Related Party Transaction • Jun 6, 2018
Related Party Transaction
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National Storage Mechanism | Additional information
RNS Number : 4151Q
Hornby PLC
06 June 2018
Hornby PLC
("Hornby" or the "Group")
6 June 2018
New Loan Facilities
As previously announced in the last trading statement, the Board has been negotiating a new borrowing facility to support the strategy of rebuilding the brands and maximising their value over the long term.
We are delighted to announce that the Group will be replacing its current £6 million facility with Barclays with two new facilities giving a maximum borrowing capacity of £18 million. A £12 million senior secured facility is being provided by PNC Business Credit (the "PNC Facility") together with a £6 million secured facility being provided by our largest shareholder, the Phoenix UK fund (the "Phoenix Facility"). Both facilities are secured by debentures on Hornby PLC and Hornby Hobbies Limited.
Whilst the Board believes it is unlikely that we will need to draw down on the entire availability, the Board is of the opinion that having a robust balance sheet is important to give our customers, suppliers and retail partners full confidence in our ability to execute on the current plan and continue building beyond.
The Group is currently in a net cash position following the year end.
The PNC Facility
The new £12 million facility with PNC extends for 5 years and carries a margin of 2.5-3% over LIBOR. The PNC Facility has a fixed and floating charge on the assets of the Group.
The Company will be expected to provide customary operational and financial covenants to PNC on a monthly basis. The facility has an arrangement fee of 1%, attracts a non-utilisation fee of 0.75% of undrawn funds and is conditional upon the Phoenix Facility being in place.
The Phoenix Facility
The Phoenix Facility is a £6 million facility with a rolling three year term and attracts interest at a margin of 5% over LIBOR on funds drawn. Undrawn funds attract a non-utilisation fee of the higher of 1% or LIBOR.
Related Party Transaction
Phoenix Asset Management Partners Limited ("Phoenix") is interested in 93,524,498 ordinary shares of 1 pence each in the Company, representing 74.66 % of the current issued share capital of Hornby. Given that Phoenix is a substantial shareholder in the Company, the provision of the Phoenix Facility is a related party transaction pursuant to Rule 13 of the AIM Rules for Companies. The Independent Directors consider, having consulted with Liberum Capital Limited, the Company's nominated adviser, that the terms of the Phoenix Facility are fair and reasonable insofar as the Company's shareholders are concerned.
Full Year Results
More information on the progress of the strategy will be included in the full year results announcement due to be released week commencing 18 June 2018.
Enquiries:
Hornby PLC 01843 233500
Lyndon Davies, CEO
Kirstie Gould, CFO
Liberum 020 3100 2222
Neil Elliot
Neil Patel
Capital Access Group 020 3763 3400
Scott Fulton
Note:
The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulation ("MAR"). Upon the publication of this announcement via Regulatory Information Service ("RIS"), this inside information is now considered to be in the public domain. If you have any queries on this, then please contact Lyndon Davies, CEO of the Company (responsible for arranging release of this announcement) on 01843 233 500.
This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact [email protected] or visit www.rns.com.
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