Summons to Bondholders' Meeting – proposal to defer interest payment and to waive certain covenants
With reference to the press release 6 November 2015 the Company is continuing its efforts to finance or sell its multi-client library, and exploring other strategic and financial alternatives to ensure adequate, longer term financial strength and liquidity going forward, and Pareto Securities AS ("Pareto") have been retained as the Company’s advisor to assist in this respect (the "Advisor").
In May 2015, the Bondholders resolved to approve the Company’s proposal to extend the maturity of the Bond Issue to 2018 and 2019 respectively, and the shareholders of the Company resolved a NOK 140,000,000 share capital increase by a private placement. Furthermore, certain changes were made to the bank facility of Dolphin Geophysical AS.
The Company has approached various stakeholders in the Company to discuss a potential restructuring of the financial indebtedness of the Company and its subsidiaries (the ”Group”). Other major stakeholders have indicated to the Company that they prefer to see a financially restructured Company and a continuation of its business.
The Company is currently working with its Advisor on a restructuring proposal for the Group’s debt and obligations, and raising new capital, to be put forward to the Group’s creditors and shareholders for approval (the "Restructuring").
The Company's available liquidity is limited, and the Company requires a deferral of interest that is due on the DOLP02 Bond Issue on 5 December 2015, in order to maintain adequate operating liquidity. Furthermore, the Company is requesting a waiver from certain covenants and obligations pursuant to the 2012 Bond Agreement and 2013 Bond Agreement respectively, in order to continue the discussions with its stakeholders and obtain support for the contemplated Restructuring.
Accordingly, the Company has requested the Bond Trustee to convene a Bondholders’ Meeting for each Bond Issue in order to seek consents and approvals to the above mentioned interest deferral, as well as certain standstill terms (as further set out below) which will, according to the Company, facilitate the discussions with major stakeholders and the proposed Restructuring process.
The Bondholders are hereby summoned to a Bondholders' Meeting:
Time: 18 December 2015 at 1300 hours (Oslo time)
Place: The premises of Nordic Trustee ASA,
Haakon VIIs gt 1, 0161 Oslo – 6 th floor
Agenda: 1. Approval of the Summons.
2. Approval of the agenda.
3. Election of two persons to co-sign the minutes together with the chairman.
4. Approval of the Proposal.
Please find attached the complete summons for the bond holder meetings issued by Nordic Trustee ASA, this information is also published at www.stamdata.no and www.dolphingeo.com .
Erik Hokholt, CFO
Mobile: +47 90 75 60 64
E-mail: erik.hokholt@dolphingeo.com
Dolphin Group ASA is the Parent company of Dolphin Geophysical AS, a global full-range, asset light supplier of marine Geophysical services. Dolphin operates a fleet of new generation, high-capacity seismic vessels and offers contract seismic surveys, Multi-Client projects and processing services on a worldwide basis.
Dolphin Group ASA is listed at Oslo Stock Exchange (OSE ticker: DOLP).