DOF ASA News
Bondholder meeting in DOFSUB07 held
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DOF ASA - Bondholder meeting in DOFSUB07 held
Reference is made to the stock exchange announcement by DOF ASA ("DOF" or the "Company") dated 28 November 2017 regarding the successful placing of a conditional private placement raising gross proceeds of NOK 500 million (the "Private Placement") and the stock exchange announcements by DOF Subsea AS ("DOF Subsea") dated 13 December 2017 regarding the bondholders' meeting in DOBSUB07.
The completion of the Private Placement is subject to certain conditions being satisfied within 18 December 2017, including approval by the DOFSUB07 bondholders' meeting of an extension of the maturity of the bond loan from currently May 2018 to October 2019 for NOK 100 million of the bond loan and May 2020 for the remaining NOK 408 million of the bond loan, at an annual interest rate of NIBOR + 7%.
The bondholders' meeting was closed today and the proposed resolution was approved with sufficient majority. In addition to customary conditions for completion of the amendments to the bond agreement, the resolution was conditional upon the following conditions being satisfied:
- DOF Subsea cancels all of the bonds held on its own books, amounting to NOK 792 million ;
- DOF Subsea reimburses the costs incurred for legal services conducted by Akin Gump in connection with the amended summons to the bondholders' meeting as announced by DOF Subsea on 13 December 2017 ; and
- The execution of a tender offer as follows:
- - Certain shareholders of the Company, including the main shareholder Møgster Mohn Offshore AS, (the "Shareholders") offering to purchase for cash consideration NOK 100 million of bonds in the DOBSUB07 bond loan from bondholders at par value (the "Tender Offer") ;
- - The Shareholders accepting a lock-up of their holding of bonds in DOFSUB07, and agree they will not be able to sell or otherwise dispose of their bonds, until the maturity date of the bond, or, if earlier, on any refinancing of all the bonds ;
- § Except: the Shareholders will be allowed to exchange their bonds for equity in the Company and/or DOF Subsea, as the case may be;
- - No holder of "Issuer Bonds" (as defined in the DOBSUB07 bond agreement) can participate in the Tender Offer ; and
- - Prior to completion of the Tender Offer, the face value of the bonds is amended to NOK 1.
The Tender Offer is expected to be announced on 13 December 2017 and expected to expire on 17 December 2017. Further practical details related to the Tender Offer will be described in the Tender Offer documents which will be published under DOF Subsea's ticker on Newsweb and www.stamdata.no.
For further information, please contact:
CEO Mons Aase, tel. +47 91 66 10 12
CFO Hilde Drønen, tel. +47 91 66 10 09