Warner Estate completes EUR 291m debt refinancing

UK real estate company Warner Estate Holdings said on Monday that it has completed the refinancing of bank facilities totalling EUR £261.3 mln (EUR 290.6 mln). Warner said that along with certain subsidiaries it has entered into new facilities with the Royal Bank of Scotland and Barclays, and extended and amended its current banking facility with Lloyds Banking Group in relation to its directly owned property assets

'The conclusion of the refinancing discussions, which have been ongoing since late 2008, allows management to focus its efforts on maximising income and capital growth. The group's objectives are to rebuild value in its property investments, funds and joint ventures and to expand its asset management business', Warner Estate said in a statement.

The refinanced facilities are secured on properties, units in the Apia Regional Office Fund and the Ashtenne Industrial Fund managed by Warner Estate and income arising from the group's asset management business. Two of the facilities, which together total £176.3 mln, will expire on 27 April 2012 and the third facility matures on 31 December 2012.

The group will pay LIBOR plus a weighted average cash interest margin of 1.6% and weighted average non-cash interest margin of 2.8%.

Some £155 mln of debt will be hedged initially and interest rate hedging arrangements will be reviewed periodically. In respect of one facility Warner Estates will pay an exit fee equal to 5% of the outstanding loan on the maturity date, while in respect of another facility the group will pay an exit fee at maturity that approximates to 20% of the excess of the value of the properties secured against the facility over the debt at that time.

Warner Estate is obliged to amortise one of the facilities at £250,000 per quarter. Additionally, the company will issue warrants representing a total of 5% of the issued share capital to two of the lenders in conjunction with the refinancing entitling them to subscribe for ordinary shares in Warner Estate at a subscription price of 5 pence for each ordinary share.

One facility has no loan to value (LTV) covenant. Another facility has no LTV covenant for 12 months followed by an LTV covenant of 117.5%.

The third facility has an initial LTV covenant of 113%. The LTV covenants on the two latter facilities will decline over the term of the respective facilities. One facility has two interest cover covenants set at 125%, based on rental income, and 175%, based on total income. Another facility has an initial facility debt service cover ratio covenant of 135% and an initial Group debt service cover ratio covenant of 108%. Each of the two debt service cover ratio covenants will vary over time.