Cyfrowy Polsat Group repaid the Senior Notes issued by Eileme 2 AB (publ) – a company from Cyfrowy Polsat Group – with the nominal value of EUR 542.5 million and USD 500 million, thereby completing the process of refinancing the current indebtedness of the Group. In September 2015, under the process of refinancing the Group’s indebtedness, the Group entered into a facility agreement with a consortium of Polish and foreign financial institutions comprising a term facility of up to PLN 11.5 billion and a revolving facility of up to PLN 1 billion and issued Series A unsecured bearer bonds with the total nominal value of PLN 1 billion in July 2015. The aforementioned activities will provide the Group with interest savings of approximately PLN 400 million annually.
“Repayment of the entire indebtedness under the Senior Notes issued by Eileme 2 – a company from Cyfrowy Polsat Group – completes a process of refinancing the indebtedness of our Group which lasted several months. I am very pleased with the results of activities in this respect. We have secured the new financing on very good terms, and what is equally important – in PLN only” says Tomasz Szeląg, Management Board Member in charge of Financing in Cyfrowy Polsat and Polkomtel. “According to our assumptions we will generate interest savings of approximately PLN 400 million annually and acquire a greater flexibility and security for our operations, a simplified indebtedness structure, as well as very good prospects for future development of the Group”.
In connection with the repayment of the indebtedness under the Senior Notes of Eileme 2, the Group increased the utilization of the PLN facility by another PLN 4.8 billion, according to the terms of the concluded agreements the Group combined the facility agreements of Cyfrowy Polsat and Polkomtel and established a new, less restrictive package of securities.
Major benefits arising from the completed refinancing process of the Group are as follows:
- decrease in average interest expenses by approximately 3 percentage points, i.e. to approximately 3.6%;
- significant interest savings of approximately PLN 400 million annually;
- positive change in the currency structure: PLN only;
- diversified sources of financing: banks and Polish bondholders;
- standardized covenants of Cyfrowy Polsat and Polkomtel;
- limited and consolidated collaterals, which may be released when the debt ratio falls below 1.75x;
- increased business and financial flexibility of the Group: lack of constraints on cash flow improves liquidity management;
- greater flexibility with respect to future investments.
The Group’s new credit facilities will bear interest at a variable rate equal to WIBOR for the relevant interest period plus the margin. The margin depends on the ratio of the net consolidated indebtedness/consolidated EBITDA and will decrease along with the decrease in the ratio itself. The period of the facility is 5 years from the date of execution of the facility agreement and the final repayment date for each of the facilities is 21 September 2020.
Complementary to the refinancing process with respect to executed credit facility agreement are the 6-year unsecured Series A bearer bonds, issued in July 2015, with the total nominal value of PLN 1 billion. They bear interest at a variable rate equal to WIBOR 6M plus 250 bps margin (with the debt ratio in a given period lower than or equal to 3.5:1). The margin increase depends on the debt ratio specified in the indenture. Interest payments under the bonds will be made every half a year.
The leaders of the consortium of Polish and foreign financial institutions that granted the Cyfrowy Polsat Group the credit facility of the total value of PLN 12.5 billion, i.e. a term facility of up to PLN 11.5 billion and a revolving facility of up to PLN 1 billion, are Powszechna Kasa Oszczędności Bank Polski S.A., Bank Zachodni WBK S.A., ING Bank Śląski S.A., Société Générale as global banking coordinators, with the participation of PZU Fundusz Inwestycyjny Zamknięty Aktywów Niepublicznych BIS 1, PZU Fundusz Inwestycyjny Zamknięty Aktywów Niepublicznych BIS 2, BNP Paribas Fortis SA/NV, Bank Polska Kasa Opieki S.A., The Bank of Tokyo-Mitsubishi UFJ Ltd., Bank of China (Luxembourg) S.A., Credit Agricole Corporate & Investment Bank, Credit Agricole Bank Polska S.A., DNB Bank Polska S.A., DNB Bank ASA, HSBC Bank Polska S.A., HSBC Bank plc, Bank Handlowy w Warszawie S.A., CaixaBank, S.A. Oddział w Polsce, mBank S.A., Bank Millennium S.A., Raiffeisen Bank Polska S.A., Goldman Sachs Bank USA, Erste Group Bank AG, Deutsche Bank Polska S.A., and UniCredit Bank AG, London Branch, acting as Facility Agent and Security Agent.
Trigon Dom Maklerski is the financial advisor and coordinator of the refinancing of indebtedness of Cyfrowy Polsat Group, while Greenberg Traurig is the legal advisor.