15 May 2020
Time Out Group plc
(“Time Out”, the “Company” or the “Group”)
Loan extension and drawdown
Time Out Group plc (AIM: TMO), the global media and leisure business, announces that the Company has extended its existing £20 million loan from Oakley Capital Investments Limited (“OCI”) (plus £4.2 million of accrued interest as at 01 May 2020) by drawing down £2.5 million of an available £18 million extension (the “Loan Extension”). The availability of this Loan Extension was first announced in September 2018 and is part of the liquidity available to the Company set out in the announcement dated 23 March 2020. The Loan Extension has now been executed and is provided on identical terms to the existing loan. Funds drawn will be repayable in May 2021 along with accrued interest charged at 12 per cent.
The drawn funds together with cash reserves of £3.6m, as at 01 May 2020, provide near term liquidity, whilst the Company finalises longer term funding in response to the impact of the COVID-19 pandemic and the previously announced, resultant temporary closure of all six Time Out Markets and a slowing of advertising revenues.
OCI is interested in 31,436,385 ordinary shares of 0.1 pence each in the Company (“Ordinary Shares”), representing 21.2 per cent. of the Company’s issued share capital. OCI and Oakley Capital Private Equity L.P. together hold 76,797,400 Ordinary Shares, representing 51.7% of the Company’s issued share capital. As a substantial shareholder in Time Out, OCI is a related party of the Company and the execution of the Loan Extension is, for the purposes of AIM Rule 13, considered a related party transaction. Any possible future drawdowns on the Loan Extension will not be considered as new related party transactions for the purposes of AIM Rule 13. The Directors of the Company (excluding Peter Dubens, Non-Executive Chairman of the Company, and Alexander Collins, Non-Executive Director of the Company, who are considered to be involved in the Loan Extension as a consequence of their being partners of Oakley Capital Private Equity L.P., and Oakley Capital Limited and Peter Dubens being a non-executive director of OCI), consider that, having consulted with the Company’s nominated adviser, Liberum Capital, the terms of the Loan Extension are fair and reasonable insofar as shareholders in the Company are concerned.
This announcement is released by Time Out Group plc and contains inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) 596/2014 (MAR), and is disclosed in accordance with the Company’s obligations under Article 17 of MAR.
For the purposes of MAR and Article 2 of Commission Implementing Regulation (EU) 2016/1055, this announcement is being made on behalf of the Company by Julio Bruno, Chief Executive.
For further information, please contact:
Time Out Group plc
Tel: +44 (0)207 813 3000
Julio Bruno, CEO
Adam Silver, CFO
Steven Tredget, Investor Relations Director
Liberum (Nominated Adviser and Broker)
Tel: +44 (0)203 100 2222
Clayton Bush / Andrew Godber / Edward Thomas
FTI Consulting LLP
Tel: +44 (0)203 727 1000
Edward Bridges / Stephanie Ellis
Notes to editors
About Time Out Group plc
Time Out Group is a global media and leisure business that helps people explore and experience the best of the city through its two divisions – Time Out Media and Time Out Market. Time Out launched in London in 1968 with a magazine to help people discover the exciting new urban cultures that had started up all over the city. Today, the Group’s digital and physical presence comprises websites, mobile, magazines, live events and Time Out Market. Across these platforms Time Out distributes its curated content – written by professional journalists – around the best food, drink, culture, entertainment and travel across 328 cities in 58 countries. Time Out Market is a food and cultural market which brings the best of the city under one roof: its best chefs, drinks and cultural experiences – based on editorial curation. The first Time Out Market opened in Lisbon in 2014 and Miami, New York, Boston, Montreal and Chicago followed in 2019 with a further pipeline in other global locations. Time Out Group, listed on AIM, is headquartered in the United Kingdom.