results of operations, financial condition, liquidity, prospects, growth, strategies and the industries in which they operate. By their nature, forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future. Readers are cautioned that forward-looking statements are not guarantees of future performance and that the Issuer's or its affiliates' actual results of operations, financial condition and liquidity, and the development of the industries in which they operate may differ materially from those made in or suggested by the forward-looking statements contained in this press release. In addition, even if the Issuer's or its affiliates' results of operations, financial condition and liquidity, and the development of the industries in which they operate are consistent with the forward-looking statements contained in this press release, those results or developments may not be indicative of results or developments in subsequent periods.

 

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