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Commencement of the Court Process

22 Jul 2014 07:00

RNS Number : 9492M
New World Resources Plc
22 July 2014
 



Amsterdam / London, 22 July 2014

 

NWR Launches Court Process

to Restructure its Financial Obligations

 

New World Resources Plc ('NWR Plc') and New World Resources N.V. (the 'Company', and together with NWR Plc and its subsidiaries, the 'NWR Group') are pleased to announce today that the Company has now formally commenced the court process leading to the restructuring of its financial obligations by means of a sanctioned settlement with all or some of its noteholders. This is marked by the issuance of a Practice Statement Letter today to bring the court process to the attention of the creditors.

 

 

Introduction

 

On 2 July 2014, the NWR Group announced that the Company had agreed revised terms to the previously announced proposed consensual restructuring transaction with the ad hoc joint committee of holders of its senior secured notes and senior unsecured notes, certain individual noteholders, and its majority shareholder. This revised proposed consensual transaction (the 'Consensual Restructuring Plan') takes into account the interests of all of the Company's stakeholders.

 

Further, as part of its contingency planning, the Company has agreed a proposed alternative restructuring plan (the 'Alternative Restructuring Plan') with certain holders of its senior secured notes, in case the Consensual Restructuring Plan is not capable of being implemented, in case the requisite majority of the holders of the senior unsecured notes do not support the Consensual Restructuring Plan.

 

The Company has received executed lock-up agreements in support of the Consensual Restructuring Plan from 84% of the holders of the senior secured notes and 65% of the holders of the senior unsecured notes by value.

 

A scheme of arrangement is binding upon the creditors upon completion of the requisite formalities, including a vote by the majority in number and 75% in value of those present and voting in each class of creditors.

 

 

Practice Statement Letter and Court Hearing

 

The Company has issued a Practice Statement Letter as required under a practice statement issued by the High Court of Justice in England and Wales to bring the commencement of the court process to restructure its financial obligations by means of a sanctioned settlement (the 'Scheme of Arrangement') to the attention of its creditors.

 

The purpose of the Practice Statement Letter is to give notice to the noteholders of the fact that a Scheme of Arrangement is being promoted by the Company; the purpose that this scheme is designed to achieve; the meetings of creditors that are required for the purposes of voting on the scheme; and the composition of those meetings.

 

Further, the Practice Statement Letter gives notice that the Company intends to apply to the High Court of England and Wales at a court hearing to be held on 29 July 2014 for an order granting the Company certain directions in relation to Scheme of Arrangement in relation to Consensual Restructuring Plan or the Alternative Restructuring Plan, including permission to convene a meeting of both classes creditors of considering, and, if thought fit, approving the Scheme of Arrangement.

 

The Scheme of Arrangement in relation to the Alternative Restructuring Plan can only be implemented if and when the Scheme of Arrangement in relation to the Consensual Restructuring Plan fails - this contingent nature of the Alternative Restructuring Plan is built into the proposed scheme documentation.

 

The lock-up agreement (including a term sheet for each of the Consensual Restructuring Plan and the Alternative Restructuring Plan) and the Practice Statement Letter can be obtained from the information agent, Lucid Issuer Services Limited (contact details are provided at the end of this announcement).

 

ECA

 

The transaction is conditional upon an agreement with the lenders who have provided an export credit agency-backed loan to the Company (the 'ECA Lenders'). The Company continues its constructive discussions with the ECA Lenders and will provide an update as appropriate.

 

Transaction Timing

 

The explanatory statement to the scheme of arrangement required to implement the Consensual Restructuring Plan or the Alternative Restructuring Plan (as the case may be) will be distributed to the noteholders as soon as possible after the court hearing on 29 July 2014. The relevant documents for the Company's shareholders, such as the prospectus and the circular, will be distributed at the same date.

 

Closing of the Transaction is expected to occur at the end of September 2014.

 

- End -

 

Contact details:

Noteholders

 

Nick Cox-Johnson

+44 (0) 7957 596 729

ncjohnson@nwrgroup.eu

Media

 

Toby Moore

+44 (0) 207 638 9571

toby.moore@citigatedr.co.uk

 

 

Financial Adviser to NWR

 

The Blackstone Group

International Partners LLP

Martin Gudgeon / Paul O'Donnell / Shirish Joshi

+44 (0) 207 451 4000

gudgeon@blackstone.com

odonnellp@blackstone.com

joshis@blackstone.com

 

 

Legal Adviser to NWR

 

White & Case LLP

Christian Pilkington / Rebecca Campbell / Boris Docekal

+44 (0) 207 532 1000

cpilkington@whitecase.com

rebecca.campbell@whitecase.com

bdocekal@whitecase.com

 

Financial Adviser to Committee

 

Moelis & Company UK LLP

Charles Noel-Johnson/ Rohan Choudhary

+44 (0) 207 634 3500

charles.noel-johnson@moelis.com

rohan.choudhary@moelis.com

 

Legal Adviser to Committee

 

Freshfields Bruckhaus Deringer LLP

Sean Lacey / Geoff O'Dea / Emma Gateaud

+44 (0) 207 936 4000

sean.lacey@freshfields.com

geoff.odea@freshfields.com

emma.gateaud@freshfields.com

 

Information Agent

 

Lucid Issuer Services Limited

Sunjeeve Patel

+44 (0) 207 704 0880

nwr@lucid-is.com

 

 

 

 

About NWR Plc

New World Resources Plc is a Central European hard coal producer, listed at the London, Prague and Warsaw stock exchanges. NWR produces quality coking and thermal coal for the steel and energy sectors in Central Europe through its (indirect) subsidiary OKD, the largest hard coal mining company in the Czech Republic.

 

About NWR N.V

 

New World Resources N.V. is a wholly owned subsidiary of NWR Plc. It is a company incorporated under the laws of the Netherlands and registered atDutch Trade Register of the Chamber of Commerce under number 34239108 and registered as an overseas company at Companies House in the UK with UK establishment number BR016952 and its address at 115 Park Street, London, W1K 7AP, United Kingdom (Telephone +44 (0) 207 371 5990, Fax +44 (0) 207 371 5999).

 

 

Disclaimer and cautionary note

 

Certain statements in this announcement are not historical facts and are or are deemed to be "forward-looking". The Company's prospects, plans, financial position and business strategy, and statements pertaining to the capital resources, future expenditure for development projects and results of operations, may constitute forward-looking statements. In addition, forward-looking statements generally can be identified by the use of forward-looking terminology including, but not limited to; "may", "expect", "intend", "estimate", "anticipate", "plan", "foresee", "will", "could", "may", "might", "believe" or "continue" or the negatives of these terms or variations of them or similar terminology. Although the Company believes that the expectations reflected in these forward-looking statements are reasonable, it can give no assurance that these expectations will prove to have been correct. These forward-looking statements involve a number of risks, uncertainties and other facts that may cause actual results to be materially different from those expressed or implied in these forward-looking statements because they relate to events and depend on circumstances that may or may not occur in the future and may be beyond NWR's ability to control or predict. Forward-looking statements are not guarantees of future performances.

 

Factors, risks and uncertainties that could cause actual outcomes and results to be materially different from those projected include, but are not limited to, the following: risks relating to changes in political, economic and social conditions in the Czech Republic, Poland and the CEE region; future prices and demand for the Company's products, and demand for the Company's customers' products; coal mine reserves; remaining life of the Company's mines; coal production; trends in the coal industry and domestic and international coal market conditions; risks in coal mining operations; future expansion plans and capital expenditures; the Company's relationship with, and conditions affecting, the Company's customers; competition; railroad and other transportation performance and costs; availability of specialist and qualified workers; and weather conditions or catastrophic damage; risks relating to Czech or Polish law, regulations and taxation, including laws, regulations, decrees and decisions governing the coal mining industry, the environment and currency and exchange controls relating to Czech and Polish entities and their official interpretation by governmental and other regulatory bodies and by the courts; and risks relating to global economic conditions and the global economic environment. Additional risk factors are as described in the Company's annual report. A failure to achieve a satisfactory capital structure for liquidity and solvency purposes would pose a significant risk of the Group ceasing to operate as a going concern.

 

Forward-looking statements are made only as of the date of this announcement. The Company expressly disclaims any obligation or undertaking to release, publicly or otherwise, any updates or revisions to any forward-looking statement contained in this announcement to reflect any change in its expectations or any change in events, conditions, assumptions or circumstances on which any such statement is based unless so required by applicable law.

 

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
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