The DTEK Energy group has reached an agreement on the long-term restructuring of the group’s debts with a vast majority of Bank Lenders and separately, an English scheme of arrangement will implement the long-term restructuring of the notes. The scheme of arrangement was sanctioned by the English court December 21st and will bind all holders of the notes issued by DTEK Finance plc («Company») (the «Existing Notes»). The long-term restructuring of the Existing Notes includes the exchange of the Existing Notes into new notes with an extended maturity until December 31st 2024 («New Notes»). The terms of the New Notes will enable the Group to support its debt service obligations while retaining the necessary flexibility to move its business further.
«On December 19th, a meeting of holders of the Existing Notes took place, where the long-term restructuring plan proposed by the Company with respect to the notes was approved unanimously by the noteholders who were present and voting, and represented a significant 88.96% majority of total outstanding noteholders. The resulting extension of the notes maturity date by approximately 8 years will allow the financial standing of the Company to be stabilized, support its debt service obligations and develop operations of the Group. We highly appreciate our investors’ support and are very thankful for that. We also hope that the transaction will boost the investors’ confidence in the Ukrainian corporate sector more globally», – said the CEO of DTEK, Maksim Timchenko.
On December 21st, the noteholder scheme of arrangement was sanctioned by the High Court of Justice Chancery Division of England and Wales. Issuance of the New Notes is expected to take place on December 29th, 2016. According to the terms of the New Notes, US$ 750 mln 7,875% Senior Notes issued in 2013 and US$ 160 mln 10,375% Senior Notes issued in 2015 will be merged into one single series of the New Notes maturing December 31st, 2024. The New Notes will be repaid in two equal instalments – 50% will be repaid in December 2023, and the remaining 50% upon the expiry of the New Notes term.
The interest coupon of the New Notes is 10,75% per annum. The coupon will be repaid in cash as follows: in 2017-2018 – 5,5% per annum; in 2019 – 6,5% per annum; in 2020 – 7,5% per annum; in 2021 – 8,5% per annum; in 2022-2023 – 9,5% per annum; and in 2024 – 10,75% per annum, with the remaining being capitalized into the principal amount of the New Notes on a quarterly basis.
At the same time, discussions between the Company and its Bank Lenders have significantly progressed. Following the launch of an exchange offer whereby existing Bank Lenders could elect to swap part of their bank debt exposure into the New Notes up to a maximum total amount of US$ 300m subject to binding themselves to the restructuring heads of terms proposed by the Company, substantive majority of Bank Lenders have actually provided their support to the bank debt restructuring proposal of the Company. The before mentioned Exchange Offer remains currently in progress and should close in the coming days.
This press release is for information purposes only and does not constitute any offer to sell or the solicitation of an offer to buy any security in the United States or in any other jurisdiction. The New Notes have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the «Securities Act») or applicable state or foreign securities laws and may not be offered or sold in the United States absent registration under federal or applicable state securities laws or an applicable exemption from such registration requirements. This press release is being issued pursuant to and in accordance with Rule 135c under the Securities Act.
This press release may include projections and other «forward-looking» statements within the meaning of applicable securities laws. Any such projections or statements reflect the current views of the Company about further events and financial performance. No assurances can be given that such events or performance will occur as projected and actual results may differ materially from these projections.
This communication is directed only at (i) persons who are outside the United Kingdom, (ii) persons who have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the «Order») or (iii) high net worth entities, and other persons to whom it may lawfully be communicated, falling within Article 49(2) of the Order (all such persons together being referred to as «relevant persons»). Any investment activity to which this communication relates will only be available to, and will only be engaged in with, relevant persons. Any person who is not a relevant person should not act or rely on this document or any of its contents.
Neither the content of the Company’s website nor any website accessible by hyperlinks on the Company’s website is incorporated in, or forms part of, this announcement. The distribution of this announcement into certain jurisdictions may be restricted by law. Persons into whose possession this announcement 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.