ShaMaran Closes Initial USD 111.5 Million Bond Issue
VANCOUVER, BC, July 30, 2021 /CNW/ - ShaMaran Petroleum Corp. (“ShaMaran” or the “Company”) (SNM – TSXV, NASDAQ First North Growth Market (Stockholm)) is pleased to announce that it has completed the initial issue of USD 111.5 million principal amount of 12% senior unsecured bonds due 2025, which settled today and were issued at 98.5% of nominal value for gross cash proceeds of USD 109.8 million. The bonds issued today form part of the larger USD 300 million senior unsecured bond 2021/2025 (ISIN NO 0011057622) previously announced on July 16, 2021, of which the USD 188.5 million balance will be issued to refinance existing indebtedness of the Company in connection with, and conditional upon completion of, the acquisition announced on July 12, 2021 (the “Acquisition”).
ShaMaran’s President and Chief Executive, Dr. Adel Chaouch, said: “Today’s successful settlement of the initial bond issue and deposit of the bond proceeds into an escrow account are important steps forward for ShaMaran to achieve our previously announced financing plan for the purchase of the TotalEnergies’ affiliate holding an 18% non-operating interest in Sarsang block. We are very pleased that there was keen interest expressed by the investment community in ShaMaran and this bond issue. We are looking forward to completing the regulatory and governmental approvals and launching the rights offering to satisfy the remaining conditions to close this acquisition in due course.”
Proceeds from the initial bond issue will be used to pay a portion of the purchase price of the Acquisition and have been placed into escrow subject to release following the satisfaction of conditions precedent to completion of the Acquisition.
In addition, the Company has entered into an agreement today with Nemesia S.à.r.l. (“Nemesia”) (a private company ultimately controlled by a trust the settlor of which is the Estate of the late Adolf H. Lundin) pursuant to which Nemesia has agreed to ensure that ShaMaran raises USD 30 million from the sale of additional equity through the planned rights offering referred to in the Company's news release of July 12, 2021. The underwriting will be by way of a stand-by commitment, meeting the requirements of applicable securities laws, to acquire shares not subscribed for by others pursuant to subscription rights to be issued in the offering. Particulars of the future rights offering, including the record date for the distribution of subscription rights and the price at which shares will be purchasable on exercise, will be determined and announced by the Company at a future date.
Pareto Securities AS acted as manager and bookrunner for the new bond issue and Arkwright London acted as bond advisor to the Company.
FORWARD LOOKING STATEMENTS
This news release contains statements about expected or anticipated future events that are forward-looking in nature and, as a result, are subject to certain risks and uncertainties, such as legal and political risk, civil unrest, general economic, market and business conditions, the regulatory process and actions, technical issues, new legislation, competitive and general economic factors and conditions, the uncertainties resulting from potential delays or changes in plans, the occurrence of unexpected events and management’s capacity to execute and implement its future plans. Any statement that is contained in this news release that is not a statement of historical fact may be deemed to be forward-looking information. Forward-looking information typically contains statements with words such as "may", "will", "should", "expect", "intend", "plan", "anticipate", "believe", "estimate", "projects", "potential", "scheduled", "forecast", "outlook", "budget" or the negative of those terms or similar words suggesting future outcomes. Forward-looking information in this press release include, among other things: the proposed use of proceeds of new bond issuance. The Company cautions readers regarding the reliance placed by them on forward‐looking information as by its nature, it is based on current expectations regarding future events that involve a number of assumptions, inherent risks and uncertainties, which could cause actual results to differ materially from those anticipated by the Company.
Actual results may differ materially from those projected by management. Further, any forward-looking information is made only as of a certain date and the Company undertakes no obligation to update any forward-looking information or statements to reflect events or circumstances after the date on which such statement is made or reflect the occurrence of unanticipated events, except as may be required by applicable securities laws. New factors emerge from time to time, and it is not possible for management of the Company to predict all of these factors and to assess in advance the impact of each such factor on the Company’s business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking information.
OTHER
This information is information that ShaMaran Petroleum Corp. is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact persons set out below, at 1:00 p.m. Eastern Time on July 30, 2021. Pareto Securities AB is the Company’s Certified Advisor on Nasdaq First North Growth Market, +46 84 02 5000, [email protected].
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
The rights offering will be conditional on, among other things, requisite approvals of the TSX Venture Exchange, the filing of a rights offering circular or prospectus in Canada and in Sweden, and other regulatory approvals.
This news release does not constitute an offer to sell or the solicitation of an offer to buy any securities of the Company in any jurisdiction. There shall be no offer or sale of, or solicitation of an offer to buy, any securities referred to herein in any jurisdiction in which such offer, sale or solicitation would be unlawful.
The new bond and share subscription rights referred to herein, and any shares issuable upon exercise of such subscription rights, have not been and will not be registered under the United States Securities Act of 1933, as amended (the “1933 Act”), or any state securities laws, and may not be directly or indirectly offered, sold, resold or exercised, as applicable, in the United States or to, or for the account or benefit of, any U.S. person (as those terms are defined in Regulation S under the 1933 Act) unless they are registered under, or the transaction is exempt from the registration requirements of, the 1933 Act and applicable state securities laws.
Further information regarding the acquisition and financing transactions referred to in this news release is provided in the material change report of the Company dated July 22, 2021 filed with applicable securities regulatory authorities in Canada, a copy of which is available through the SEDAR website at www.sedar.com.
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