Transaction Overview Afren has successfully reached an agreement to address its short and long term funding needs - Lock-up Agreement entered into between c.42% of its Noteholders, over 67% of Ebok Lenders and Afren - Transaction will…
Transaction Summary (Contd) 1 2 Interim Funding Recapitalisation Description US200 mm of net interim funding US300 mm net cash proceeds from issuance of New HY Notes Fully committed To repay PPN Super senior PPN Provide additional…
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 Pre-Transaction Pro Forma US mm Facility Amount Amount Margin Maturity Sources (3) 1,691 7.5% cash New HY Notes 321 New HY Notes - 321 Jun-17 /7.5% PIK Bank…
Pro Forma Debt Structure Transaction Overview Illustrative steps Today Interim Funding Recapitalisation Today Interim Recapitalisation Refinance PPN 1,600 Additional US100 mm net cash proceeds 1,400 PPN 212 (200) New HY…
Transaction Funds An Afren Focused On Its Producing Assets Addresses the immediate liquidity requirements of the business - US170 million of accounts payable and accrued liabilities related to costs incurred in 2014 require payment in…
Indicative Timeline and Next Steps Overview The Company will finalise and enter into definitive Indicative Timeline agreements in respect of the issue of the PPN (subject to Lock-up agreements satisfying relevant conditions…
PPN Funding Is Conditional On A Number of Matters Execution of definitive agreements in respect of the issue of the PPN and the implementation of the Recapitalisation Accession of remaining lenders to the Lock-up Agreement Comfort…
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…
Frequently Asked Questions What is the lock-up agreement - An agreement whereby the Companys creditors commit themselves in advance (subject to any termination clauses) to vote in favour of the Scheme of Arrangement What is the…
New Instrument Terms
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(1) Proposed Treatment/ Terms US 321 mm (assuming refinancing on 30/06/2015) Amount Option to tap an additional US50 mm subject to Majority Senior Noteholders consent Issuer New Intermediate HoldCo…
New HY Notes 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. 3-month commitment obligation…
Existing Notes - Summary Terms Proposed Treatment/ Terms Reinstated US690 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 US230 mm as…
Refinancing Terms Of Ebok Facility - Summary Terms Proposed Treatment/ Terms Maturity 30 June 2019 Facility Ebok Okoro OML26 Security nd nd Ebok Facility 2 Lien 2 Lien 3rd Lien Ranking Second lien to New HY Notes No repayment…
2014 Preliminary Results
2014 Preliminary Results (Results to be released by end March) Revenue of c.US0.9 bn Gross debt was US1,304 mm(1) Net production for year at 32.0 kbopd for the group Facility Amount (US mm) Ebok Facility 300 Net Production per…
Additional Information
Key Operating Assumptions Key Assumptions per Segment Revenues - Net Production (Kbbls/d) - Ebok - Ebok: 24 (2015), 24 (2016), 21 (2017), 15 (2018) and 11 (2019) - Programme to develop central fault block extension continues…
Key Operating Assumptions (Contd) Other Operating Items Additional Cash Flows Assumptions - Royalties of US94 mm in 2015 and an average of 17% of revenues - Liftings received over the forecasted period (2016-19) - Oil produced at Ebok…
Key Operating Assumptions (Contd) Tax Assumptions - The tax rates applicable are dependent on the tax regime relevant for the individual asset. - The Okoro arrangement is subject to income tax under the Nigerian Companies Income Tax…
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…
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