Grupo Posadas S.A.B. de C.V announced that it has reached an agreement (the “Agreement”) with an ad hoc group (the “Ad Hoc Group”) of holders of its 7.875% senior notes due 2022 (the “Existing Notes”), which, together with an additional group of holders who have expressed their support for the Agreement, collectively represent more than a majority of the aggregate principal amount of the Existing Notes, to restructure the terms of the Existing Notes as set forth in the summary of the key transaction terms (the “Transaction Terms”) posted on the following Company’s website at the following link https://www.posadas.com/en/informacion-financiera#eventos_relevantes.
The Agreement, which is subject to, among other things, the negotiation of definitive documentation, contemplates the exchange of the Existing Notes, subject to the terms and conditions contained in the Transaction Terms, for new senior notes that will be secured by liens on real estate and certain accounts receivable of the Company (the “Transaction”). The Transaction will extend the maturity of the Company’s note obligations by 5.5 years, to December 30, 2027, achieving a capital structure that is sustainable and allowing the Company to prioritize the use of cash for operating activities to preserve employment and help maintain the high quality for which Grupo Posadas hotels are known. This will enable the Company to emerge from the pandemic in a stronger financial position and remain Mexico’s leading hotel operator.
To implement the Transaction, the Ad Hoc Group has agreed to support the Company’s initiation of a prepackaged in-court restructuring proceeding in the U.S. and has entered into a restructuring support agreement (the “RSA”) with the Company to facilitate that process in the most efficient manner. Pursuant to the RSA, the Company and the Ad Hoc Group have agreed to negotiate in good faith the definitive documents governing the Transaction. The definitive documents will contain the same economic terms as, and other terms consistent in all material respects with, the RSA, and be in form and substance acceptable to the parties in accordance with the RSA. The implementation of the Transaction remains subject to corporate approvals, including from the Company’s shareholders, and agreements by all parties on definitive documentation and plan approval.
The Transaction is not expected to have any adverse impact on employees, clients or suppliers. All day-to-day operations of the Company, throughout its properties, will continue as normal during the contemplated financial restructuring, including the payment of employee wages and benefits and the meeting of the Company’s obligations to its clients, suppliers and other business partners.
In connection with the discussions with the Ad Hoc Group regarding the restructuring of the Company’s obligations under the Existing Notes, the Company has, since June 3, 2021, provided the Ad Hoc Group with certain non-public information relating to the Company (the “Disclosed Information”). Pursuant to confidentiality agreements entered into by the Company with members of the Ad Hoc Group, the Company agreed to publicly disclose the Disclosed Information if certain events occurred. This information is being disclosed, together with the Transaction Terms, on the following website https://www.posadas.com/en/informacion-financiera#eventos_relevantes to comply with the Company’s obligations under the confidentiality agreements.
The Company is represented by Cleary Gottlieb Steen & Hamilton LLP, as international legal counsel, Ritch, Mueller y Nicolau, S.C. and Creel, García-Cuéllar, Aiza y Enríquez, S.C. as Mexican legal counsel and DD3 Capital Partners, as financial advisors. The Ad Hoc Group is represented by Shearman & Sterling LLP, as international legal counsel and Guerra, Hidalgo y Mendoza, S.C. and Mijares, Angoitia, Cortes y Fuentes, S.C., as Mexican legal counsel.
Posadas is the leading hotel operator in Mexico and owns, leases, franchises and manages 183 hotels and 28,538 rooms in the most important and visited urban and coastal destinations in Mexico. Urban hotels represent 85% of total rooms and coastal hotels represent 15%. Posadas operates the following brands: Live Aqua Beach Resort, Live Aqua Urban Resort, Live Aqua Boutique Resort, Grand Fiesta Americana, Fiesta Americana, The Explorean, Fiesta Americana Vacation Villas, Live Aqua Residence Club, Fiesta Inn, Fiesta Inn LOFT, Fiesta Inn Express, Gamma and One Hotels. Posadas has traded on the Mexican Stock Exchange since 1992.