Societa di Progetto Brebemi seeks approval of two STID proposals

By Sarah Lizee

Olympia, Wash., June 30 – Societa di Progetto Brebemi SpA is seeking votes from noteholders on a covenant holiday STID proposal and a disposal of concession receivables STID proposal, according to a notice.

Holders of the following notes were asked to vote:

• €15 million class A1 senior secured amortizing floating-rate notes due 2038 (ISINs: XS2059870373, XS2059868989);

• €934 million class A2 senior secured amortizing 3.375% notes due 2038 (ISINs: XS2059870969, XS2059870886);

• €1,205,000,000 class A3 senior secured zero-coupon notes due 2042 (ISIN: IT0005388019);

• €172 million subordinated secured extendable floating-rate notes due 2029 (ISIN: IT0005388068); and

• €359,115,910 senior secured loan facilities agreement dated Oct. 15, 2019.

Votes must be cast by the close of business on July 20.

No physical meetings will be held in respect of the STID proposals.

The issuer said that as a result of the pandemic restrictions, it has experienced erosion in performance and expects this to continue until the spread of Covid-19 has significantly moderated.

There is a risk that the erosion may have an impact on the financial ratios in respect of the interest payment dates falling on June 30, Dec. 31 and June 30, 2021, which would trigger an event of default.

Under the covenant holiday STID proposal, the issuer is seeking waivers relating to any financial ratio breach, other than the total debt CLCR ratio, that are tested over the next 12 months. The issuer is also seeking waivers of any default or event of default that have arisen or would otherwise arise as a consequence of any financial ratio breach during the covenant holiday.

Under the disposal of concession receivables STID proposal, the issuer is considering an option to dispose on a non-recourse basis the 2029 installment payment of €20 million to one or more financial institutions. The 2029 contributions are due to the issuer by the grantor in connection with the €260 million public grant awarded to the issuer to be paid in 13 yearly installments of €20 million from 2017 to 2029.

The issuer said it is currently discussing the structure and commercial terms of the disposal and no formal decision has been made yet.

Although no formal decisions have been made yet, the issuer said it believes that it would be efficient from a cost perspective to seek for the approval of the qualifying secured creditors under the STID Proposal also in order to avoid the need to issue multiple STID proposals that would require the qualifying secured creditors’ attention and time over the next months.

Societa di Progetto Brebemi provides infrastructure construction services. It is based in Brescia, Italy.

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