CR-2025-004514 - [2025] EWHC 2755 (Ch)

Pepco will provide a £30 million overdraft facility which will rank pai passu with the WCF;

The Unsecured Loans provided by Pepco (standing at £244 million) will be discharged and released entirely in exchange for a maximum of 30% of the shares in Peach (but subject to dilution to 25.5% if shares in Peach are issued under a management incentive plan).

A Class A Landlord will receive all sums due under his lease. Only if he terminates during the Rent Concession Period does he have to compromise his dilapidations claim. In that event he will receive a compensation payment of (i) contractual rent and property costs for six-weeks (the notional trade-out period) plus (ii) 170% of his Estimated Return. He will not participate in the profit-sharing fund because he is not giving up any rental income.

A Class B landlord will receive a compensation payment of (i) the full rent and property costs receivable in the relevant notional “trade-out” period: plus (ii) 170% of his Estimated Return; plus (iii) a pro rata participation in the profit-sharing fund.

A Class C landlord will receive a compensation payment of (i) two weeks’ worth of rent and property charges (or a shorter period if the lease terminates within two weeks of the Restructuring Effective Date); plus (ii) 170% of his Estimated Return; plus (iii) a pro rata participation in the profit-sharing fund.

A DC Class landlord will receive a compensation payment of (i) eight weeks’ worth of rent and property charges (or a shorter period if the lease terminates within eight weeks of the Restructuring Effective Date); plus (ii)170% of his Estimated Return; plus (iii) a pro rata participation in the profit-sharing fund.

A Business Rate Creditor will receive a compensation payment of (i) the business rates that would be payable during the relevant notional “trade-out” period; plus (ii) 170% of the Estimated Return; plus (iii) a sum in respect of the business rates that would be payable in the tax year ending 31 March 2026 by a hypothetical incoming new occupier of the premises notionally vacated by Poundland in the relevant alternative (after allowing for an estimated void period until that hypothetical incoming occupier was found); plus (iv) a pro rata participation in the profit-sharing fund.

A General Creditor will receive a compensation payment of (i) 170% of his Estimated Return; plus (ii) a pro rata participation in the profit-sharing fund.

I am satisfied that there was an appropriate communication of the material necessary to enable each creditor to take an informed decision upon the question at issue. The Practice Statement Letter was circulated on 12 and 13 June 2025 affording a proper time for considerations of the principal plan terms. The Convening Judgment contained three recommendations for the clarification of the Explanatory Statement, and these recommendations were acted upon. One non-institutional landlord complained about the length and density of the Explanatory Statement, and I have some sympathy with the view expressed. I do not think that the content could have been cut down: but for the future accessibility for creditors who do not have the financial, commercial and legal sophistication of institutional participants might be improved by flow charts or decision trees referring to the key content. The amended Explanatory Statement was circulated to plan creditors. Of the 866 plan creditors only in 9 cases are there are doubts about receipt (representing 1.28% of the value of claims). A website was established for the plan and that has been accessed by 355 plan creditors.

I am satisfied that the arrangements for each class meeting were satisfactory. Each meeting was held by video link with a 30-minute “waiting room” open before each scheduled plan meeting. According to the Chairman’s report each meeting was informed of the opportunity to ask questions of a representative of Poundland, of a representative of Teneo and of Poundland’s legal advisers, and of the opportunity to consult together. Members at various meetings availed themselves of the opportunities to question and comment both orally and in the chat function. There were no private class consultations. There were no technical difficulties.

There was on the whole fair representation at each class meeting. The exception is the class of General Creditors where the turnout was around 8% by number and by value, which does reduce the significance the Court can attach to its vote against the plan. The low turnout probably reflects the presence of a number of contingent creditors with no immediate exposure.