Sedar, financial statement , 30Jun 202222 Oct 2022 10:09
Convertible Bonds
The Company financed the Cuda Acquisition with proceeds from the issue of two series of convertible bonds
with a principal amount of $12.6 million maturing in 2024 (the "2024 Bonds") and $12.6 million maturing in
2025 (the "2025 Bonds" and collectively, the "Bonds") at an issue price of 78%, or $19.7 million. The Bonds are
anchored by a long-term, UK-based institutional shareholder (the "Lead Investor") and other institutional
investors (all investors collectively, "Bondholders"). This instrument is structured to accommodate the
implementation of a planned Reserve Based Loan ("RBL") facility. The Bonds have a 13.0% interest rate per
annum in cash and will increase by 0.75% each three months until the Company gives notice to the Bondholders
that it shall pay all interest coupons in cash. Interest will decrease by 2.0% per annum, and no further quarterly
increases will apply from such time as the Company provides a notice that it will henceforth pay interest and
make whole payments in cash. The Bonds have a conversion price of £0.1675 ($0.2001) per Common Share,
which is subject to adjustments including a reset to £0.1325 ($0.1583) if, among other things, an RBL is not
secured five months from the issue date, or on the twelfth month anniversary of the issue date of the Bonds.
Warrants expiring 30 months from the issue date were issued to the Bondholders, providing for the right to acquire
an aggregate number of 54,792,590 Common Shares at an exercise price of £0.1675 ($0.2001). In connection
with the issue of Bonds, the Company paid a brokers' fee of approximately $1.2 million that was agreed to be
payable in Common Shares at the same conversion rate as stipulated in Bond Instruments. Accordingly, a total of
5,895,000 Common Shares were issued to the brokers on August 9, 2022. In addition, the Company also issued
5,895,000 Common Share purchase warrants ("July 2022 Brokers' Warrants") to the brokers, as additional
compensation. Each July 2022 Brokers' Warrant entitles the holder thereof to purchase one Common Share of the
Company at an exercise price of £0.1675 ($0.2001) per Common Share on or before October 24, 2022. A tap
feature to increase the Bonds allows the Company to draw further development funds, should it require, with the
aim of increasing production or for future drilling plans subject to mutual agreement with the Lead Investor.