An extraordinary general meeting of the shareholders of Prosafe was held today, 23 August 2016, at 09:00 a.m. Cyprus time at the Company's registered office at 126 Stadiou, 6020 Larnaca, Cyprus. As follows from the Minutes from the general meeting, all items on the agenda, including the actions related to the Refinancing and authorisation of issuance of shares and convertible bonds as part thereof, were duly approved as proposed.
With this, the Company is pleased to note that the Refinancing has now received the support from and been approved by both bondholders and shareholders.
Additionally, as of today, bank lenders representing 89% (in aggregate) of Prosafe’s USD 1,300 million and USD 288 million bank facilities have confirmed credit approval or agreement-in-principle in favour of the Refinancing. The Company is working constructively with the bank syndicate to obtain the remaining credit approvals and secure the required all lender support.
As part of the discussions with the bank syndicate, Prosafe expects to restructure its existing interest rate swaps to align the swap portfolio with the amended bank debt amortisation profile, agree cash sweep mechanics (no impact or change on liquidity or timing) and make certain minor adjustments to the refinancing terms of the bank debt including (i) reinstatement of the original amortisation profile on the Safe Eurus tranche of the USD 288 million facility (any drawdown on this tranche in any event subject to Prosafe, at its own option, taking delivery of the Safe Eurus), and (ii) a step up in the market value covenant in March 2021 to 125% in respect of the USD 288 million facility.
The combined effect of the reduction in bank debt amortisation from Q1 2017 until and including Q4 2020, and the interest rate swap restructuring is expected to provide a total positive liquidity impact of approximately USD 493 million.
As reported in the announcement of 12 August 2016, subject to timely receipt of final all bank lender approval, the Company continues to expect to be able to complete the Refinancing ultimo August 2016/primo September 2016 including issue of (i) 4,376,600,000 new shares in connection with the private placement closed on 12 July 2016 (ii) a convertible bond of NOK 82.79 million convertible into 331,163,764 new shares, and (iii) 1,396,836,250 new shares as consideration for the bond conversion.
With respect to the subsequent equity offering, this will be launched upon publication of an offering and listing prospectus to be approved by relevant authorities, currently expected ultimo September 2016. As previously announced, shareholders as of close of trade on 12 July 2016 (as recorded in VPS on 14 July 2016) that did not subscribe in the private placement will, subject to applicable restrictions, receive non-transferable subscription rights for up to 504,000,000 shares (USD 15 million). The subscription price in the subsequent equity offering will be NOK 0.25. Further information on timing, terms and how to participate, will be announced in due course, and described in the prospectus to be prepared in connection therewith.
Pending completion of the publication of the prospectus for the subsequent equity offering and completion of the capital reduction described in the Refinancing terms, the shares to be issued as part of the private placement and debt conversion will be unlisted Class A shares. The Class A shares, once issued, will be listed on the Norwegian OTC list (N-OTC).
Prosafe is the world's leading owner and operator of semi-submersible accommodation vessels. The company is headquartered in Larnaca, Cyprus and listed on the Oslo Stock Exchange with ticker code PRS. For more information, please refer to www.prosafe.com
Download the Minutes of the Extraordinary General Meeting of 23 August 2016 (PDF, 102 kB)
Larnaca, 23 August 2016
Georgina Georgiou, General Manager
For further information, please contact:
Glen Ole Rødland, Interim Chairman
Phone: +47 907 41 662
Stig Harry Christiansen, Acting CEO
Prosafe Management AS
Phone: +47 478 07 813
Robin Laird, Acting CFO
Prosafe Offshore Services Pte Limited
Phone: +65 81 27 21 01