9 Dec 2016 07:00
9 December 2016
JKX Oil & Gas plc
("JKX", the "Company" or the "Group")
Restructuring of Convertible Bonds
JKX Oil & Gas plc announces a proposed restructuring of its convertible bonds. The Company's subsidiary, JKX Oil & Gas (Jersey) Limited, has today announced the launch of a consent solicitation (the "Consent Solicitation") in relation to its $40.0 million 8.00 per cent. Guaranteed Convertible Bonds due 2018 (ISIN: XS0863208780) (the "Bonds"), which are guaranteed by and convertible into ordinary shares of the Company. There are currently $16.0 million par value Bonds outstanding.
Under current arrangements, the bondholders had a redemption right in February 2017 amounting to $18.6 million (including accrued interest and accretion premiums) which posed a liquidity risk for the Company. Under the proposed terms, total outflow in February 2017 will be $2.6 million (composed of accrued interest and accretion payments), the coupon rate of the Bond will increase from 8% to 14% and the remaining outstanding Bonds will be amortised in three equal annual instalments starting in February 2018.
The Consent Solicitation is being made on the terms, and subject to the conditions, contained in a Notice of Extraordinary Resolution of the Bondholders (the "Notice"), which has today been sent to the clearing systems for onward distribution to the Bondholders.
Irrevocable commitments to vote in favour of the extraordinary resolution set out in the Notice have been obtained from Bondholders holding 72.5% of the aggregate principal amount outstanding of the Bonds. Bondholders are invited to vote in favour of the Extraordinary Resolution set out in the Notice before the deadline for submitting voting instructions, which is 3 January 2017. The Extraordinary Resolution will become effective if holders representing in aggregate not less than three-fourths in principal amount of the Bonds for the time being outstanding vote in favour.
JKX Oil & Gas (Jersey) Limited has served notice to all remaining bondholders and requested that they vote in favour of the amendments to the terms of the Bonds. The Company will update shareholders when the restructuring has been completed.
This announcement shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale or purchase of securities in any jurisdiction where such sale or purchase is unlawful. This announcement contains inside information for the purposes of Article 7 of Regulation (EU) No 596/2014.
ENDS
JKX Oil & Gas plc +44 (0) 20 7323 4464
Russell Hoare, Chief Financial Officer
Stockdale Securities +44 (0) 20 7601 6100
Robert Finlay, Daniel Harris
EM Communications +44 (0) 20 3709 5711
Stuart Leasor, Jeroen van de Crommenacker