ATU Airbath

RNS Number:4285L
Airbath Group PLC
22 April 2005


AIRBATH GROUP PLC

DEBT RESTRUCTURING, TRADING UPDATE, PROPOSED DE-LISTING AND APPROACH UPDATE

22 APRIL 2005


The Directors of Airbath Group plc (the "Company") announce a restructuring of
the group's debt, a trading update, the proposed de-listing of the Company's
ordinary shares of 1p each ("Ordinary Shares") from AIM and an update on the
approach made to the Company.

Debt Restructuring

Key elements of the restructuring are as follows:
* New secured funding of approximately #1.3 million.
* Group net debt reduced by approximately #2.7 million.
* Issue of warrants to subscribe for new Ordinary Shares equivalent
  to 5% of the Company's issued ordinary share capital.

The group has obtained new secured funding of approximately #1 million from
asset financing and new secured debt of #300,000 from Gartland Whalley and
Barker plc ("GWB"). As part of the restructuring, GWB has transferred to
Barclays Bank plc 35% of its holding of 7% cumulative preference shares of #1
each in the Company and the Company has issued warrants to Barclays Bank plc
enabling it to subscribe for up to 1,270,400 Ordinary Shares at par at any time
before 21 April 2015.

The secured debt provided by GWB, which owns 55.92% of the Ordinary Shares, is a
medium-term secured mezzanine loan of #300,000, with a further facility of
#200,000 if required. The interest rate on the loan from GWB (and the further
facility) is 8% per annum, payable monthly in arrears. There is also a
monitoring fee which the Company is to pay to GWB, which is initially set at
#3,000 per month, subject to a pro rata increase if the further facility is
drawn down. Repayment will be in two instalments: #150,000 (or 37.5% of the loan
if greater) by 31 March 2006 and the balance by 31 March 2007.

As part of the process, an intermediate holding company, Airbath Holdings
Limited, will enter into a company voluntary arrangement. This should have no
adverse consequences for unsecured trade creditors of the group.

After the restructuring the group will have no material ongoing liabilities to
its existing bankers and its net debt will have been reduced by approximately
#2.7 million.

The Directors, excluding Phillip Bennett and Mike Dunn who are respectively
managing director and assistant director of GWB, consider, having consulted with
the Company's nominated adviser, that the terms of the restructuring are fair
and reasonable insofar as the holders of Ordinary Shares are concerned.

Trading Update

Trading in the second half has been disappointing due principally to weakness in
the bathroom sector and the Directors believe that profitability has been
further hit by the continued trend towards lower margin products.

Proposed De-listing

It is the Directors' intention to seek shareholders' approval to de-list the
Company from AIM. A circular giving full details of the rationale for this
decision and notice of extraordinary general meeting will follow in due course.

Approach Update

Finally, the Directors had previously reported that it was in discussions with a
third party which might lead to an offer being made for the Company. These
discussions have ended and the Directors do not foresee any offer arising from
them.


For further information, please contact:

Airbath Group plc                                      Tel: 0113 255 6666
Lawrence Warriner, Group Chief Executive

Westhouse Securities LLP                               Tel: 0161 838 9140
David Simmons




                      This information is provided by RNS
            The company news service from the London Stock Exchange

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