General offer terms: Codere Finance has entered a restructuring to obyain
New Capital, ensure that the group can service its general corporate and
woerking capital obligations, implemet a new capital structure, reduce the
total indebtedness of the grup.
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Scheme creditors will receive: new third lien notes, Holdco Shares, EUR
Cash: key executive shares cash entitlement, USD cash: early consent fee
(if applicable)
PURCHASE AND SUBSCRIPTION: EACH SCHEME CREDITOR HAS THE RIGHT TO
PARTICIPATE IN PROVIDING the new money. the new money will COMPRISE OF: new
cash notes, THESE WILL BE INITIALLY SUBSCRIBED FOR BY Codere Finance,
HOWEVER, SCHEME CREDITORS WILL BE ENTITLED TO PURCHASE the new cash notes
from Codere Finance, and new senior private notes: USD EQUIVALENT of
EUR200 millions raised by way of the issue of new senior notes by new
Codere Finance, subscribed for directly by the scheme creditors and the
Backstop providers. the new senior private notes upfront premium of one
percent will be netted with the subscrition cost.
any schame CREDITOR WISHING TO PARTICIPATE in the new cash NOTES PURCHASE
must also participate in the new senior private notes SUBSCRIPTION and
vice versa
EARLY CONSENT FEE: AN EARLY FEE OF 0.125 PERCENT OF YOUR HOLDING ON RECORD
date will be paid to HOLDER: VOTING IN FAVOUR, and HAVING ENTERED the
LOCK-UP AGREEMENT ON OR BEFORE 10/14/14.
ENTITLEMENT: PLEASE REVIEW THE OFFER DOCUMENTS FOR FULL DETAILS of the
EXCHANGE ENTITLEMENT.
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ELIGIBLE HOLDERS MAY CHOOSE FROM THE FOLLOWING ELECTIONS:
(Option 1): non-us person vote- to vote in favor of the scheme as a non-us
Person
(Option 2): QIBS vote- to vote in favor of the scheme as a qib
(Option 3): non-us vote and subscribe- to vote in favor of the scheme as a
Nnon-us person and subscribe,
(Option 4): QIBS vote and subscribe- to vote in favor of the scheme as a
QIB and subscribe
(Option 5): non-us vote and subscribe Backstop- vote in favor of the
schame and subscribe, provided that you are a Backstop provider,
(Option 6): QIBS vote and subscribe Backstop provided to vote in favor of
The Scheme as a qib and subscribe, provided that you are a Backstop
Provider
Kind regards,
Ailady Organvidez
