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Global Ports Holding PLC (GPH)
NOTICE TO HOLDERS OF Global Liman İşletmeleri A.S.'S 8.125% Senior Unsecured Notes due 2021 (collectively, the "Notes")
Extension of Early Bird Deadline and Update Regarding Discussions with the Ad Hoc Group Port Finance Investment Limited (the "Scheme Company"), a wholly-owned subsidiary of Global Liman İşletmeleri A.S. (the "Issuer"), announces today that, in connection with the scheme of arrangement relating to the refinancing of the Notes (the "Scheme") previously announced by the Issuer on 7 January 2021 and in respect of which the Practice Statement Letter was distributed on 19 January 2021 and the explanatory statement relating to the Scheme (the "Explanatory Statement") was distributed on 18 February 2021, it has elected to further extend the Early Bird Deadline from 5:00 p.m. (London time) on 19 March 2021 to 5:00 p.m. (London time) on 14 April 2021. All references to the Early Bird Deadline in the Explanatory Statement, the Scheme Creditor Letter and the other applicable Refinancing Documents should be construed accordingly. If the Scheme Company elects in its sole discretion to further extend the Early Bird Deadline, it will notify the Scheme Creditors by issuing a notice to Scheme Creditors through the Clearing Systems and making it available on the Scheme Website. The Scheme Company remains in ongoing discussions with the ad hoc group of Existing Noteholders described in the Explanatory Statement (the "Ad Hoc Group") and continues to believe that these discussions are likely to result in amendments to the terms of the proposed Refinancing . As a result, the Scheme Company has decided to extend the Early Bird Deadline and the other dates originally contemplated in the Explanatory Statement (including, but not limited to, the Custody Instructions Deadline, the Scheme Creditor Letter Deadline, the Scheme Meeting and the Scheme Sanction Hearing). It is anticipated that the revised timetable will be broadly as follows: 22 April 2021: Custody Instructions Deadline 23 April 2021: Scheme Creditor Letter deadline No later than 28 April 2021: Scheme Meeting 4 May 2021: Sanction Hearing As soon as possible after 4 May 2021: closing of Refinancing Any amendments which are made to the terms of the Refinancing as a result of the discussions with the Ad Hoc Group will apply to all claims of all Existing Noteholders in relation to the Notes equally and will be notified to Scheme Creditors together with any amendments to the timetable in accordance with the procedures set out in the Explanatory Statement. Capitalised terms used and not defined herein shall have the meanings set out in the Explanatory Statement. i2 Capital Markets Ltd acts as Information Agent in connection with the Scheme (including the Cash Option). Scheme Creditors with questions regarding the Scheme or the Scheme Meeting should contact: i2 Capital Markets Ltd
CONTACT
Alison Chilcott Email:
Martin Brown Email:
Disclaimer:
This notice does not constitute an offer to distribute, issue or sell, or a solicitation of an offer to subscribe for or purchase, any securities being offered in connection with the Refinancing or any other securities or right or interest therein in any jurisdiction in which such distribution, issue, sale or solicitation is not permitted and this notice may not be used for or in connection with an offer to, or the solicitation by, any person in any jurisdiction or in any circumstances in which such offer or solicitation is not authorised or to any person to whom it is unlawful to make such offer or solicitation. Accordingly, neither the securities being offered in connection with the Refinancing nor any other securities may be offered or sold directly or indirectly and neither this notice nor any prospectus, offering circular, form of application, advertisement, other offering or solicitation materials nor other information may be issued, distributed or published in any country or jurisdiction except in circumstances that will result in compliance with all applicable laws, orders, rules and regulations.
No component of the securities issued pursuant to the Refinancing has been or will be registered under any relevant securities laws of Australia, Canada, Japan, New Zealand, South Africa, or other relevant jurisdictions. No public offering of securities will be made in Australia, New Zealand, South Africa, Canada, or Japan.
The securities being offered in connection with the Refinancing have not been and will not be registered under the US Securities Act of 1933, as amended (the "US Securities Act") and the issuance thereof will be made pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the US Securities Act.
This announcement may include statements that are, or may be deemed to be, "forward-looking statements". These forward-looking statements may be identified by the use of forward-looking terminology, including the terms "believes", "estimates", "plans", "projects", "anticipates", "expects", "intends", "may", "will" or "should" or, in each case, their negative or other variations or comparable terminology, or by discussions of strategy, plans, objectives, goals, future events or intentions. These forward-looking statements include all matters that are not historical facts and involve predictions. Forward-looking statements may and often do differ materially from actual results. Any forward-looking statements reflect the Issuer's current view with respect to future events and are subject to risks relating to future events and other risks, uncertainties and assumptions relating to the Issuer's business, results of operations, financial position, prospects, growth or strategies and the industry in which it operates. Forward-looking statements speak only as of the date they are made and cannot be relied upon as a guide to future performance. Save as required by law or regulation, the Issuer disclaims any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements in this announcement that may occur due to any change in its expectations or to reflect events or circumstances after the date of this announcement.
No party accepts any responsibility or liability whatsoever for any loss or damage occasioned to any person arising out of the process described in this notice. |
| ISIN: | GB00BD2ZT390 |
| Category Code: | SOA |
| TIDM: | GPH |
| LEI Code: | 213800BMNG6351VR5X06 |
| Sequence No.: | 95787 |
| EQS News ID: | 1176573 |
| End of Announcement | EQS News Service |
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