RE: perfectly clear Magnus deal12 Feb 2019 14:10
PRD,
Thanks for posting. The Magnus deal was perfectly understood by the regulars on here (I'd like to think anyway), maybe unlike the detractors, including Barclays. Here's what I posted on the 1st of February with regards to the waterfall. Obviously, BP's news release was over-simplifying the arrangement, but captures the essence of it.
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L3 - are you talking about the Magnus waterfall with $100 mill 'repayment' to ENQ? Here's how the waterfall works - straight from the prospectus. (B) refers to the $100 million paid by ENQ to BP in December 2018 for closing the deal. Remembering that Net Cashflow Gain is calculated every quarter, AFTER BP's Vendor loan repayment payment for the quarter, Enq gets reimbursed FIRST with whatever portion of the $100 mill can be repaid, on a quarterly basis.
I hope this clarifies...
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Each Net Cashflow Gain is applied as follows:
(a) first, to pay BPCO any outstanding amount of principal, interest (including incremental interest),
costs or other amounts, then outstanding and due under the Loan Agreement to which BPCO is
entitled to be paid pursuant to STWD (the “Loan Repayment Amount”) (but excluding
incremental interest);
(b) next, to reimburse EnQuest Heather up to an amount equal to any outstanding “Positive
Consideration Reimbursement Amount”, being the sum of: (i) the amount actually paid by
EnQuest Heather to BPEOC as partial consideration for the 75 per cent. Interests at completion
under the Magnus Call Option Deed (excluding any amounts drawn down by EHL under the Loan
Agreement at or immediately prior to completion) (the “Positive Consideration Amount”); plus
(ii) the amount of any Loan Prepayment Amounts received by BPEOC on or before the relevant
date; minus (iii) the amount of any Paid Buyer Claim Settlement Amounts received by EnQuest
Heather; minus (iv) any amounts already reimbursed to EnQuest Heather in respect of Positive
Consideration Reimbursement Amounts, together with interest at rate of 10 per cent. per annum
applied to the resulting amount;
10.4.1 (2)(e)
10.4.1 (2)(f)
10.4.1 (5)
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171404 (Version 2) Proof 6 Friday, September 7, 2018 09:18
(c) next, to reimburse EnQuest Heather up to an amount equal to any outstanding “Accumulated
Interest Costs Amount”, being the sum of: (a) the total cumulative amount of all JOA Billings
accruing on or before the relevant date (together with interest at 10 per cent. per annum on each JOA
Billing); minus (b) any amounts already reimbursed to EnQuest Heather in respect of Accumulated
Interests Costs Amounts;
(d) next to pay BPCO any outstanding Loan Repayment Amount comprising incremental interest; and
(e) finally, any remaining Net Cashflow Gain, will be split equally between BPEOC and EnQuest
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