Paris (France), 11 June 2020 – Technicolor (Euronext Paris: TCH; OTCQX: TCLRY) (the “Company”) announces today that, in the framework of the conciliation proceedings opened on June 2nd, negotiations with its lenders are progressing and that, in order to facilitate the implementation of a restructuring transaction, the Company wishes to have the ability to request, as the case may be, (i) the opening in France of a “procédure de sauvegarde financière accélérée” (which is a form of pre-negotiated safeguard procedure with financial creditors only) (“SFA”) on Technicolor SA and (ii) the recognition of the SFA in the US, in accordance with applicable regulations (the “Recognition Procedure”). The Recognition Procedure is solely a procedure allowing the recognition of the effects of foreign proceedings in the US (here the French SFA), in a rather light process.
While the implementation of a restructuring transaction in conciliation requires the consent of 100% of the impacted lenders under the Credit Facilities, the SFA would allow for the implementation of such transaction with only a 2/3 majority of such impacted lenders.
As announced in the June 4th press release, the Company has received an indicative global proposal from financial institutions representing approximately 59% of the Term Loan B lenders and Revolving Credit Facility lenders. Such proposal addresses both the Group’s liquidity requirements and the need to deleverage the Company’s balance sheet.
It should be further noted that the SFA and the Recognition Procedure would have no impact on the other creditors of the Group, including in particular its suppliers, or on the Company’s normal operations.
Therefore, the Company announces another consent solicitation of its existing lenders under its Credit Facilities, in order to allow Technicolor to have the option to request the opening of the SFA and Recognition Procedure, without such actions constituting an event of default under the Credit Facilities.
The Company will share in due course with the market the outcome of the discussions with its lenders under the Credit Facilities.
“Credit Facilities” means, collectively, the RCF, Term Loan B, ABL Facility and Bridge Facility, as defined below:
“RCF” means the EUR 250 million revolving facilities agreement dated 21 December 2016 between, among others, the Company, Natixis as agent and Citibank N.A., London Branch as security agent (as amended, modified, supplemented, or amended and restated from time to time).
“Term Loan B” means the c. EUR 1 billion (which includes EUR 755 million term loans and USD 300 million term loans) credit agreement dated as of December 6, 2016, by and among the Company, Citibank N.A., London Branch, as collateral agent, J.P. Morgan Europe Limited, as administrative agent, J.P. Morgan Limited and Citigroup Global Markets Limited, as joint bookrunners, and the lenders and other parties from time to time party thereto (as amended, modified, supplemented, or amended and restated from time to time).
“ABL Facility” means the USD 125 million credit agreement, dated as of November 6, 2017, by and among Technicolor USA, Inc., a Delaware corporation (“Technicolor USA”), Wells Fargo Capital Finance, LLC, as agent and the lenders and other parties from time to time party thereto (as amended, modified, supplemented, or amended and restated from time to time).
“Bridge Facility” means the USD 110 million credit agreement, dated as of March 5, 2020, by and among Technicolor USA, JP Morgan Chase Bank, N.A., as agent and the lenders and other parties from time to time party thereto (as amended, modified, supplemented, or amended and restated from time to time).
Technicolor shares are on the Euronext Paris exchange (TCH) and traded in the USA on the OTCQX marketplace (OTCQX: TCLRY).
Christophe le Mignan: +33 1 88 24 32 83