Niko Announces Agreements with Certain of its Senior Lenders and Noteholders to Support Strategic Plan
(firmenpresse) - CALGARY, ALBERTA -- (Marketwired) -- 03/14/16 --
Niko Resources Ltd. ("Niko" or the "Company")(TSX: NKO) announces that it has executed a support agreement with its institutional lenders (the "Lenders") holding approximately 85% of the senior term loan facilities (the "Term Loan") and a support agreement with noteholders (the "Noteholders") holding approximately 60% of the Company''s 7% senior unsecured convertible notes due December 31, 2017 (the "Notes"), each in support of the Company''s strategic plan of maintaining its core assets until the value of these assets can be enhanced for the benefit of all of the Company''s stakeholders. The support agreements include a term sheet reflecting the key terms of the proposed new interim agreement (the "Interim Agreement") that would amend the terms of the Term Loan and outlines the proposed amendments (the "Indenture Amendments") that are required to be made to the indenture governing the Notes (the "Indenture") (together referred to as the "Hold Proposal").
The support agreements have been approved by the board of directors (the "Board") of the Company. In reaching its conclusion, among other considerations, the Board reviewed and considered a fairness opinion from PricewaterhouseCoopers LLP that concluded that, based upon and subject to the matters set out in the opinion, including the scope of review, limitations and assumptions, PricewaterhouseCoopers LLP was of the opinion that, as at March 10, 2016, the Hold Proposal is fair, from a financial point of view, to the shareholders of the Company, the Noteholders and the unsecured creditors of Niko determined on an unconsolidated basis. Copies of the support agreements and fairness opinion will be filed on the Company''s SEDAR profile at . The Company may elect to terminate the support agreements on or after April 15, 2016 if all the Lenders do not agree to the terms of their support agreement.
Support Agreements - Summary
On the date (the "Implementation Date") that the Amendments become effective, the Company will not be required to make interest payments (including interest then owing) under the Term Loan or the Notes during the term of the Amendments (the "Hold Period"), with the Hold Period expected to be a minimum of two years. Assuming that the Amendments become effective, the Company believes that it will have sufficient liquidity to fund the cash requirements of its operating subsidiaries in India and Bangladesh and its corporate general and administrative expenses during the Hold Period.
Required Approvals and Consent Fee for Noteholders
The proposed Amendments will be subject to the approval of:
No assurance can be made that the proposed Amendments will be implemented or that any other strategic plan can be accomplished at all or on a timely basis. The failure to effect a transaction pursuant to a strategic plan on a timely basis will likely prove to be unsatisfactory for stakeholders, which would have a material adverse impact on the value of their interest in the Company. The timing of the Implementation Date will depend upon the length of time required to settle the implementation documents and to obtain all required consents.
Key Terms of the Proposed Amendments
The key terms of the proposed Amendments will be as follows:
The cumulative proceeds distributed to each of (i) the Lenders shall not exceed the total principal and interest amounts outstanding to the Lenders as at the Implementation Date plus interest accruing at a rate of 15% per annum from the Implementation Date plus any amounts owing under the D6 Royalty Agreement plus any PIK Interest, and (ii) the Noteholders shall not exceed the total principal and interest outstanding to the Noteholders as at the Implementation Date plus interest accruing at a rate of 7% per annum from the Implementation Date. All funds retained by the Company under the waterfall will be retained free from the security (and claims for payment) held by the Lenders and Noteholders.
Forward-Looking Information
Certain statements in this press release constitute forward-looking information. Specifically, this press release contains forward looking information relating to the ability of the Company to successfully implement the Interim Agreement (including obtaining the requisite approvals of regulatory authorities, the Lenders and Noteholders), the impact of achieving that goal and the sufficiency of the Company''s liquidity during the Hold Period. Such forward-looking information is based on a number of risks, uncertainties and assumptions, which may cause actual results or other expectations to differ materially from those anticipated and which may prove to be incorrect. There can be no assurances that the Company will be able to obtain the required approvals to give effect to the Interim Agreement and the Indenture Amendments or to otherwise successfully complete its strategic plan on a timely basis, or that the Company''s liquidity will be sufficient during the Hold Period. The failure to meet or satisfy any of the foregoing is expected to have a material adverse impact on the Company and could significantly impair the value of security holders'' interest in the Company. Undue reliance should not be placed on forward-looking information. Such forward-looking information reflects the Company''s current beliefs and assumptions and is based on information currently available to the Company. This forward-looking information is based on certain key expectations and assumptions, many of which are not within the control of the Company. The reader is cautioned that the assumptions used in the preparation of such information, although considered reasonable at the time of preparation, may prove to be incorrect. Actual results may vary from the information provided herein as a result of numerous known and unknown risks and uncertainties and other factors and such variations may be material. Such risk factors include, but are not limited to, the ability of the Company to reach an agreement on a timely basis with the Lenders and the Noteholders and the risks discussed under "Risk Factors" in the Company''s Annual Information Form for the year-ended March 31, 2015 and in the Company''s public disclosure documents, and other factors, many of which are beyond the Company''s control. Niko makes no representation that the actual results achieved during the forecast period will be the same in whole or in part as those forecast.
The forward-looking information included in this press release is expressly qualified in its entirety by this cautionary statement. The forward-looking information included herein is made as of the date of this press release and Niko assumes no obligation to update or revise any forward looking information to reflect new events or circumstances, except as required by law.
Contacts:
Niko Resources Ltd.
Glen Valk
VP Finance & CFO
(403) 262-1020
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Datum: 14.03.2016 - 06:30 Uhr
Sprache: Deutsch
News-ID 1421419
Anzahl Zeichen: 3345
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CALGARY, ALBERTA
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Oil & Gas
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