Avanti Comms Group 86m Placing & 194m Debt for 2nd Satellite Launch
December 21 2009 - 2:00AM
UK Regulatory
TIDMVN
RNS Number : 4358E
Avanti Communications Group Plc
21 December 2009
?
Date: 21 December 2009
On behalf of: Avanti Communications Group plc ("Avanti", "the Group" or
"the Company")
Embargoed until:0700hrs
Avanti Communications Group plc
* Placing of GBP86m plus GBP194m Debt Facilities to Fund Proposed HYLAS 2
satellite launch
Highlights
* GBP86 MILLION RAISED THROUGH NEW AND EXISTING INSTITUTIONAL INVESTORS
* GBP194 MILLION DEBT FACILITIES TO BE PROVIDED OR GUARANTEED BY US AND FRENCH
EXPORT CREDIT AGENCIES AT RATES BELOW 6%
* SECOND SATELLITE TO LAUNCH IN 2012 TO PROVIDE KA BAND BROADBAND SERVICES IN
EUROPE MIDDLE EAST AND AFRICA
Background and details of the Placing
Avanti Communications Group plc (AIM: AVN), ("Avanti" or "the Company"), the
broadband satellite operator, is pleased to announce a placing ("Placing") of
21,500,000 new ordinary shares of 1p each in the Company ("Placing Shares") to
be carried out by Cenkos Securities plc ("Cenkos") with new and existing
institutional investors at a placing price of 400p per ordinary share of 1p each
in the Company ("Ordinary Shares"). The Placing, which is conditional, inter
alia, upon shareholder approval at a General Meeting to be held on 6 January
2010, will raise GBP86 million (before expenses) to fund the procurement, launch
and operation of its second satellite, called HYLAS 2.
The placing proceeds will complement debt facilities amounting to GBP194m in
aggregate to be provided by The Export-Import Bank of the United States ("Ex-Im
Bank") and COFACE (acting as a guarantor), respectively the export credit
agencies ("ECAs") of the United States of America and France (the "Debt
Facilities"). The ECAs will make debt available in support of their own national
manufacturers - Avanti will procure the HYLAS 2 satellite from Orbital Sciences
Corporation ("Orbital") of the USA and will purchase a Launch Service from
Arianespace of France. The HYLAS 2 satellite is planned to launch in the first
half of 2012.
HYLAS 1, Avanti's first satellite scheduled for launch in Q2 2010, will be the
first superfast broadband satellite launched in Europe. HYLAS 2 will duplicate
HYLAS 1 coverage over Europe, and will give Avanti a market advantage in being
the only company in Europe to offer resilient, dual redundant Ka band coverage
to its customers. It will also provide Avanti's existing European service
provider customers with more capacity when HYLAS 1 is full. HYLAS 2 will also
add new coverage in Eastern Europe, the Middle East and parts of Eastern and
Southern Africa. These new markets are expected to offer strong demand at
attractive pricing given the relative shortages of high quality terrestrial
infrastructure. The HYLAS 2 satellite has the flexibility to move power between
Europe and the newer markets to mitigate any fluctuations in market appeal and
targeting markets with the highest return.
Avanti's assessment of the overall market in EMEA suggests that there is demand
for at least 100 million satellite broadband installations. HYLAS 2 offers 8,280
MHz of capacity, versus the 3,000 MHz of HYLAS 1. It will have the capacity to
serve up to 1 million broadband customers, in addition to the 350,000 which can
be served by HYLAS 1.
The Placing Shares will represent approximately 48% of the enlarged share
capital of the Company.
John Brackenbury and Alan Foster, Directors of the Company, have subscribed for
16,000 and 20,000 Placing Shares respectively. Upon completion of the Placing
John Brackenbury will be interested in 442,891 ordinary shares representing
0.67% of the enlarged issued share capital and Alan Foster will be interested in
359,639 ordinary shares representing 0.54% of the enlarged issued share capital.
M&G Limited, which owns existing Ordinary Shares in the capital of the Company
representing approximately 11.8% of its issued share capital, has committed to
subscribe for 4,668,350 Placing Shares under the Placing. The commitment in
relation to the Placing by M&G Limited constitutes a related party transaction
under the AIM Rules. The Directors of the Company consider, having consulted
with Cenkos, its Nominated Adviser and Broker for the purposes of the AIM Rules,
that the terms of the transaction with M&G Limited are fair and reasonable
insofar as the Company's shareholders are concerned.
Application has been made to the London Stock Exchange for the Placing Shares to
be admitted to trading on AIM. It is expected that Admission will become
effective and that dealings in the Placing Shares will commence on AIM at 8.00
a.m. on 7 January 2010.
Debt Facilities
Under the proposed terms of the Debt Facilities, Ex-Im Bank will be a direct
lender to Avanti, and has signed a Facility Agreement. COFACE operates
differently, providing a guarantee to a commercial bank which then becomes the
lender of record. COFACE has provided an offer of guarantee which is open for
acceptance until March 2010 and Avanti is working with a commercial bank to
complete the necessary debt facility documentation. The terms of the two
facilities, both of which are US dollar denominated, are substantially the same.
Subject to the completion of a facility agreement with COFACE and then
achievement of certain typical milestones and conditions precedent relating to
both facilities, the Debt Facilities can be drawn down during construction and
are then repaid over a seven year period with a total maturity of 10 years. The
facilities bear an aggregate annualised interest rate including upfront fees and
recurring annual rates of below 6%.
David Williams, Chief Executive of Avanti, said:
"I am delighted to announce the financing of HYLAS 2, which has been made in a
manner which is highly efficient for shareholders. With this second satellite,
we achieve three important objectives. Firstly we diversify our risks by launch,
satellite manufacturer and geography, meaning that Avanti is a lower risk
company. Secondly we can provide in orbit resilience and redundancy, an
important factor in the maturity of our offer to larger customers. Finally we
gain access to some exciting high growth markets whilst also providing existing
customers in Europe with further capacity once HYLAS 1 is filled. HYLAS 2 is a
much larger satellite and therefore greatly increases our revenue and profit
potential. With equity dilution of less than 50%, we gain additional satellite
revenue generating capacity of 275%.
"It is clear to Avanti that the market for Ka band broadband services is growing
at a much higher rate than originally anticipated. This project enables us to
secure our position as a world leader in satellite broadband and one of the only
companies with more than one Ka band satellite.
"I am very grateful to Ex-Im Bank and COFACE and to our main suppliers Orbital
and Arianespace for their support of this ground breaking transaction. It will
have a transformational impact on profit potential, makes Avanti a lower risk
and stronger company and gives us great confidence in the next phase of our
growth."
Enquiries to:
+-----------------------------------------+---------------------------------------+
| Avanti Communications Group plc | http://www.avanti-communications.com |
+-----------------------------------------+---------------------------------------+
| David Williams | 020 7749 1600 |
+-----------------------------------------+---------------------------------------+
| | |
+-----------------------------------------+---------------------------------------+
| Redleaf Communications Ltd | avanti@redleafpr.com |
+-----------------------------------------+---------------------------------------+
| Wendy Watherston / Paul Dulieu | 020 7566 6700 |
+-----------------------------------------+---------------------------------------+
| | |
+-----------------------------------------+---------------------------------------+
| Cenkos Securities | |
+-----------------------------------------+---------------------------------------+
| Julian Morse / Ivonne Cantú | 020 7397 8900 |
+-----------------------------------------+---------------------------------------+
Notes to Editors:
About Avanti Communications
?Avanti sells satellite broadband services to telecoms companies which use them
to supply homes and
businesses.
?Avanti's first satellite, called HYLAS1 is under construction for launch in Q2
2010 and will be the first
superfast broadband satellite launched in
Europe.
?The market for 2Mb satellite broadband products in the Europe, Middle East and
Africa markets Avanti
serves is estimated at more than 100 million
homes and businesses.
?Avanti currently provides satellite broadband services to customers in Europe
using leased satellite capacity
which it will transfer to HYLAS 1 on
launch.
About EXIM BANK
The Export-Import Bank of the United States is the official export credit agency
of the United States. Ex-Im Bank's mission is to assist in financing the export
of U.S. goods and services to international markets.Ex-Im Bank does not compete
with private sector lenders but provides export financing products that fill
gaps in trade financing. Ex-Im Bank provides working capital guarantees
(pre-export financing); export credit insurance; and loan guarantees and direct
loans (buyer financing). With more than 70 years of experience, Ex-Im Bank has
supported more than $400 billion of U.S. exports, primarily to developing
markets worldwide.
http://www.exim.gov
About Orbital
Orbital develops and manufactures small- and medium-class rockets and space
systems for commercial, military and civil government customers. The company's
primary products are satellites and launch vehicles, including low-Earth orbit,
geosynchronous-Earth orbit and planetary spacecraft for communications, remote
sensing, scientific and defense missions; human-rated space systems for
Earth-orbit, lunar and other missions; ground- and air-launched rockets that
deliver satellites into orbit; and missile defense systems that are used as
interceptor and target vehicles. Orbital also provides satellite subsystems and
space-related technical services to government agencies and laboratories. More
information about Orbital can be found at http://www.orbital.com.
About Arianespace
Arianespace is the world's leading launch Service & Solutions company,
delivering innovative offer to its customers since 1980. Backed by its 23
shareholders and the European Space Agency, Arianespace proposes an unrivalled
launcher family, comprising Ariane 5, Soyuz and Vega, and an international
workforce renowned for their culture of commitment and excellence. As of
18 December 2009, Arianespace had launched a total of 277 payloads, including
more than half of all the commercial satellites now in service worldwide. It has
a backlog of 25 Ariane 5 and 10 Soyuz launches, equal to 3 years of business.
www.arianespace.com
About Coface
Coface's mission is to facilitate global business-to-business trade by offering
its 130.000 customers four business lines to fully or partly outsource trade
relationship management and to finance and protect their receivables: credit
insurance, factoring, ratings and business information and receivables
management. Thanks to the worldwide local service delivered by 6,700 staff in 67
countries, over 45% of the world's 500 largest corporate groups are already
customers of Coface.
Coface is a subsidiary of Natixis whose share capital (Tier 1) was 13.4 billion
euros end June 2009.
www.coface.com
Legal Notice
Cenkos Securities plc ("Cenkos"), which is authorised and regulated in the
United Kingdom by the FSA, is acting for the Company as Nominated Adviser and
Broker for the purposes of the AIM Rules in connection with the Placing and will
not be responsible to anyone other than the Company for providing the
protections afforded to customers of Cenkos or for providing advice in relation
to the Placing and the other arrangements described in this announcement.
The release, publication or distribution of this announcement in certain
jurisdictions may be restricted by law and therefore persons in such
jurisdictions into which this announcement is released, published or distributed
should inform themselves about and observe such restrictions.
This announcement is not an invitation nor is it intended to be an inducement to
engage in investment activity for the purpose of section 21 of FSMA. The Placing
Shares are in any event being placed only with (i) persons who have professional
experience in matters relating to investments and who are investment
professionals within the meaning of Article 19(5) of the Financial Services and
Markets Act 2000 (Financial Promotion) Order 2005 of the United Kingdom (the
"Financial Promotion Order") or (ii) persons who fall within Article 49(2)(a) to
(d) ("high net worth companies, unincorporated associations etc.") of the
Financial Promotion Order (all such persons together being referred to as
"relevant persons"). Any investment or investment activity to which this
announcement relates is available only to relevant persons and will be engaged
in only with relevant persons. Anyone other than a relevant person must not rely
on this announcement.
The Placing Shares have not been, and nor will they be, registered under the
United States Securities Act of 1933 as amended (the "Securities Act") or
qualified for sale under the laws of any state of the United States or under the
applicable laws of any of Canada, Australia, the Republic of South Africa, the
Republic of Ireland or Japan and, subject to certain exceptions, may not be
offered or sold in the United States or to, or for the account or benefit of, US
persons (as such term is defined in Regulation S under the Securities Act) or to
any national or resident of Canada, Australia, the Republic of South Africa, the
Republic of Ireland or Japan.
This information is provided by RNS
The company news service from the London Stock Exchange
END
IOEPUGCAPUPBPUU