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Awilco LNG

Capital/Financing Update May 18, 2017

3548_rns_2017-05-18_5d7981b3-98f4-493c-8bae-394e78b5dc0f.html

Capital/Financing Update

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Awilco LNG ASA: Amended agreement with Teekay and contemplated private placement

Awilco LNG ASA: Amended agreement with Teekay and contemplated private placement

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN

PART DIRECTLY OR INDIRECTLY, IN AUSTRALIA, CANADA, JAPAN OR

THE UNITED STATES OR ANY OTHER JURISDICTION IN WHICH THE

RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL. THIS

ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER OF ANY OF THE

SECURITIES DESCRIBED HEREIN.

Awilco LNG ASA: Amended agreement with Teekay and

contemplated private placement

As previously announced, Awilco LNG ASA ("Awilco LNG" or

the "Company") has evaluated various options to strengthen

the Company's balance sheet and improve its financial

stability. The Company is pleased to announce a

comprehensive refinancing, including an amended and more

flexible agreement with its main creditor Teekay LNG

Partners L.P. ("Teekay LNG") and an equity issue to re-

establish a robust financial platform for the Company.

Awilco LNG has retained ABG Sundal Collier ASA

(the "Manager") to advise on and effect a private placement

of new shares with gross proceeds in the amount of NOK 215

million (approximately USD 25 million) directed towards

existing shareholders and potential new Norwegian and

international investors (the "Private Placement"). The

subscription price will be determined through a book-

building process to be conducted by the Manager.

The main shareholders Awilco AS, Uthalden A/S and Astrup

Fearnley A/S will participate in the Private Placement and

subscribe minimum their pro-rata share of the equity issue

(approximately 50% in total) and have furthermore committed

to vote in favor of the necessary corporate resolutions to

complete the Private Placement at an Extraordinary General

Meeting scheduled for on or about 12 June 2017 (the "EGM"),

to be called for shortly after completion of the Private

Placement. In addition, the Manager has received significant

pre-commitments from other existing shareholders.

In connection with the Private Placement, the Company has

secured a prolonged and more flexible agreement with Teekay

LNG for a restructuring of the Company's bareboat

charterparties. The renegotiated agreement with Teekay LNG,

together with the contemplated Private Placement, is a key

milestone to re-establishing a solid financial platform and

securing a robust business plan for the Company.

The new agreement with Teekay LNG include an extension of

the current bareboat charters for the Company's two vessels

(WilForce and WilPride) to 31 December 2019, and flexibility

through options for early termination of the charterparties

to enable the Company to refinance the vessels at any time

before maturity of the charterparties. Furthemore, the

amended agreement also include a front loaded reduction in

the bareboat rate payable to Teekay through the deferral of

up to USD 29m in charter hire to Teekay LNG. The deferred

amounts will become payable at maturity of the contracts.

The amendments to the contracts with Teekay LNG are subject

to, inter alia, completion of the Private Placement in the

minimum amount of USD 25 million.

The net proceeds from the Private Placement will be used to

strengthen the Company's balance sheet and liquidity

position, and secure final agreement with Teekay LNG.

The application period for the Private Placement will

commence today, 18 May 2017 at 16:30 CET and close tomorrow,

19 May 2017 at 08:00 CET. The Company may at its own

discretion extend or shorten the application period at any

time and for any reason. The minimum order in the Private

Placement has been set to the number of shares that equals

an aggregate purchase price of the NOK equivalent of EUR

100,000. The Company may, at its sole discretion, allocate

an amount below EUR 100,000 to the extent applicable

exemptions from the prospectus requirement pursuant to the

Norwegian Securities Trading Act and ancillary regulations

are available.

The allocation of New Shares in the Private Placement will

be made at the discretion of the Company's Board of

Directors in consultation with the Manager.

Completion of the Private Placement is subject to (i)

approval of by the Board of Directors of the Company of the

subscription price and the allocation of the offer shares

following the end of the application period, (ii) approval

by the EGM of the Company and (iii) the Company entering

into final agreement with Teekay LNG in connection with the

Company's restructuring of its bareboat charterparties. As a

consequence of the Private Placement structure, the

shareholders' preferential rights will be deviated from. The

waiver of the preferential rights is considered necessary in

the interest of time and successful completion of the

Private Placement and planned refinancing.

The new shares issued in the Private Placement will not be

listed on Oslo Axess before a listing prospectus has been

prepared and published by the Company, expected to take

place end of June 2017. Pending such listing, the new shares

will be delivered on a separate ISIN.

Subject to completion of the Private Placement, the Board of

Directors intends to carry out a subsequent offering of new

shares (the "Subsequent Offering"). The Subsequent Offering

will be directed towards shareholders in the Company as of

close of trading today, 18 May 2017, as registered in the

VPS on 22 May 2017 (the "Record Date") who were not offered

to participate in the Private Placement, and who are not

resident in a jurisdiction where such offering would be

unlawful, or would (in a jurisdiction other than Norway)

require any prospectus filing, registration or similar

action ("Eligible Shareholders"). Eligible Shareholders will

receive non-transferable subscription rights based on their

shareholding as of the Record Date. The subscription rights

will give Eligible Shareholders a preferential right to

subscribe for and be allocated shares in the Subsequent

Offering. The subscription price in the Subsequent Offering

will be equal to the subscription price in the Private

Placement.

Enclosed is a presentation dated 18 May 2017, which gives

more detailed information on the proposed refinancing and

the Company. Further, reference is made to the Company's

financial report for Q1 2017 published 5 May 2017.

For further information, please contact:

Jon Skule Storheill, CEO

+47 91 34 43 56

Snorre Schie Krogstad, CFO

+47 90 85 83 93

Important information:

The release is not for publication or distribution, in whole

or in part directly or indirectly, in or into Australia,

Canada, Japan or the United States (including its

territories and possessions, any state of the United States

and the District of Columbia) or any other jurisdiction in

which the release, publication or distribution would be

unlawful. This release is an announcement issued pursuant to

legal information obligations, and is subject of the

disclosure requirements pursuant to section 5-12 of the

Norwegian Securities Trading Act. It is issued for

information purposes only, and does not constitute or form

part of any offer or solicitation to purchase or subscribe

for securities, in the United States or in any other

jurisdiction. The securities mentioned herein have not been,

and will not be, registered under the United States

Securities Act of 1933, as amended (the "US Securities

Act"). The securities may not be offered or sold in the

United States except pursuant to an exemption from the

registration requirements of the US Securities Act. The

Company does not intend to register any portion of the

offering of the securities in the United States or to

conduct a public offering of the securities in the United

States. Copies of this announcement are not being made and

may not be distributed or sent into Australia, Canada, Japan

or the United States. The issue, exercise, purchase or sale

of subscription rights and the subscription or purchase of

shares in the Company are subject to specific legal or

regulatory restrictions in certain jurisdictions. Neither

the Company nor the Manager assumes any responsibility in

the event there is a violation by any person of such

restrictions.

The distribution of this release may in certain

jurisdictions be restricted by law. Persons into whose

possession this release comes should inform themselves about

and observe any such restrictions. Any failure to comply

with these restrictions may constitute a violation of the

securities laws of any such jurisdiction. The Manager are

acting for the Company and no one else in connection with

the Private Placement and will not be responsible to anyone

other than the Company for providing the protections

afforded to their respective clients or for providing advice

in relation to the Private Placement and/or any other matter

referred to in this release.

Forward-looking statements:

This release and any materials distributed in connection

with this release may contain certain forward-looking

statements. By their nature, forward-looking statements

involve risk and uncertainty because they reflect the

Company's current expectations and assumptions as to future

events and circumstances that may not prove accurate. A

number of material factors could cause actual results and

developments to differ materially from those expressed or

implied by these forward-looking statements.

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