Marie Brizard Wine & Spirits: BANKS AGREEMENT
January 17 2020 - 11:56AM
Marie Brizard Wine & Spirits: BANKS AGREEMENT
Paris, 17 January 2020
Final agreement between COFEPP, MBWS and
its banks for the sale of all outstanding bank debt
Implementation of the first tranche of
the current account advance from COFEPP amounting to
€7.6M
Following its press release of 20 December 2019,
Marie Brizard Wine & Spirits (Euronext : MBWS)
announces the execution today of a tripartite agreement regarding
the sale, by MBWS' bank lenders, of the Company's bank debt (i.e.
the credit agreement for a principal amount of €45 million
concluded on July 26, 2017 and the related guarantees -including a
first-rank pledge of the William Peel brand- as well as almost all
of the overdrafts drawn to date) to Compagnie Financière Européenne
de Prises de Participations (COFEPP), the Company's majority
shareholder, which currently holds 50.97% of MBWS' capital. The
transfer of these receivables will take place in the coming days.
In addition, COFEPP has granted MBWS a moratorium on the repayment
of these bank debts, which are to be capitalized as part of the
proposed capital increase.
In accordance with the agreement concluded on 20
December 2019, to which its subsidiary MBWS France has adhered,
COFEPP has agreed with MBWS France to make a first current account
advance of a principal amount of €7.6 million (remunerated at the
annual capitalised rate EURIBOR 3 months with a floor at zero + 425
bps) in the coming days, in order to cover its cash requirements
until mid-March 2020. As a guarantee for this first advance, MBWS
has pledged its subsidiary MBWS France and the latter has granted
pledges of its Marie Brizard brands, as well as pledges on the
shares of Cognac Gautier and the receivables it holds from that
company.
COFEPP and MBWS have also agreed to postpone
until 31 January 2020 the deadline for the lifting of the
conditions precedent for the transfer of the second tranche of
about €7.4 million under Bridge n°1, which will be used for the
needs of the business in Poland.
As a reminder, the agreement signed with COFEPP
on December 20 2019 also provides for a second current account
advance of €17 million (remunerated at the annual capitalized
EURIBOR 3-month rate with a floor at zero + 425 bps), which would
be made available to MBWS during the first quarter of 2020 (the
"Bridge n°2"), subject to (i) the agreement in principle of the
public creditors on a moratorium on a part of the Group's tax and
social security debts, (ii) the amendment of a bulk Scotch Whisky
supply contract with an MBWS supplier and (iii) the stability of
forecast cash requirements for 2020. Bridge n°2 would be secured by
several additional pledges on the Group's assets, in particular
second-rank pledges on the Sobiesksi, Marie Brizard and William
Peel brands, as well as on the shares of MBWS France (first-rank)
and Cognac Gautier (second-rank).
The terms and conditions (notably the amount,
subscription price and COFEPP's guarantee) of the MBWS capital
increase described in the press release of December 20 2019, and
the conditions precedent to such an operation, remain unchanged.
Further details will be provided at a later date on the exact terms
of the capital increase according to progress on the lifting of the
conditions precedent.
Disclaimer
This press release, the information contained
herein, does not constitute an offer to sell or subscribe, if
solicited, for securities of MBWS in Australia, Canada, Japan or
the United States of America or in any other country in which such
offer or solicitation would be prohibited.
The dissemination, publication or distribution
of this press release in certain countries may constitute a
violation of applicable laws and regulations. Consequently, persons
physically present in such countries and in which this press
release is disseminated, distributed or published must inform
themselves of and comply with any such local restrictions. This
press release must not be disseminated, published or distributed,
directly or indirectly, in Australia, Canada, Japan or the United
States of America.
This press release does not constitute a
prospectus as defined in Regulation 2017/1129 of the European
Parliament and of the Council of 14 June 2017 on the prospectus to
be published when securities are offered to the public or admitted
to trading on a regulated market and repealing the Prospectus
Directive 2003/71/EC (the "Prospectus Regulation").
No offer of MBWS securities is made, nor will be
made to the public in France, prior to the AMF's approval of a
prospectus, which will be available on the MBWS website
(http://fr.mbws.com/) and on the AMF website
(www.amf-france.org).
As regards the Member States of the European
Economic Area other than France, no action has been or will be
taken to allow a public offering of securities requiring the
publication of a prospectus in any of the Member States concerned.
Accordingly, any offer of securities of MBWS may only be made in
any of the Member States (i) to qualified investors within the
meaning of the Prospectus Regulation; or (ii) in any other case
exempting MBWS from publishing a prospectus in accordance with
Article 1(4) of the Prospectus Regulation.
About Marie Brizard Wine & Spirits Marie
Brizard Wine & Spirits is a wine and spirits group based in
Europe and the United States. Marie Brizard Wine & Spirits
stands out for its know-how, a combination of brands with a long
tradition and a spirit resolutely turned towards innovation. From
the birth of the Maison Marie Brizard in 1755 to the launch the
Fruits and Wine in 2010, the Marie Brizard Wine & Spirits Group
has been able to develop its brands in a modern way while
respecting their origins. Marie Brizard Wine & Spirits'
commitment is to offer its customers trustworthy, bold and full of
flavors and experiences. The Group now has a rich portfolio of
leading brands in their market segments, including William Peel,
Sobieski, Krupnik, Fruits and Wine, Marie Brizard and Cognac
Gautier.
Marie Brizard Wine & Spirits is listed on
Euronext Paris Compartment B (FR0000060873 - MBWS) and is part of
the EnterNext© PEA-PME 150 index
ContactImage Sept Claire
Doligezcdoligez@image7.frPhone: +33 (0)1 53 70 74 70 |
- MBWS_PR_BankAgreement_January172020_FV
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