Less Ads, More Data, More Tools Register for FREE

Pin to quick picksXcite Energy Regulatory News (XEL)

  • There is currently no data for XEL

Watchlists are a member only feature

Login to your account

Alerts are a premium feature

Login to your account

Re-financing of Unsecured Loan Notes

17 Dec 2013 07:00

RNS Number : 6905V
Xcite Energy Limited
17 December 2013
 



NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART DIRECTLY OR INDIRECTLY IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION

 

LSE-AIM, TSX-V: XEL

 

 

 

 

17 December 2013

 

 

Xcite Energy Limited

 

("Xcite Energy" or the "Company")

 

Re-financing of Unsecured Loan Notes

 

 

Xcite Energy has agreed to issue new 12.5% unsecured loan notes (the "Loan Notes") in the aggregate principal amount of US$80 million on a private placement basis, in order to repay its outstanding 14% unsecured loan notes, currently valued at approximately US$72 million aggregate principal amount (including payment-in-kind interest accrued), with the balance of proceeds to be used for general corporate purposes. The issuance of Loan Notes is expected to close on, or about, 30 December 2013. The Loan Notes will be purchased by several investors, including funds managed by West Face Capital Inc (the "Investors").

 

The Loan Notes will be issued at a 2% discount, have an initial term of 360 days and may be extended by the Company for an additional 360 days, subject to unanimous noteholder consent. The coupon of 12.5% on the Loan Notes is payable quarterly in arrears in cash.

 

The noteholders are entitled to a termination payment of 1% of the aggregate principal amount of the Loan Notes to be issued at closing, which is payable at the earlier of full repayment of the Loan Notes or the maturity date. In all other material respects, the terms of the Loan Notes remain consistent with the terms of the Company's existing 14% unsecured loan notes being repaid.

 

At closing, the Investors will also subscribe for a total of 1,000,000 units (consisting of one ordinary share in the capital of the Company (a "Share") and one ordinary share purchase warrant (a "Warrant"), together the "Units") on a private placement basis at a subscription price of £0.98 (equivalent to US$1.60) per Unit, (being the 10 day trailing volume weighted average price per Share on AIM), resulting in approximately £0.98 million (US$1.6 million) of additional proceeds payable to the Company (the "Private Placement"). Each Warrant will be exercisable for one additional Share at an exercise price of £0.98 per Share for a period of three years from the closing date.

 

Additional Information

 

The closing of the Private Placement is subject to final acceptance from the TSX-V. Except in accordance with Canadian securities laws, the Shares forming part of the Units and the Shares issuable upon exercise of the Warrants may not be sold or otherwise traded on or through the facilities of the TSX-V or otherwise in Canada or to or for the benefit of a Canadian resident until the date that is four months and one day from the date of issue.

 

Application will be made for admission to the AIM of the 1,000,000 Shares forming part of the Units ("Admission"), and dealings are expected to commence on 30 December 2013. The Shares will rank pari passu in all respects with the Company's existing issued ordinary shares of no par value.

 

Pareto Securities AS acted as Bookrunner to the Company with respect to the issuance of the Loan Notes and the Private Placement, and will be paid a fee of approximately $0.5 million.

 

Total Voting Rights

 

Following Admission, the Company's enlarged issued share capital will comprise 292,811,000 Shares with one voting right per Share. There are no Shares held in treasury. The total number of voting rights in the Company following Admission will therefore be 292,811,000. At Admission there will be a total of 17,250,000 outstanding warrants and 25,652,000 outstanding options to subscribe for Shares.

 

This figure of 292,811,000 Shares may be used by shareholders in the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change in their interest in, the share capital of the Company under the Financial Conduct Authority's Disclosure and Transparency Rules.

 

This press release shall not constitute an offer for sale of the securities referenced herein in the United States. The securities offered have not been and will not be registered under the U.S. Securities Act of 1933, as amended, or any state securities laws and may not be offered or sold in the United States absent registration or an exemption from those registration requirements.

 

 

ENQUIRIES:

 

Xcite Energy Limited

 

 

 

+44 (0) 1483 549 063

Rupert Cole / Andrew Fairclough

 

 

 

 

Liberum Capital Limited (Joint Broker and Nominated Adviser)

+44 (0) 203 100 2000

Clayton Bush / Tim Graham

 

 

 

 

Morgan Stanley (Joint Broker)

 

+44 (0) 207 425 8000

Andrew Foster

 

 

 

 

Pelham Bell Pottinger

 

+44 (0) 207 861 3232

Mark Antelme / Henry Lerwill

 

 

 

Paradox Public Relations

 

+1 514 341 0408

Jean-Francois Meilleur

 

 

 

 

 

 

Forward-Looking Statements

 

Certain statements contained in this announcement constitute forward-looking information within the meaning of securities laws. Forward-looking information may relate to the Company's future outlook and anticipated events or results and, in some cases, can be identified by terminology such as "may", "will", "should", "expect", "plan", "anticipate", "believe", "intend", "estimate", "predict", "target", "potential", "continue" or other similar expressions concerning matters that are not historical facts. These statements are based on certain factors and assumptions including expected growth, results of operations, performance and business prospects and opportunities. While the Company considers these assumptions to be reasonable based on information currently available to us, they may prove to be incorrect. Forward-looking information is also subject to certain factors, including risks and uncertainties that could cause actual results to differ materially from what we currently expect. These factors include risks associated with the oil and gas industry (including operational risks in exploration and development and uncertainties of estimates oil and gas potential properties), the risk of commodity price and foreign exchange rate fluctuations and the ability of Xcite Energy to secure financing. Additional information identifying risks and uncertainties are contained in the annual Management's Discussion and Analysis for Xcite Energy dated 25 March 2013 filed with the Canadian securities regulatory authorities and available at www.sedar.com. The Company disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise, except as required under applicable securities regulations.

 

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) acceptsresponsibility for the adequacy or accuracy of this release.

 

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
MSCDXBDDUBBBGXL
Date   Source Headline
16th Dec 20112:14 pmRNSPrivate Placement & Equity Credit Facility
14th Dec 20117:00 amRNSStorage and Offtake Vessel
12th Dec 20117:00 amRNSShareholder Update
5th Dec 201110:19 amRNSAdditional Listing and Total Voting Rights
5th Dec 20117:00 amRNSRig Status Update
1st Dec 20117:00 amRNSBentley Field - Operational Update
1st Dec 20117:00 amRNSDrawdown on Equity Line
15th Nov 20119:49 amRNSAdditional Listing and Total Voting Rights
15th Nov 20117:00 amRNSCorporate Update & Q3 Results
11th Nov 20117:00 amRNSDrawdown on Equity Line
27th Oct 20116:17 pmRNSAdditional Listing and Total Voting Rights
25th Oct 20117:00 amRNSDrawdown on Equity Line
14th Oct 20117:00 amRNSExercise of Share Warrants
10th Oct 20113:33 pmRNSIncrease in Equity Line and Operations Update
15th Sep 20114:45 pmRNSAdditional Listing and Total Voting Rights
13th Sep 20112:52 pmRNSDrawdown on Equity Line and Director's Purchase
4th Aug 20117:00 amRNSOption Award - Directors,Management & Project Team
3rd Aug 20117:00 amRNSSubmission of FDP for Bentley Field
29th Jul 20117:00 amRNSResults for the 3 Month Period Ended 30 June 2011
26th Jul 20117:00 amRNSSubmission of Environmental Statement
20th Jul 20115:03 pmRNSAdditional Listing and Total Voting Rights
19th Jul 20117:00 amRNSDrawdown on Equity Line
13th Jul 20117:00 amRNSUpdate on "Rowan Norway" N-Class Jack-Up Rig & FDP
5th Jul 20112:42 pmRNSIncrease to Ring Fenced Expenditure Supplement
4th Jul 201111:13 amRNSAdditional Listing and Total Voting Rights
30th Jun 20117:00 amRNSDrawdown on Equity Line &Directors Share Purchases
7th Jun 20117:00 amRNSAnnual Report & Accounts 2010
1st Jun 201112:00 pmRNSXcite Energy announces Analyst Presentation
25th May 20117:00 amRNSResults for the 3 Month Period Ended March 31,2011
20th May 20117:00 amRNSResults of Annual and Special Meeting
18th May 20117:00 amRNSAppointment of Advisers
17th May 20117:00 amRNSFiling of Material Change Report
10th May 20117:00 amRNSBentley Upgrade to Reserves Status
21st Apr 20117:00 amRNSAdditional Listing and Total Voting Rights
18th Apr 20117:00 amRNSDrawdown on Equity Line
1st Apr 20117:00 amRNSAdditional Listing and Total Voting Rights
28th Mar 20117:00 amRNSDrawdown on Equity Line
25th Mar 20117:00 amRNSFull Year Results
22nd Mar 20117:00 amRNSExercise of Share Warrants
18th Mar 20117:00 amRNS£40 million Increase in Equity Line
28th Feb 20117:00 amRNSReserves Assessment Process Update
25th Feb 20115:20 pmRNSAdditional Listing and Total Voting Rights
23rd Feb 20117:00 amRNSDrawdown on Equity Line
14th Feb 20117:00 amRNSDrilling Contract for N-Class Jack-up Rig
2nd Feb 20117:00 amRNSAdditional Listing and Total Voting Rights
1st Feb 20117:00 amRNSExtension of Letter of Intent for Jack-up Rig
1st Feb 20117:00 amRNSDrawdown on Equity Line
18th Jan 20114:00 pmRNSNotification of Major Interest in Shares
14th Jan 20117:00 amRNSExtension of Letter of Intent for Jack-up Rig
6th Jan 20117:00 amRNSExercise of Share Options

Due to London Stock Exchange licensing terms, we stipulate that you must be a private investor. We apologise for the inconvenience.

To access our Live RNS you must confirm you are a private investor by using the button below.

Login to your account

Don't have an account? Click here to register.

Quickpicks are a member only feature

Login to your account

Don't have an account? Click here to register.