Slaughter and May is advising Thomas Cook Group plc ('Thomas Cook') on a £1.6 billion capital refinancing plan (the 'Capital Refinancing Plan').
The Capital Refinancing Plan, which was announced on 16 May 2013, comprises the following three inter-conditional financing elements:
* the raising of approximately £425 million gross proceeds from a fully underwritten placing and rights issue (the 'Placing and Rights Issue'), comprising 87,591,241 placing shares at 137 pence per share (raising £120 million); and a 2 for 5 Rights Issue of 401,556,476 new ordinary shares at 76 pence per share (raising approximately £305 million);
* the raising of EUR525 million gross proceeds (approximately £441 million) from the issuance of new bonds maturing 2020 (the 'New Bonds'), or if the New Bonds are not issued, utilisations under a fully underwritten bridge facility; and
* £691 million of new facilities (the 'New Facilities').
The Placing and the Rights Issue are subject to the approval of shareholders at an extraordinary general meeting of Thomas Cook to be held on 3 June 2013.
Credit Suisse and Gleacher Shacklock are joint sponsors and, together with Short Partners, are acting as joint financial advisers to Thomas Cook in relation to the Capital Refinancing Plan. Credit Suisse is the sole global co-ordinator and, together with Jefferies Hoare Govett, are joint corporate brokers on the Placing and Rights Issue. Members of the banking syndicate providing the New Facilities will be joint bookrunners in the proposed issuance of the New Bonds.
CONTACTS
Corporate and Commercial: William Underhill (partner), Tim Pharoah (partner), Rebecca Cousin (partner), Catherine Rutter (associate), Leo Lee (associate), Yvonne Lee (associate), Danielle Topic (associate); Financing: Richard Levitt (partner), Stephen Powell (partner), Sam Oliver (associate), Victoria Barns-Graham (associate), James Kinman (associate), Azadeh Nassiri (associate); Tax: Gareth Miles (partner), James Hume (associate); Pensions and Employment: Veena Sivapalan (associate)
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