Capital/Financing Update • Jul 30, 2018
Capital/Financing Update
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Subject: External financing of the buy-back programme and amendments tothe senior secured credit facilities
Current Report No. 25/2018
The Managament Board of Pfleiderer Group S.A. announces that on 30 July2018, Pfleiderer Group S.A. (the "Company") and its subsidiary, PCF GmbH(jointly, "Pfleiderer"), secured commitments with respect to additionalfinancing for the purpose of the Company's share buy-back programmeprovided by the resolutions of the Ordinary General Meeting ofShareholders described in current report No. 19/2018, which will beprovided following the execution of the amendment of the senior securedcredit facilities of Pfleiderer that were described in current reportNo. 18/2017. The signing of the documentation concerning the increasedfinancing is expected to take place within the coming days.
Following the entry into force of the amendments, which is subject tothe execution of the relevant documentation and the satisfaction ofcertain customary conditions precedent:
a) the total amount of senior secured term loan B shall be increasedfrom EUR 350 million to EUR 445 million, out of which the additionalcommitted portion of the loan in an amount of up to EUR 95 million willbe available for the implementation of the buy-back programme and tocover the transaction costs relating to the increase; andb) thepricing of the credit facilities will be adjusted. The interest marginwith respect to term loan facility B shall be changed to 500 bps fromthe level of 325 bps prior to the amendment and the applicable EURIBORfloor will be decreased to 0% from the rate of 0.75% prior to theamendment. The revolving credit facility shall have an interest marginof 325 bps. In both cases, the aforementioned margins may be decreasedby 25 bps if the net leverage becomes equal to or less than 1.50.
This report was prepared pursuant to Article 17 Section 1 of Regulation(EU) No. 596/2014 of the European Parliament and of the Council of 16April 2014 on market abuse (market abuse regulation) and on repealingDirective 2003/6/EC of the European Parliament and of the Council, andCommission Directives 2003/124/EC, 2003/125/EC and 2004/72/EC.
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