Sports Direct International Plc Statement re Debenhams plc (5127V)
April 09 2019 - 2:00AM
UK Regulatory
TIDMSPD TIDMDEB
RNS Number : 5127V
Sports Direct International Plc
09 April 2019
Date: 9 April 2019
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN
PART, DIRECTLY OR INDIRECTLY IN, INTO OR FROM ANY JURISDICTION
WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF
SUCH JURISDICTION.
SPORTS DIRECT INTERNATIONAL PLC
("Sports Direct" or the "Company")
Statement regarding Debenhams plc
Sports Direct refers to its announcement of 3:09pm on 8(th)
April 2019 in which Sports Direct noted that Debenhams plc
("Debenhams") had rejected the proposal made by Sports Direct to
underwrite a GBP150 million equity issuance by Debenhams. Sports
Direct also noted that it continued to actively evaluate all
possible options to support Debenhams.
Sports Direct has since written to the board of Debenhams to
inform it that Sports Direct continues to give active consideration
to Sports Direct's pre-conditional possible offer for Debenhams at
5p in cash per ordinary share announced on 25 March 2019 (the
"Possible Offer"). Sports Direct has also made a revised proposal
to Debenhams under which Sports Direct would underwrite a GBP200
million pre-emptive equity issuance to existing Debenhams
shareholders (the "Equity Issuance").
The Equity Issuance, which would form part of a comprehensive
refinancing of Debenhams, is subject to a number of conditions, all
of which Sports Direct believes should be deliverable with the
co-operation of Debenhams and its existing lenders, including the
appointment of Mr Mike Ashley as Debenhams' CEO as soon as
practicable and Debenhams' lenders agreeing to write-off (in
aggregate) GBP82 million of Debenhams' GBP720 million total debt
facilities.
Sports Direct has informed the board of Debenhams that Sports
Direct is available to discuss this at any time. Sports Direct also
called upon the board of Debenhams to engage with Sports Direct to
find a solvent solution for Debenhams which is in the best
interests of all of Debenhams stakeholders.
Sports Direct wishes to confirm that, in addition to
consideration of the Equity Issuance, it continues to give active
consideration to the Possible Offer. Sports Direct has until 5.00pm
on 22 April 2019 to announce either a firm intention to make an
offer for Debenhams or that it does not intend to make an offer.
Sports Direct reserves the right to reduce the Possible Offer
consideration by the amount of any dividend (or other distribution)
which is paid or becomes payable by Debenhams to the holders of
Debenhams shares.
Whilst Sports Direct continues to actively evaluate all possible
options to support Debenhams, it wishes to clarify that, as a
technical matter, were it to complete, the Equity Issuance would be
an alternative transaction to the Possible Offer and vice
versa.
It is important to note that this is not an announcement of a
firm intention to make an offer under Rule 2.7 of the Code and,
accordingly, there can be no certainty that an offer will be made
for Debenhams even if the pre-conditions to the Possible Offer are
satisfied or waived.
Enquiries:
Numis (Financial adviser to Sports Direct)
Luke Bordewich
Stuart Ord +44 (0) 207 260
George Fry 1000
Sports Direct
+44 (0) 344 245
Cameron Olsen, Company Secretary 9200
Further information
Numis Securities Limited ("Numis"), which is authorised and
regulated in the United Kingdom by the Financial Conduct Authority,
is acting as financial adviser exclusively for Sports Direct and no
one else in connection with the matters set out in this
announcement and will not regard any other person as its client in
relation to the matters in this announcement and will not be
responsible to anyone other than Sports Direct for providing the
protections afforded to clients of Numis, nor for providing advice
in relation to any matter referred to herein.
This announcement is not intended to, and does not, constitute
or form part of any offer, invitation or the solicitation of any
offer to buy, sell, subscribe for any securities or the
solicitation of any vote in any jurisdiction.
The distribution of this announcement in jurisdictions outside
the United Kingdom may be restricted by law and therefore persons
into whose possession this announcement comes should inform
themselves about, and observe, such restrictions. Any failure to
comply with the restrictions may constitute a violation of the
securities law of any such jurisdiction.
In accordance with Rule 26.1 of the Code, a copy of this
announcement will be available at
http://www.sportsdirectplc.com/investor-relations.aspx by no later
than 12 noon (London time) on 9 April 2019. The content of the
website referred to in this announcement is not incorporated into
and does not form part of this announcement.
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 rns@lseg.com or visit www.rns.com.
END
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