2013-03-19 01:00:56 -
Rexel announced today that it has refinanced its previous senior credit facility
with a new € 1.1bn senior credit facility.
About the new senior credit facility
Rexel has refinanced its €1,700,000,000 existing revolving credit facilities
agreement dated 17 December 2009 as amended on 21 April 2011 by entering on 15
March 2013 into a new revolving credit facility agreement (the "Senior Facility
Agreement") with Crédit Agricole Corporate and Investment Bank (also acting as
Documentation Agent, Facility Agent and Swingline Agent), BNP Paribas, Crédit
Industriel et Commercial, HSBC France, ING Bank S.A., Succursale en France,
Natixis and Société Générale Corporate & Investment Banking as Mandated Lead
Arrangers and Bookrunners.
The Senior Facility Agreement
consists of a five-year multicurrency revolving
credit facility for an aggregate maximum amount of €1.1 billion which can also
be drawn down through swingline loans for an aggregate amount of up to €165
million.
Rexel is the sole borrower under the Senior Facility Agreement. No guarantee or
security has been granted by any member of the Group under the Senior Facility
Agreement.
Interest and margin
Amounts drawn bear interest at a rate determined in reference to (i) the EURIBOR
rate when funds are made available in Euro or the LIBOR rate when funds are made
available in currencies other than Euro, (ii) the applicable margin, (iii)
certain premia for loans in currencies other than euro and (iv) mandatory costs
(representing the costs to be borne by the lenders for the financing of the
banking control system imposed by the banking regulatory authorities of their
respective countries), if any.
Swingline drawings bear interest at a rate determined in reference to (i) the
EONIA rate, (ii) the applicable margin and (iii) mandatory costs, if any.
The initial applicable margin is 2.00% per annum and varies in accordance with
the leverage ratio (defined as the ratio of consolidated adjusted total net debt
to consolidated adjusted EBITDA, in each case as such terms are defined under
the Senior Facility Agreement) calculated as of 31 December and 30 June of each
year. The margin ranges from 1.45% to 3.00%.
In addition, the applicable margin shall be increased by a utilisation fee that
varies depending on the percentage of the total commitment drawn under the
Senior Facility Agreement at any given time. Rexel shall also pay a commitment
fee in the base currency on that lender's available commitment the amount of
which varies based on the leverage ratio.
Financial undertakings and covenants
Under the Senior Facility Agreement, Rexel must maintain a leverage ratio below
3.50 times as at 31 December and 30 June of each year.
This ratio may exceed 3.50 on three accounting dates during the life of the
Senior Facility Agreement, provided that (i) such ratio does not exceed 3.75
times on two accounting dates during the life of the Senior Facility Agreement
and (ii) such ratio does not exceed 3.90 times on one accounting date during the
life of the Senior Facility Agreement (it being specified that only two of such
three accounting dates may be consecutive).
Other undertakings and covenants
The Senior Facility Agreement contains certain customary negative covenants that
restrict Rexel and its subsidiaries (subject to certain agreed exceptions) from,
among other things, (i) incurring additional financial indebtedness; (ii) giving
guarantees and indemnities; (iii) making loans or credit to others; (iv)
creating security interests; (v) making acquisitions or investments or entering
into joint ventures; (vi) disposing of assets; (vii) substantially changing the
general nature of Rexel or the Group's business; or (viii) entering into
mergers, demergers or corporate reconstruction.
The Senior Facility Agreement also requires Rexel and any of its material
subsidiaries to comply with certain customary affirmative covenants, including,
but not limited to, covenants relating to legal status, insurance, taxation,
intellectual property, compliance with laws and pension schemes.
Prepayment
The Senior Facility Agreement must be prepaid, subject to certain agreed
circumstances and exceptions and in varying amounts, such as in the event of a
change of control of Rexel or a sale of all or substantially all of the assets
of the Group.
Voluntary prepayments and cancellations are also permitted under the Senior
Facility Agreement, subject to minimum amounts.
Events of Default
The Senior Facility Agreement contains customary events of default, the
occurrence of any of which would entitle the lenders to accelerate all or part
of the outstanding loans and terminate their commitments in respect of the
Senior Facility Agreement.
For further information, please contact:
| Financial Analysts / Investors | Press |
+--------------------------------+--------------------------+
| Marc Maillet | Pénélope Linage |
+--------------------------------+--------------------------+
| +33 1 42 85 76 12 | +33 1 42 85 76 28 |
+--------------------------------+--------------------------+
|
mmaillet@rexel.com |
plinage@rexel.com |
+--------------------------------+--------------------------+
| | |
+--------------------------------+--------------------------+
| Florence Meilhac | |
| +33 1 42 85 57 61 | Brunswick |
|
fmeilhac@rexel.com | Thomas Kamm |
+--------------------------------+--------------------------+
| | +33 1 53 96 83 92 |
+--------------------------------+--------------------------+
| |
tkamm@brunswickgroup.com |
Rexel, a global leader in the distribution of sustainable and innovative
products and services for automation, technical supply and energy management,
addresses three main markets - industrial, commercial and residential. The Group
supports customers around the globe, wherever they are, to create value and run
their business better. With a network of some 2,300 branches in 37 countries,
and over 31,000 employees, Rexel's sales were €13.4 billion in 2012. Its
majority shareholders are an investor group led by Clayton, Dubilier & Rice,
Eurazeo and BAML Capital Partners.
Rexel is listed on the Eurolist market of Euronext Paris (compartment A, ticker
RXL, ISIN code FR0010451203). It is included in the following indices: SBF 120,
CAC Mid 100, CAC AllTrade, CAC AllShares, FTSE EuroMid, FTSE4Good, STOXX600,
STOXX Europe Sustainability and ASPI Eurozone.
Sequoia:
hugin.info/143564/R/1686119/552622.pdf
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originality of the information contained therein.
Source: REXEL via Thomson Reuters ONE
[HUG#1686119]
