Trading Update and Refinancing Transaction Update
Summary by AI BETAClose X
This announcement contains inside information relating to Victoria plc and its securities for the purposes of article 7 of the Market Abuse Regulation (596/2014/EU) as it forms part of the domestic law of the United Kingdom by virtue of the European Union (Withdrawal) Act 2018 ("EUWA") and as modified by or under the EUWA or other domestic law, including but not limited to the Market Abuse (Amendment) (EU Exit) Regulations (SI 2019/310) ("UK MAR").
Victoria PLC
('Victoria' or the 'Company')
Trading Update
Refinancing Transaction Update and Posting of Circular
and
Notice of General Meeting
Victoria PLC (LSE: VCP) is pleased to announce a trading update and further updates regarding the comprehensive refinancing of its outstanding €166.6 million 3.75% senior secured notes due March 2028 (the "Senior Secured Notes") and KED Victoria Holdings, LLC's ("KED Victoria") holding of Preferred Shares, which was announced by the Company on 8 July 2026 (the "Initial Announcement").
TRADING UPDATE - Recovery Continues
The Group's recovery continues despite challenging market conditions, with the UK, North American and Australian businesses all gaining market share. Organic revenue growth was approximately 4% YTD to the end of August, and would have been approximately 6% excluding Rugs, where, as expected, revenue has been temporarily constrained by the relocation of production to Turkey, with the repositioned equipment now in the final stages of commissioning. This represents the Group's first return to organic revenue growth since 2022. The Board remains focused on delivering further EBITDA improvement and cash generation, with EBITDA to the end of August, excluding Rugs' transitory losses, ahead of the prior year.
The impact of the Middle East conflict on input prices, such as oil derivatives, natural gas, diesel and freight, remains a challenge as, whilst management actively seek to mitigate the impact with price increases and efficiency measures, this capability is not unlimited.
Liquidity management is a key focus for the business through the balance of the year to fund the operational improvements being implemented. In line with the Group's active capital allocation optimisation, good progress continues to be made on property and non-core asset sales. A total of £70m in net proceeds are being targeted in FY27, and of this approximately £26m have already been completed. Negotiations are advanced on other properties and updates will be made as appropriate.
REFINANCING TRANSACTION UPDATE
As described in the Initial Announcement, the Refinancing Transaction will, upon its completion:
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Reduce senior secured debt and Preferred Shares liabilities by at least £300 million with the benefit accruing to ordinary equity holders and significantly deleveraging the Company; |
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Eliminate near-term equity dilution risk from KED Victoria's Preferred Shares; |
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Cut annual finance costs including the Preferred Shares PIK dividend by approximately £34 million; and |
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Extend debt maturities through the issue of new 2031 notes. |
Further to the Initial Announcement, the Company is pleased to confirm that it has already secured the required level of support from its Senior Secured Noteholders representing over 90 per cent of its outstanding Senior Secured Notes, and the support of KED Victoria (an affiliate of Koch Equity Development LLC), the holder of all the Preferred Shares, and irrevocable commitments from 30.4% of shareholders (including KED Victoria) to support the Refinancing Transaction.
The Board believes the Refinancing Transaction will significantly strengthen the financial position of the Company and deliver a favourable outcome for stakeholders and substantial value for Shareholders, and today's announcement provides more detailed rationale for the Refinancing Transaction the timeline to its completion.
NOTICE OF GENERAL MEETING
The Company will today publish a Circular convening a General Meeting of Shareholders which will be held at the offices of Brown Rudnick LLP, 8 Clifford Street, London, W1S 2LQ on 5 October 2026 at 1.30 p.m. to seek approval of certain components of the Refinancing Transaction from Shareholders (the "Circular").
The Circular sets out the details of the items of business to be transacted at the General Meeting, provides Shareholders with information on the background to and reasons for the Refinancing Transaction, explains why the Directors consider the Refinancing Transaction to be in the best interests of the Company, its creditors, and its Shareholders as a whole, and why they recommend that Shareholders vote in favour of the Resolutions to be proposed at the General Meeting. A summary of the background to the Refinancing Transaction is enclosed below.
A copy of the Circular containing the Notice of General Meeting will shortly be available on the Company's website at www.victoriaplc.com. All Shareholders are encouraged to submit their votes by proxy in advance of the meeting in accordance with the instructions contained in the Notice of General Meeting.
Capitalised terms used in this announcement shall bear the same meaning ascribed to such terms in the Circular.
This announcement does not contain all the information which is contained in the Circular and Shareholders should read the Circular before deciding what action to take in respect of the Refinancing Transaction.
EXPECTED TIMETABLE
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Posting of the Circular to Shareholders |
17 September 2026 |
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Latest time and date for receipt of Forms of Proxy in respect of the General Meeting |
1.30 p.m. on 1 October 2026 |
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Time and Date of the General Meeting |
1.30 p.m. on 5 October 2026 |
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Directions Hearing |
12 October 2026 |
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Launch of the Consent Solicitation |
30 October 2026 |
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Confirmation Hearing |
1 December 2026 |
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Expected expiration time of the Consent Solicitation |
Capital Reductions Effective Time (which shall be no earlier than 11:59 p.m. (New York time) on 30 November 2026) |
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Expected Completion Date of the Refinancing Transaction |
10 December 2026 |
Notes:
All references to times of day in this document are to London time.
Dates set out against events that are expected to occur after the date of the General Meeting assume that the General Meeting is not adjourned and that the Resolutions are passed at the General Meeting.
All of the above times and dates are subject to change at the Company's discretion. In the event of any change, the revised times and dates will be notified to Shareholders by an announcement through a Regulatory Information Service (as defined in the AIM Rules).
BACKGROUND TO THE REFINANCING TRANSACTION
Having considered the Company's capital structure, the upcoming maturities of existing instruments and the terms of the Preferred Shares, the Board has determined that the Refinancing Transaction, which is supported by key stakeholders, provides an appropriate pathway to reduce financial risk and positions the Group to deliver its operational plan. The Board's assessment of the commercial rationale for the Refinancing Transaction has taken into account current trading conditions, stakeholder support, comparative financing alternatives and execution risks.
Completion of the Refinancing Transaction will:
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reduce senior secured debt and preferred equity liabilities by at least £300 million with the benefit accruing to Shareholders and significantly deleverage the Company; |
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cut annual finance costs, including PIK Dividends, by approximately £34 million including approximately £5m annual cash cost; |
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extend the maturity of the Company's outstanding liabilities by amending and releasing the Senior Secured Notes' obligations such that the aggregate principal amount outstanding under the Senior Secured Notes is written down to zero and the Senior Secured Notes are concurrently released and cancelled in full and issuing New Second Priority Notes with a maturity of 5 years from their Issue Date; |
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provide additional runway for the Company to focus on profitability improvement and plans and benefit from cyclical recovery; and |
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eliminate near-term equity dilution risk of the Preferred Shares which would have been capable of conversion from 16 November 2026 by providing that the right to convert the Amended A Preferred Shares will commence only on 31 December 2031. |
Consequently, taking all these factors and benefits into account, the Directors believe that the Refinancing Transaction is in the best interests of the Company and its Shareholders.
Overview of the Refinancing Transaction
Given the multiple interested parties and financial investments involved, the Refinancing Transaction comprises two inter-conditional elements, the Notes Transaction and the Equity Transaction:
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in respect of the Notes Transaction, Senior Secured Noteholders representing over 90% of the outstanding Senior Secured Notes have agreed to support the implementation of the Notes Transaction which will involve: |
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(i) the amendment and release of the Senior Secured Notes' obligations such that the aggregate principal amount outstanding under the Senior Secured Notes is written down to zero and the Senior Secured Notes are concurrently released and cancelled in full and, in consideration for providing their consent to the release of such liability, Entitled Noteholders will receive: |
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New Second Priority Notes at the Issue Ratio by reference to Entitled Noteholders' respective holdings of participating Senior Secured Notes held as at the Record Date; |
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Accrued Interest in respect of the Entitled Noteholders' respective holdings of participating Senior Secured Notes held as at the Record Date; and |
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34,964,689 New SSN Ordinary Shares, on a pro rata basis by reference to Entitled Noteholders' respective holdings of participating Senior Secured Notes as at the Record Date, as against the aggregate of Senior Secured Notes held by the Entitled Noteholders as at the Record Date; and |
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(ii) certain Entitled Noteholders and the members of the SteerCo receiving the Notes Fees (subject to the terms of the Notes Fees and as applicable). |
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in respect of the Equity Transaction: |
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KED Victoria will release and/or convert and/or exchange 83,985 A Preferred Shares as follows: |
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6,664 A Preferred Shares will be redesignated as New KED Redesignated Ordinary Shares (being 33,320,000 Ordinary Shares); and |
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77,321 A Preferred Shares will be released and cancelled pursuant to the Capital Reductions to effect a return of capital to KED Victoria in the form of the CVR, €20,473,250 New Second Priority Notes and the New KED Capital Reduction Ordinary Shares (being 2,146 Ordinary Shares); |
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KED Victoria will retain 50,000 A Preferred Shares (with a stated, or face, value of £50 million) with amendments to certain of the existing rights attaching to these A Preferred Shares to become the Amended A Preferred Shares; |
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all of the 100,000 B Preferred Shares will be released and cancelled and credited to the Company's distributable reserves; and |
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KED Victoria will release and waive any PIK Dividends accrued as at the Completion Date. |
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Consent Solicitation
The Notes Transaction will be implemented by way of the Consent Solicitation. The Consent Solicitation is expected to launch on 30 October 2026 and the Company will arrange for the Consent Solicitation Statement to be distributed to Eligible Holders.
The Consent Solicitation Statement will solicit consents from the Eligible Holders for the Notes Transaction, in particular, to:
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amend and release the Senior Secured Notes' obligations under the Senior Secured Notes Indenture and the terms of the Senior Secured Notes and the guarantees thereof such that the aggregate principal amount outstanding under the Senior Secured Notes, including any accrued but unpaid interest thereon, is written down to zero and concurrently the Senior Secured Notes and the guarantees thereof and all liabilities and obligations with respect to the Senior Secured Notes and the guarantees thereof (including, for the avoidance of doubt, the release of all liens on the collateral with respect to the Senior Secured Notes and the guarantees thereof and the release of any accrued but unpaid interest thereon) are cancelled and released in full; |
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make any conforming changes to the Senior Secured Notes Indenture, to reflect the foregoing; and |
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instruct GLAS Trust Company LLC, as trustee for the Senior Secured Notes under the Senior Secured Notes Indenture and GLAS Trust Corporation Limited, as security agent for the Senior Secured Notes under the Senior Secured Notes Indenture to enter into a deed of release confirming, as applicable, that pursuant to the aforementioned proposed amendments and releases, the Senior Secured Notes' obligations have been amended and released such that the aggregate principal amount of the Senior Secured Notes and the guarantees thereof, including any accrued but unpaid interest thereon, have been written down to zero and the Senior Secured Notes and the guarantees thereof, and all liabilities and obligations with respect to the Senior Secured Notes and the guarantees thereof (including, for the avoidance of doubt, the release of all liens on the collateral with respect to the Senior Secured Notes and the guarantees thereof and the release of any accrued but unpaid interest) have been concurrently cancelled and released in full, |
such consents to be provided on or before the Capital Reductions Effective Time, which shall be no earlier than 11:59 p.m. (New York time) on 30 November 2026 (as may be extended by the Company in accordance with the Consent Solicitation Statement).
The Notes Transaction requires the consent of Senior Secured Noteholders of at least 90% in the aggregate principal amount of the Senior Secured Notes to refinance the entirety of the outstanding Senior Secured Notes. Under and subject to the terms and conditions of the Transaction Support Agreement, Senior Secured Noteholders representing over 90% of the Senior Secured Notes have agreed to take all lawful actions within their power necessary or desirable to support, facilitate, implement, consummate or otherwise give effect to all or any part of the Notes Transaction, including irrevocably and unconditionally to vote in favour of the Consent Solicitation.
The terms and conditions of the Transaction Support Agreement require that the Equity Transaction (including the Capital Reductions) and the Notes Transaction be interconditional and prohibit either transaction from being implemented or becoming effective unless both are implemented and become effective in full and substantially simultaneously. In addition, the Company has irrevocably undertaken that it will not deliver the Capital Reduction Order (being a Court Order which satisfies the Court Order Requirements) and the Company's statement of capital to Companies House for registration before the Transaction Implementation Agreement has been executed by the parties thereto, and the Company has agreed that the Transaction Implementation Agreement will include a condition to the delivery of such documents and an undertaking that the Company may not so deliver them unless the Notes Transaction will, within two Business Days following the registration of such Capital Reduction Order and statement of capital by the Registrar of Companies (unless agreed otherwise), become effective.
Summary of the Resolutions
Resolution 1: Redesignation of A Preferred Shares into Ordinary Shares and Allotment of Ordinary Shares
Resolution 1 is an ordinary resolution to (i) redesignate 6,664 A Preferred Shares as 33,320,000 Ordinary Shares, (ii) allot new Ordinary Shares up to a maximum aggregate nominal amount of £1,748,234.45, being the maximum required for the purposes of issuing the 34,964,689 new Ordinary Shares to the relevant Senior Secured Noteholders pursuant to the Refinancing Transaction, (iii) grant authority to the Directors to allot up to 1,155,600 new Amended A Preferred Shares (convertible into Ordinary Shares and/or Non-Voting Ordinary Shares) and/or up to 5,778,000,000 Ordinary Shares and/or Non-Voting Ordinary Shares and/or to grant rights to subscribe for Ordinary Shares and/or Non-Voting Ordinary Shares, or a combination of Amended A Preferred Shares, Ordinary Shares, Non-Voting Ordinary Shares and/or rights to subscribe for Ordinary Shares and/or Non-Voting Ordinary Shares within the authorised allotment amount, in each case upon redemption or conversion (as applicable) of the CVR in accordance with its terms, and (iv) grant authority to the Directors to allot the 2,146 New KED Capital Reduction Ordinary Shares in part consideration for the cancellation of the A Preferred Shares.
Resolution 2: Capital Reductions
Resolution 2 is a special resolution to approve the cancellation of (i) 77,321 A Preferred Shares and the amount by which the share capital is so reduced will be repaid to KED Victoria in the form of the CVR, €20,473,250 New Second Priority Notes and the New KED Capital Reduction Ordinary Shares, (ii) the share premium attaching to 6,664 A Preferred Shares that are to be redesignated in accordance with Resolution 1 in the amount of £4,998,000 and the amount by which the share capital is so reduced will be credited to the distributable reserves of the Company, and (iii) 100,000 B Preferred Shares and the amount by which the share capital is so reduced will be credited to the distributable reserves of the Company.
Resolution 3: Waiver of Pre-Emption Rights and Adoption of New Articles
Resolution 3 is a special resolution (i) to empower the Directors to allot and issue 34,964,689 new Ordinary Shares on a non-pre-emptive basis to the relevant Senior Secured Noteholders in connection with the authority granted under Resolution 1(b), (ii) to empower the Directors to allot and issue up to 1,155,600 new Amended A Preferred Shares (convertible into Ordinary Shares and/or Non-Voting Ordinary Shares) and/or up to 5,778,000,000 Ordinary Shares and/or Non-Voting Ordinary Shares and/or to grant rights to subscribe for Ordinary Shares and/or Non-Voting Ordinary Shares, or a combination of Amended A Preferred Shares, Ordinary Shares, Non-Voting Ordinary Shares and/or rights to subscribe for Ordinary Shares and/or Non-Voting Ordinary Shares within the authorised allotment amount, on a non-pre-emptive basis in each case upon redemption or conversion (as applicable) of the CVR in connection with the authority granted under Resolution 1(c), and (iii) for the New Articles to be approved and adopted as the new articles of association of the Company in substitution for and to the entire exclusion of the Existing Articles.
The Notice of General Meeting contained in the Circular sets out the full text of each Resolution.
The attention of Shareholders is drawn to the fact that the Notes Transaction and the Equity Transaction, as a whole, are interconditional and dependent upon, among other things, each of the Resolutions being passed at the General Meeting. None of the Resolutions may be passed independently of any of the other Resolutions, therefore, if any of the Resolutions are not passed, neither the Notes Transaction nor the Equity Transaction will proceed.
Recommendation
The Directors of the Company consider the proposed Refinancing Transaction to be in the best interests of the Company and its Shareholders as a whole. The Directors recommend that Shareholders vote in favour of the Resolutions as they intend to do in respect of their own beneficial holdings.
Capital Reductions
Each of the Capital Reductions contemplated by Resolution 2 is subject to and conditional upon the approval of the High Court of England and Wales. Resolution 2, which will be proposed as a special resolution, provides for the requisite approval under the Act for the Capital Reductions.
Accordingly, following the General Meeting and subject to the passing of the Resolutions, an application will be made to the Court to confirm and approve the Capital Reductions and proceedings to obtain confirmation from the Court will be undertaken as soon as possible. An initial directions hearing is due to take place on 12 October 2026 for the Court to issue directions in respect of the Capital Reductions before a final Court hearing, currently scheduled to be held on 1 December 2026, to confirm the Capital Reductions.
The Capital Reductions will become effective, in each case, following registration of the Court Order (being a Court Order which satisfies the Court Order Requirements) and the Statement of Capital by the Registrar of Companies (i.e. at the Capital Reductions Effective Time).
Related Party Transaction
Shareholders are reminded that Wood River Capital, an affiliate of KED Victoria which is itself an affiliate of Koch Equity Development LLC, holds 10.80% of the issued share capital of the Company. Consequently, Wood River Capital is a substantial shareholder as defined by the AIM Rules and therefore Wood River's participation in the Refinancing Transaction represents a related party transaction under Rule 13 of the AIM Rules. Accordingly, the independent Directors (being all directors other than Joseph Scribbins, who is also a managing director of Koch Equity Development LLC) confirm that they consider that, having consulted with the Company's Nominated Adviser, Singer Capital Markets, the terms of the Refinancing Transaction as it relates to KED Victoria are fair and reasonable insofar as the Shareholders are concerned.
Forward Looking Statements
This announcement includes "forward-looking statements". Forward-looking statements are based on the Company's beliefs and assumptions and on information currently available to the Company, and include, without limitation, statements regarding the Company's business, financial condition, strategy, results of operations, certain of the Company's plans, objectives, assumptions, expectations, prospects and beliefs and statements regarding other future events or prospects. Forward-looking statements include all statements that are not historical facts and can be identified by the use of forward-looking terminology such as the words "believe," "expect," "plan," "intend," "seek," "anticipate," "estimate," "predict," "potential," "assume," "continue," "may," "will," "should," "could," "shall," "risk" or the negative of these terms or similar expressions that are predictions of or indicate future events and future trends. By their nature, forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future. You are cautioned that forward-looking statements are not guarantees of future performance and that the Company's actual results of operations, financial condition and liquidity and the development of the industry in which the Company operates may differ materially from those made in or suggested by the forward-looking statements contained in this press release. The Company undertakes no obligation, and does not intend to update these forward-looking statements.
Cautionary Statement
This announcement and the information contained herein are for information purposes only and do not constitute a prospectus or an offer to sell, or a solicitation of an offer to buy or subscribe for, any securities in the United States of America or in any other jurisdiction.
The securities referred to in this announcement, including the New Second Priority Notes and the New SSN Ordinary Shares, have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), or the securities laws of any state or other jurisdiction of the United States, and may not be offered or sold within the United States absent registration or an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws. There will be no public offer of securities in the United States.
This announcement does not constitute or form a part of and should not be construed as (i) an offer to sell, or a solicitation of an offer to buy the Senior Secured Notes, the New Second Priority Notes or the New SSN Ordinary Shares, or (ii) an offer of, an invitation to offer, or a solicitation of an offer to buy, securities for sale in the United States or in any other jurisdiction or an inducement to enter into any investment activity. No money, securities or other consideration is being solicited by this announcement and, if sent in response to this announcement, will not be accepted. The Consent Solicitation referred to in this announcement is directed only to Eligible Holders (as defined in the Consent Solicitation Statement) and is not being made to, and will not be open to, members of the general public.
The distribution of this announcement and the Consent Solicitation Statement in certain jurisdictions may be restricted by law. Persons into whose possession this announcement comes are required by the Company to inform themselves about, and to observe, any such restrictions.
Under no circumstances shall the Consent Solicitation Statement constitute an offer to sell or issue or the solicitation of an offer to buy or subscribe for the Senior Secured Notes, New Second Priority Notes or New SSN Ordinary Shares in any jurisdiction. The Consent Solicitation Statement shall not be considered an "offer of securities to the public," or give rise to or require a prospectus in an EEA member state pursuant to Regulation (EU) 2017/1129 (as amended or superseded) or in the United Kingdom, within the meaning of regulation 7 of The Public Offers and Admissions to Trading Regulations 2024 and for the purposes of the Prospectus Rules: Admission to Trading on a Regulated Market sourcebook published by the Financial Conduct Authority.
The Consent Solicitation Statement is not being made to, and no consents are being solicited from, holders or beneficial owners of the Senior Secured Notes in any jurisdiction in which it is unlawful to make the Consent Solicitation or grant such consents. However, the Company may, in its sole discretion and in compliance with any applicable laws, take such actions as it may deem necessary to solicit consents in any jurisdiction and may extend the Consent Solicitation to, and solicit consents from, persons in such jurisdiction.
None of the Company, the Trustee, the Information and Tabulation Agent or any other person makes any recommendation as to whether or not holders of the Senior Secured Notes should deliver consents. Each Eligible Holder must make its own decision as to whether or not to deliver consents. Holders are advised to check with any bank, securities broker or other intermediary through which they hold their Senior Secured Notes when such intermediary would need to receive instructions from a noteholder in order for such Eligible Holder to participate in, or to validly revoke their instruction to participate in, the Consent Solicitation by the deadlines specified above.
The deadlines set by any such intermediary and each Clearing System for the submission and (where permitted) revocation of electronic consent instructions may be earlier than the relevant deadlines specified in the Consent Solicitation.
The communication of the Consent Solicitation Statement and any other documents or materials relating to the consents is not being made, and such documents and/or materials have not been approved, by an authorized person for the purposes of section 21 of the Financial Services and Markets Act 2000 (the "FSMA"). Accordingly, the Consent Solicitation Statement is for distribution only to persons who: (i) have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended, the "Financial Promotion Order"); (ii) are persons falling within Article 49(2)(a) to (d) (high net worth companies, unincorporated associations, etc.) of the Financial Promotion Order; (iii) are outside the UK, or (iv) are persons to whom an invitation or inducement to engage in investment activity (within the meaning of section 21 of the Financial Services and Markets Act 2000) in connection with the issue or sale of any securities may otherwise lawfully be communicated or caused to be communicated (all such persons together being referred to as "relevant persons"). The Consent Solicitation Statement is directed only at relevant persons and must not be acted on or relied on by persons who are not relevant persons. Any investment or investment activity to which the Consent Solicitation Statement relates is available only to relevant persons and will be engaged in only with relevant persons.
The making of the Consent Solicitation may be restricted by laws and regulations in some jurisdictions. Persons into whose possession the Consent Solicitation Statement comes must inform themselves about and observe these restrictions.
This announcement contains inside information within the meaning of UK MAR.
For more information contact:
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Victoria PLC Geoff Wilding, Executive Chairman Alec Pratt, Chief Financial Officer |
www.victoriaplc.com/investors-welcome via Edelman Smithfield PR |
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Singer Capital Markets (Nominated Adviser and Joint Broker) Shaun Dobson, James Fischer
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+44 (0)20 7496 3095 |
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Berenberg (Joint Broker) Ben Wright, Harry Nicholas, Tom Ballard |
+44 (0)20 3207 7800
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Edelman Smithfield (Investor Relations) Alex Simmons |
+44 (0)7970 174 353 or alex.simmons@edelmansmithfield.com |
About Victoria PLC (www.victoriaplc.com)
Established in 1895 and listed since 1963 and on AIM since 2013 (VCP.L), Victoria PLC, is an international manufacturer and distributor of innovative flooring products. The Company, which is headquartered in Worcester, UK, designs, manufactures and distributes a range of carpet, flooring underlay, ceramic tiles, LVT (luxury vinyl tile), artificial grass and flooring accessories.
Victoria has operations in the UK, Spain, Italy, Belgium, the Netherlands, Germany, Turkey, the USA, and Australia and employs approximately 5,000 people across more than 30 sites. Victoria is Europe's largest carpet manufacturer and the second largest in Australia, as well as the largest manufacturer of underlay in both regions.
The Company's strategy is designed to create value for its shareholders and is focused on consistently increasing earnings and cash flow per share via acquisitions and sustainable organic growth.
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