Letter to convertible bondholders and information on coming events
In view of the resolution proposed by the Board of Directors of PA Resources on 7 November 2012, a letter has been sent to the convertible bondholders which stresses the importance that the transactions are carried out. At the same time, the Company hereby issues a reminder that a meeting for holders of the Swedish bond will be held on Friday, 30 November, in Stockholm.
Summary of the letter sent to convertible bondholders
On 7 November 2012 the Board of Directors of PA Resources proposed a resolution to reduce the company’s high indebtedness and at the same time increase the company’s equity by approximately SEK 1,700 million. The Board proposes that this be carried out through two transactions.
1. All holders of PA Resources’ convertible bond 2008/2014 are recommended to convert their convertible bonds into new shares; this will substantially reduce the Company’s indebtedness while increasing the Company's equity.
2. Subject to conversion of 90% of the outstanding convertible bond amount to equity, a subsequent fully underwritten rights issue of approximately SEK 700 million will be carried out – which will provide additional liquidity to the Company. Approximately 50% of the fully underwritten rights issue will be directed to convertible bondholders who have converted their convertible bonds into shares and approximately 50% to the Company’s current shareholders.
It is important to note that neither the offer to convertible bondholders nor the rights issue will be carried out unless owners of at least 90% of all convertibles choose to convert their convertible bonds to new shares or if the extraordinary general meeting on 7 December does not approve the Board's proposed resolution as above. If the proposed transactions are not carried out, the Board of Directors is of the opinion that the Company may be forced into a formal restructuring process or to file for bankruptcy, which in turn could lead to an outcome in which the convertible bondholders would lose all or part of their investment.
Information sent to the convertible bondholders is appended to this press release. For further information and notification to attend the extraordinary general meeting on 7 December, visit www.paresources.se.
Bondholders’ meeting to be held on Friday, 30 November 2012
CorpNordic, as agent for PA Resources' 2010/2013 SEK 850 million bonds (ISIN SE0003652577), has summoned all bondholders to a bondholders’ meeting to be held on 30 November 2012. The bondholders are urged to review the distributed information and to vote on the proposed waiver. To be able to vote or attend the meeting, bondholders must notify CorpNordic before 11 a.m. on 30 November, in accordance with the notice of the extraordinary general meeting.
If you are a bondholder and have not received the notice, please contact Anna Litewka on +46 8 402 72 00 or by e-mail: email@example.com. For queries regarding PA Resources, please contact Nicolas Adlercreutz on +46 705 87 44 88.
Stockholm, 28 November 2012
PA Resources AB (publ)
PA Resources AB is an international oil and gas group which conducts exploration, development and production of oil and gas assets. The Group operates in Tunisia, Republic of Congo (Brazzaville), Equatorial Guinea, United Kingdom, Denmark, Greenland, Netherlands and Germany. PA Resources is producing oil in West Africa and North Africa. The parent company is located in Stockholm, Sweden. PA Resources’ net sales amounted to SEK 2,154 million during 2011. The company is listed on the NASDAQ OMX in Stockholm, Sweden (segment Mid Cap). For additional information, please visit www.paresources.se.
The above information has been made public in accordance with the Securities Market Act and/or the Financial Instruments Trading Act. The information was published at 09.00 AM CET on 28 November, 2012.