PARIS--(BUSINESS WIRE)--Regulatory News:
Europcar Mobility Group (Paris:EUCAR):
To the Holders of the €500,000,000 2.375% Senior Secured Notes due 2022
ISINs: XS1703900594 AND XS1703900164
COMMON CODES: 170390059 AND 170390016
EC Finance plc (the "Issuer") hereby gives notice to the holders of its €500,000,000 aggregate principal amount of 2.375% Senior Secured Notes due 2022 (the "Notes") of its intention to redeem the entire principal amount of Notes outstanding in accordance with paragraph 6 thereof and Section 3.01 of the indenture, dated as of November 2, 2017 (the "Indenture") among the Issuer, Europcar Mobility Group S.A. (formerly Europcar Groupe S.A.) and Europcar International S.A.S.U., as Guarantors, The Bank of New York Mellon, London Branch, as Trustee, Transfer Agent, Principal Paying Agent and Notes Security Agent, and The Bank of New York Mellon SA/NV, Luxembourg Branch, as Registrar, Listing Agent, Luxembourg Paying and Transfer Agent. Capitalized terms have the meanings given to them in the Indenture.
For Notes initially sold pursuant to Regulation S the Common Code is 170390016 and the ISIN is XS1703900164.
For Notes initially sold pursuant to Rule 144A the Common Code is 170390059 and the ISIN is XS1703900594.
The terms and conditions of the redemption are as follows:
The redemption of the notes will be conditional on the closing on or prior to October 7, 2021 of an issue, in one or more tranches, of new Senior Secured Notes of the Issuer in an aggregate principal amount, expected to be €500,000,000 (the "New Notes"), sufficient, together with funds to be provided by Europcar International S.A.S.U., to effect the redemption of the Notes.
The redemption date for the Notes will be October 7, 2021 (the "Redemption Date"); provided, however, that if the closing of the issuance of the New Notes has not occurred on or prior to the Redemption Date, this redemption notice shall automatically, and without further notice or other action, be deemed to be cancelled and of no further force or effect and the redemption of the Notes contemplated hereby shall not occur (provided that, for the avoidance of doubt, the Issuer reserves its right under the Indenture to exercise its redemption rights in the future).
Upon the closing of the issue of New Notes on or prior to the Redemption Date in an aggregate principal amount of not less than €500,000,000, this redemption notice shall thereupon become unconditional and the Notes will thereafter be redeemed in full on the Redemption Date.
The redemption price is 100.594% of the principal amount of the Notes to be redeemed, plus accrued and unpaid interest to but excluding the Redemption Date. The aggregate redemption price for the Notes to be redeemed is therefore €507,654,027.78 (the "Redemption Price") which comprises (a) the principal amount of €500,000,000; (b) the redemption premium of €2,970,000 and (c) accrued and unpaid interest from and including May 15, 2021 to but excluding the Redemption Date of €4,684,027.78.
The Notes must be presented and surrendered to the Paying Agent, which is The Bank of New York Mellon, London Branch, One Canada Square, London, E14 5AL, United Kingdom, to collect the Redemption Price.
The payment of the Redemption Price in respect of the Notes called for redemption will occur via the procedures of Euroclear and Clearstream.
No representation is made as to the correctness or accuracy of the ISIN numbers and Common Codes listed in this notice or printed on the Notes and the redemption of the Notes called for by this Notice shall not be affected by any defect in such numbers.
Subject to the terms and conditions hereof, the entire principal amount of the Notes will be redeemed.
Unless the Issuer defaults in paying the Redemption Price, interest on the redeemed Notes ceases to accrue on and after the Redemption Date, and the only remaining right of holders of such Notes is to receive payment of the Redemption Price.
- This notice of redemption is given on September 27, 2021
This notice of redemption is given by:
EC Finance plc, the Issuer
Enquiries about the above notice of redemption should be directed to the Issuer at the following address:
EC Finance plc
C/O TMF Group 8th Floor
20 Farringdon Street
London, EC4A 4AB,