Update on Legal Proceedings against Richmond Group
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION
FOR IMMEDIATE RELEASE
4 June 2020
Amigo Holdings PLC
("Amigo" or the "Company")
Update on Legal Proceedings against Richmond Group Limited
Amigo announces that Richmond Group Limited ("Richmond") has agreed to provide signed written undertakings confirming that it shall not, and shall procure that its Associates (as defined in the Relationship Agreement between Richmond and the Company dated 29 June 2018) will not:
(i) vote in favour of the resolutions (whether itself or by proxy) to appoint Sam Wells and Nick Makin as directors of Amigo and to remove each of the current members of the board (the "Resolutions") at the upcoming general meeting to be held on 17 June 2020 (the "General Meeting"); or
(ii) take any steps to procure or facilitate the passage of any of the Resolutions at the General Meeting.
On the basis of these undertakings, the Company has agreed to stay its injunction application filed against Richmond with the High Court of Justice on 1 June 2020, and expects the necessary Court Order containing the undertakings to be issued shortly.
It is intended that the upcoming General Meeting will still go ahead as set out in the Notice of General Meeting posted on 20 May 2020 (the "Notice"). For the reasons set out in the Chairman's Letter accompanying the Notice, the strong recommendation of the board is that all other shareholders vote against the Resolutions.
Amigo notes the statement made by James Benamor, Richmond's Chairman and controlling shareholder, on social media on 3 June 2020. Mr Benamor's statement referenced that Richmond would place all of its shares in Amigo with a broker, with certain conditional sell instructions. The Company is contacting Richmond in order to better understand the terms of those sell instructions (if any) and what impact this may have on the Formal Sale Process.
This announcement contains inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) 596/2014.
Contacts:
Company
Amigo Holdings PLC investors@amigo.me
Kate Patrick Head of Investor Relations
Roger Bennett Company Secretary
Investor Relations
Hawthorn Advisors amigo@hawthornadvisors.com
Lorna Cobbett Tel: +44 (0)20 3745 4960
Additional Information
A copy of this announcement is also available on Amigo's website at: https://www.amigoplc.com/ .
The person responsible for this announcement is Roger Bennett, Company Secretary.
Senior Secured Notes
This announcement constitutes notice by Amigo Luxembourg S.A. (the "Issuer") to the holders of the Issuer's 7.625% Senior Secured Notes due 2024 (for the notes issued pursuant to Rule 144A of the United States Securities Act of 1933, ISIN: XS1533928468 and Common Code: 153392846; for the notes issued pursuant to Regulation S of the United States Securities Act of 1933, ISIN: XS1533928625 and Common Code: 153392862) (the "Notes") issued pursuant to pursuant to Section 4.03(a)(3) of an indenture dated January 20, 2017 among, inter alia, the Issuer, the guarantors named therein and U.S. Bank Trustees Limited, as trustee and security agent. Amigo Holdings PLC is the indirect parent company of the Issuer. This announcement shall constitute a "Report" to holders of the Notes.
ENDS
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