Owners of former Edcon group extend share tip offer 14 business days

By Caroline Salls

Pittsburgh, Oct. 7 – The board of directors of former Edcon group company Holdco 2 announced Monday the extension of a tip offer from the new holding company owned by lenders and landlords of the group for up to 2% of ordinary shares of the new company stapled with notes issued by Edcon Ltd. to A and B shareholders of Holdco 2.

According to a news release, the offer was made in exchange for the release of the shareholders’ claims, in their capacity as shareholders and creditors of the HoldCos under the Edcon group notes, in connection with a share pledge enforcement over Edcon Acquisition Proprietary Ltd.’s shares in Edgar Consolidated Stores Ltd.

As of Monday, that tip offer had been accepted by a total of 57% of the shareholders.

The board said the tip offer is being extended for a period of 14 business days from Oct. 7.

Following completion of the tip offer, the former group’s holding companies will be liquidated, and the notes will be cancelled upon liquidation.

As previously reported, Edcon Ltd. said that following a share pledge enforcement over Edcon Acquisition Proprietary shares in Edgars Consolidated Stores, debt issuers K2016470219 (South Africa) Ltd., HoldCo 1 and K2016470260 (South Africa) Ltd., HoldCo 2 were sold to a new holding company owned by lenders and landlords of the former Edcon group.

As a result of the enforcement, the HoldCos have “neither the credit support nor the income previously provided by Edgar Consolidated and its subsidiaries” to service the debt represented by five series of PIK notes, according to a notice.

Holders of the following notes were notified:

• HoldCo 1’s series A-1 25% senior secured PIK notes due 2022;

• HoldCo 1’s series A-2 5% senior secured PIK notes due 2022;

• HoldCo 2’s series A 8% senior secured PIK notes due 2022;

• HoldCo 2’s series B 3% senior secured PIK notes due 2022; and

• HoldCo 2’s series B 10.177% senior secured PIK notes due 2022.

Lucid Issuer Services Ltd. (edcon@lucid-is.com) is managing the offer.

Edcon is a non-food retailer based in Johannesburg, South Africa.

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