Mitchells & Butlers obtains needed consents to amend class A2 notes

By Sarah Lizee

Olympia, Wash., Dec. 12 – Mitchells & Butlers Finance plc announced the results of its consent solicitation for its £200 million of class A1N secured floating-rate notes due 2030, £550 million of class A2 secured 5.574% notes due 2030 and £170 million of class A4 secured floating-rate notes due 2030.

The issuer said that the extraordinary resolution relating to the class A2 notes has passed, while the extraordinary resolutions relating to the class A1N and A4 notes have not passed.

Mitchells & Butlers will only proceed with the implementation of the proposals relating to the class A2 notes.

As previously reported, the issuer offered to pay a 0.2% consent fee to all holders who delivered a valid electronic voting instruction by the final expiration time of 5 p.m. ET on Dec. 10. Previously, the consent fee would only be paid to noteholders who delivered a valid electronic voting instruction by the early instruction deadline at 5 p.m. ET on Nov. 25.

Payment of the early instruction fee will take place on Dec. 13.

The issuer was seeking consents for the release of Ambac Assurance UK Ltd. from its rights and obligations under the Ambac financial guarantee in respect of the class A1N notes, the class A2 notes and the class A4 notes, and to make any consequential technical amendments necessary to the transaction documents in order to reflect such release.

The rationale for the proposal was that the release would remove a superfluous layer of credit enhancement that was originally provided to increase the ratings of the notes that is no longer necessary.

Additionally, the fees the issuer needs to pay Ambac would be reduced, resulting in higher cashflows available to secured creditors generally.

A series of meetings were held on Dec. 12 regarding the consents.

Morgan Stanley & Co. International plc (liabilitymanagementeurope@morganstanley.com) was the solicitation agent.

Lucid Issuer Services Ltd. (mbplc@lucid-is.com or +44 20 7704 0880) was the tabulation agent.

Mitchells & Butlers runs about 1,784 managed pubs, bars and restaurants throughout the United Kingdom and is based in Birmingham, England.

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