Successful Offering by Europcar Mobility Group of €450 million Senior Notes

PARIS--()--Regulatory News:

Europcar Mobility Group S.A. (Paris:EUCAR) (“Europcar Mobility Group”), a société anonyme organized under the laws of France, today announced the success of the offering by Europcar Mobility Drive D.A.C. of €450 million 4.000% Senior Notes due 2026 (the “Notes”). The proceeds of the Notes will be deposited into an escrow account to be released upon the completion of certain conditions precedent upon which Europcar Mobility Group will assume the obligations of Europcar Mobility Drive D.A.C. under the Notes.

The delivery and settlement of the Notes is expected to occur on or about April 24, 2019. Application has been made to have the Notes admitted for listing on the Official List of the Luxembourg Stock Exchange and admitted for trading on the Euro MTF Market.

Europcar Mobility Group intends to use the proceeds from the issuance of the Notes, together with drawings under Europcar Mobility Group’s Senior Revolving Credit Facility and cash-in-hand, for the:

i) early redemption in full or in part of Europcar Mobility Group’s existing €600 million 5.750% Notes due 2022; and

ii) payment of estimated costs and expenses related to the issuance of the Notes.

In connection with the foregoing, Europcar Mobility Group has obtained the consent of the Senior Revolving Credit Facility lenders to increase the maximum amount available thereunder to €650 million from €500 million and has executed a commitment letter with certain lenders under the Senior Revolving Credit Facility committing to the €150 million increase.

For Caroline Parot, Chief Executive Officer and Luc Péligry, Chief Financial Officer of Europcar Mobility Group:

“We are today a mobility service company, shaped for the future and able to address mobility usages and needs in all mobility segments, with a wide range of solutions and services. All this in a very customer-centric way and with a strong financial discipline.

We decided to take advantage of a favourable market environment to launch a refinancing of our Corporate debt, including a refinancing of the €600 million 5.750% Notes due 2022 and a €150 million extension of our Senior Revolving Credit Facility.

We are pleased with its outcome which will enable Europcar Mobility Group to achieve savings of over €10 million on its existing Corporate financing.

The success of this transaction reflects the strong support expressed to us by the bond investment community for which we are grateful, as well as the confidence in Europcar Mobility Group’s ambition, business model and management team”.

Disclaimer

The distribution of this press release may be restricted by law in certain jurisdictions. Persons into whose possession this document comes are required to inform themselves about and to observe any such restrictions.

This announcement is an advertisement and not a prospectus within the meaning of Directive 2003/71/EC of the European Parliament and the Council of November 4th, 2003 and amendments thereto (the “Prospectus Directive”). No action is or will be taken in any member state of the European Economic Area to make an offer to the public of securities requiring the publication of a prospectus in any such member state.

This press release does not, and shall not, in any circumstances constitute a public offering by Europcar Mobility Group of Notes nor an invitation to the public in connection with any offer. No action has been or will be taken in any country or jurisdiction that would permit a public offering of the Notes, or the possession or distribution of this press release or any other offering or publicity material relating to the Notes, in any country or jurisdiction where action for that purpose is required. The offering or subscription of the Notes may be subject to specific legal or regulatory restrictions in certain jurisdictions. Europcar Mobility Group does not take any responsibility for any violation of any such restrictions by any person.

The Notes will be offered only to qualified investors within the meaning of Article 2(1)(e) of the Prospectus Directive.

No action has been undertaken or will be undertaken to make an offer to the public of the Notes requiring a publication of a prospectus in any Member State. As a result, the Notes may only be offered in a Member State: (a) to qualified investors as defined in the Prospectus Directive; (b) to fewer than 150, natural or legal persons (other than “qualified investors” as defined in the Prospectus Directive), in accordance with the Prospectus Directive; or (c) in any other circumstances falling within Article 3(2) of the Prospectus Directive.

The Notes will not be offered or sold, and this press release or any other offering or publicity material relating to the Notes may not be distributed, in France, except to (i) providers of investment services of portfolio management for the account of third parties and/or (ii) qualified investors (Investisseurs Qualifiés) acting for their own account, other than individuals, all as defined in, and in accordance with, Articles L.411-1, L.411-2, D.411-1 D.744-1, D.754-1 and D.764-1 of the French Code Monétaire et Financier.

This announcement does not constitute an offer to sell, or a solicitation of offers to purchase or subscribe for, securities in the United States. The Notes have not been, and will not be, registered under the Securities Act of 1933, as amended (the “Securities Act”), and may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state or local securities laws. Europcar Mobility Group has no intention to register any portion of the planned offer in the United States or to conduct a public offering of securities in the United States.

This announcement is directed only at (i) persons who are outside the United Kingdom; (ii) persons who have 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 “Financial Promotion Order”); (iii) high net worth entities, and other persons to whom it may lawfully be communicated, falling within Article 49(2)(a) to (d) of the Financial Promotion Order and (iv) persons to whom an invitation or inducement to engage in investment activity (within the meaning of Section 21 of the Financial Services and Markets Act 2000) in connection with the issue or sale of any Notes may otherwise lawfully be communicated or caused to be communicated (all such persons together being referred to as “Relevant Persons”). Any person other than a Relevant Person may not act or rely on this document or any provision thereof. Persons distributing this document must satisfy themselves that it is lawful to do so.

This press release may not be published, forwarded or distributed in the United States, Canada, Australia or Japan.

MiFID II Product governance

According to the product governance requirements contained within: (a) EU Directive 2014/65/EU on markets in financial instruments, as amended (“MiFID II”); (b) Articles 9 and 10 of Commission Delegated Directive (EU) 2017/593 supplementing MiFID II; and (c) local implementing measures, the target market assessment in respect of the Notes offered in the global offering has led to the conclusion that : (i) the target market of the Notes is eligible counterparties and professional clients, each as defined in MiFID II; and (ii) all channels for distribution of the Notes to eligible counterparties and professional clients are appropriate (the “Target Market Assessment”). Any person subsequently offering, selling or recommending the Notes (a “distributor”) should take into consideration the manufacturer’s Target Market Assessment; however, a distributor subject to MiFID II is responsible for undertaking its own target market assessment in respect of the Notes (by either adopting or refining the manufacturer’s Target Market Assessment) and determining appropriate distribution channels.

The Target Market Assessment is conducted solely for the purposes of the manufacturer’s product approval process and neither constitutes an assessment for any particular client of suitability or appropriateness for the purposes of MiFID II nor a recommendation to invest in, or purchase, or take any other action whatsoever with respect to the Notes.

Notwithstanding the Target Market Assessment, the attention of distributors is drawn to the fact that: the price of the Notes may decline and investors could lose all or part of their investment; the Notes offer no guaranteed income and no capital protection; and that an investment in the Notes is compatible only with investors who do not need a guaranteed income or capital protection, who are capable (either alone or in conjunction with an appropriate financial or other adviser) of evaluating the merits and risks of such an investment and have sufficient resources to be able to bear any losses that may result therefrom.

This press release may include projections and other “forward-looking” statements within the meaning of applicable securities laws. Any such projections or statements reflect the current views of Europcar Mobility Group about further events and financial performance.

No assurances can be given that such events or performance will occur as project and actual results may differ materially from these projections.

About Europcar Mobility Group

Europcar Mobility Group is a major player in mobility markets and listed on Euronext Paris.
The mission of the Europcar Mobility Group is to be the preferred "Mobility Service Company" by, offering attractive solutions to vehicle ownership, with a wide range of mobility-related services: vehicle-rental, driver services, car-sharing, scooter-sharing, and peer-to-peer car-rental.
Customer's satisfaction is at the heart of the Group's mission and all of its employees, and this commitment fuels the continuous development of new services.
Europcar Mobility Group operates through multi brands meeting specific needs of each customer; its 4 major brands being: Europcar® - the European leader in vehicle car rental services, Goldcar® - the most important low-cost car rental company in Europe, InterRent® - a mid-tier brand focused on leisure and Ubeeqo® - one of the European leaders in car-sharing (BtoB, BtoC).
Europcar Mobility Group delivers its mobility solutions and services worldwide through an extensive network in 135 countries (including 16 wholly owned subsidiaries in Europe and 2 in Australia and New Zealand, franchisees and partners).

Further details on:
europcar-mobility-group.com

Not for distribution, directly or indirectly, in the United States, Canada, Japan or Australia

Contacts

Europcar Mobility Group
Investor relations
Olivier Gernandt
+33 1 80 20 91 81
olivier.gernandt@europcar.com

Group Communications
Valérie Sauteret
valerie.sauteret@europcar.com

Publicis Consultants
Sébastien Gallot, sebastien.gallot@publicisconsultants.com, +33 6 64 51 25 56
Marie Quinette, marie.quinette@publicisconsultants.com, +33 6 37 19 70 04

Contacts

Europcar Mobility Group
Investor relations
Olivier Gernandt
+33 1 80 20 91 81
olivier.gernandt@europcar.com

Group Communications
Valérie Sauteret
valerie.sauteret@europcar.com

Publicis Consultants
Sébastien Gallot, sebastien.gallot@publicisconsultants.com, +33 6 64 51 25 56
Marie Quinette, marie.quinette@publicisconsultants.com, +33 6 37 19 70 04