Introduction Afren plc (Afren, the Company or the Group), announces that, further to its announcements of 13 March and 1 April 2015, it has successfully completed the next key steps in its recapitalisation plan to address its funding…
Selected Comments Alan Linn, new CEO of Afren plc I am looking forward to working with the Afren team and its partners to deliver a lean and effective business with an oil production and development focus. The strong support shown by…
Transaction Summary 1 2 Interim Funding Recapitalisation Description US200 mm of net interim funding US255 mm net cash proceeds from issuance of New HY Notes Super senior PPN To repay PPN Provide additional US55 mm cash for…
Transaction Summary (Contd) Pro Forma Impact On Share Capital And Ownership 0 1 2 3 4 5 Preparatory Step Step 1 Step 2 Step 3 Step 4 Post Closing Step Shareholders Existing Notes New ordinary Discounted equity Equity provided to…
Transaction Summary (Contd) Capital Structure Sources And Uses US mm PreTransaction Pro Forma US mm Facility Amount Amount Margin Maturity S ourc e s ( 3) 1, 5 7 2 Use s 1, 5 7 2 New HY Notes 274 7.5% cash / 7.5% PIK Jun17 (6) New…
Indicative Timeline and Next Steps Overview Updated The Company has finalised and entered into definitive Indicative Timeline agreements in respect of the issue of the PPN (satisfying Lockup agreements Documentation for Preparation…
Amendments If Shareholders Do Not Support At The EGM New HY Notes issued to refinance PPN and fund Afren are not contingent upon receiving shareholder approval There are significant benefits to shareholders in supporting the proposed…
New Instrument Terms
Summary of Financial Updates Since 13 March 2015 Completion of Interim Funding Conditions precedent satisfied US200 million funding provided in the form of a super senior private placement note Conditional subscription agreement for…
Private Placement Notes Summary Terms Proposed Treatment/ Terms US 212 mm, corresponding to US200 mm of cash proceeds upon drawdown Amount Option to tap an additional US50 mm subject to Majority Bridge Noteholders consent Issuer…
New HY Notes Summary Terms Proposed Treatment/ Terms US 274 mm (assuming refinancing end of July 2015) Amount Option to tap an additional US95 mm subject to Majority Senior Noteholders consent(1) Issuer New Intermediate HoldCo…
New HY Notes Existing Bondholders Early Subscription Fee Proposed Treatment/ Terms New shares representing 10% of share capital in Afren plc (fully diluted) structured as an Early Subscription Fee Fee Structure Based on c. 3month…
Existing Notes Summary Terms Proposed Treatment/ Terms Reinstated US700 mm (75% of original face value as adjusted for any accrued unpaid amounts) Amount Amount 25% of existing Notes (25% of original face value or US233 mm as…
Refinancing Terms Of Ebok Facility Summary Terms Proposed Treatment/ Terms Maturity 30 June 2019 Security Second lien on Ebok and Okoro Ranking Second lien to New HY Notes No repayment until New HY Notes fully repaid Starting…
Refinancing Terms Of Okwok/OML113 Facility Summary Terms Proposed Treatment/ Terms Maturity 30 June 2018 Amount US50 million plus the amount of upstamping/registration costs Security First lien on Okwok and OML113 Ranking As…
Additional Information
Update On Reserves NSAI update on reserves Oil and Gas reserves statement by Asset as at 31 December 2014 (working Interest basis before royalties) Group Proved and Probable Reserves Okoro Ebok Okwok Aje (OML 113) OML26 (Oil…
Update On Reserves (contd) In connection with the provision of the Interim Funding and the Recapitalisation, Ryder Scott Company L.P. (Ryder Scott) was mandated in February 2015, at the request of the Ad Hoc Committee, to (i) review…
Terminology Term Definition Afren Afren Plc Afren Group Afren Plc and its subsidiaries Bank Debt Together, Ebok, Okwok and OML26 facilities Company Afren Plc CPs Conditions Precedent DSCR Debt Service Coverage Ratio Existing…