NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, TO ANY PERSON LOCATED OR RESIDENT IN OR INTO JAPAN OR AUSTRALIA OR IN ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS ANNOUNCEMENT
PLAY HOLDINGS 2 S.À R.L. ANNOUNCES €125 MILLION ADDITIONAL SENIOR SECURED NOTES OFFERING
LUXEMBOURG – MARCH 12, 2015
Play Holdings 2 S.à r.l. (the “Parent”) announced today that its wholly-owned indirect subsidiary, Play Finance 2 S.A. has launched an offering of €125 million aggregate principal amount of its 5¼% senior secured notes due 2019 (the “Additional Notes”) in a private placement to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended, and outside the United States to certain non-U.S. persons pursuant to Regulation S under the Securities Act of 1933, as amended (the “Offering”).
The Additional Notes will be issued under the same indenture under which the existing senior secured notes are issued and be fungible with the existing fixed rate senior secured notes. In the event that we purchase spectrum in the ongoing auctions, we intend to use the net proceeds from the Offering towards financing our bid. If our bid is not successful, as well as in the interim before applying such proceeds to finance any possible bid, we intend to use such proceeds for working capital, and otherwise general corporate purposes.
The sole global coordinator and physical bookrunner is J.P. Morgan.
Separately, in March 2015, P4 Sp. z o.o. (the “Company”) and Bank Zachodni WBK S.A. (the “Bank”) entered into an overdraft facility agreement pursuant to which the Bank made an overdraft facility available to the Company with the purpose of providing working capital to the Company. The maximum amount available under the overdraft facility is PLN 150 million, which will be reduced to PLN 75 million in September 2015. The facility must be repaid on March 4, 2016 and the applicable interest rate is the one-month WIBOR rate plus a margin of 1.8%.
For further information please contact:
ir@play.pl
Phone: +48 22 319 4 319
Phone: +48 22 319 4 000
Cautionary Statement
This press release is for information purposes only and does not constitute a prospectus or any offer to sell or the solicitation of an offer to buy any security in the United States of America or in any other jurisdiction. No securities have been registered under the U.S. Securities Act of 1933, as amended (the “Act”), and no securities may be offered or sold in the United States or to a U.S. person absent registration or an applicable exemption from the registration requirements under the Act.
The Notes have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), or applicable state securities laws. Accordingly, the Notes will be offered only to qualified institutional buyers and to persons outside the United States in reliance on Rule 144A and Regulation S under the Securities Act, respectively. Unless so registered, the Notes may not be offered or sold in the United States except pursuant to an exemption from the registration requirements of the Securities Act and applicable state securities laws. Prospective purchasers that are qualified institutional buyers are hereby notified that the seller of the Notes may be relying on the exemption from the provisions of Section 5 of the Securities Act provided by Rule 144A.
This news release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state.
This press release contains forward-looking statements. You should not place undue reliance on such statements because they are subject to numerous risks and uncertainties relating to Play Holdings 2 S.à r.l.’s and its subsidiaries (together the “Company”) operations and business environment, all of which are difficult to predict and many are beyond the Company’s control. Forward-looking statements include information concerning the Company’s possible or assumed future results of operations, including descriptions of its business strategy. These statements often include words such as “may,” “might,” “will,” “could,” “would,” “should,” “expect,” “plan,” “anticipate,” “intend,” “seek,” “believe,” “estimate,” “predict,” “potential,” “continue,” “contemplate,” “possible” or similar expressions. The forward-looking statements contained in this press release are based on our current expectations and estimates of future events and trends, which affect or may affect our businesses and operations. You should understand that these statements are not guarantees of performance or results. They involve known and unknown risks, uncertainties and assumptions. Although the Company believes that these forward-looking statements are based on reasonable assumptions, you should be aware that many factors could affect its actual financial results or results of operations and could cause actual results to differ materially from those in these forward-looking statements.
About Play
Play Holdings 2 S.à r.l. owns indirectly 100% shares in P4 Sp. z o.o.
P4 Sp. z o.o., trading as Play, is a consumer-focused mobile network operator in Poland with over 10.9 million subscribers. Play provides mobile voice, messaging and data offerings and services to consumers and businesses (in particular to small office/home office subscribers and small/medium enterprises) on a contract and prepaid basis under our umbrella brand “PLAY”. Play provides these services via an extensive, modern and cost-efficient 2G/3G/4G LTE telecommunications network. Through this network PLAY provides coverage to 88% of the Polish population as of March 31, 2014, and available network is extended to 99% of the population through long-term national roaming/network sharing agreements with the other three major Polish mobile network operators.