TIDMHUR
RNS Number : 6010Y
Hurricane Energy PLC
13 May 2021
13 May 2021
Hurricane Energy plc
("Hurricane", the "Company" or the "Group")
Update on Proposed Financial Restructuring
Further to the announcement made on 30 April 2021 (the "Previous
Announcement") regarding the proposed financial restructuring of
the Group (the "Restructuring"), the Company confirms that it today
filed a claim form and draft explanatory statement at the High
Court of Justice in London ahead of a convening hearing (the
"Convening Hearing") expected to be held virtually via video
conference on 21 May 2021.
Purpose of the Convening Hearing
The purpose of the Convening Hearing is to seek directions for
the convening and conduct of a virtual meeting (the "Plan Meeting")
of the holders (the "Bondholders") of the Company's $230 million
convertible bonds due 24 July 2022 (the "Convertible Bonds") for
the purposes of considering, and if thought fit approving, the
restructuring plan (the "Restructuring Plan") proposed under Part
26A of the Companies Act 2006 ("Part 26A"). The Restructuring Plan
process was commenced, as outlined in the Previous Announcement,
with the issue of the practice statement letter to Bondholders on
30 April 2021. A copy of the practice statement letter has, since
its issuance, been available, and continues to be available, on the
Company's website at www.hurricaneenergy.com .
Convening of a Plan Meeting
At the Plan Meeting (which is expected to be held on 4 June
2021), the Company will seek approval of the Restructuring Plan
from Bondholders. In order to be approved, the Restructuring Plan
will require the support of at least 75% (by value) of the
Bondholders present (virtually) or by proxy and voting at the Plan
Meeting. The Plan Meeting is intended to be held virtually via
video conference.
Further information regarding the Plan Meeting and the
Restructuring Plan will be provided to Bondholders following the
Convening Hearing.
As outlined and for the reasons given in the Previous
Announcement, there will be no meeting of shareholders to vote on
the Restructuring Plan or the proposed issuance of new ordinary
shares in the Company (the "Exchange Shares") in part
implementation of the Restructuring Plan, and nor will shareholders
have a right of pre-emption in relation to the issue of the
Exchange Shares. Accordingly, no action is required to be taken by
shareholders.
Failure to implement the Restructuring
Shareholders and Bondholders are reminded that in the event the
Restructuring Plan is not approved by Bondholders at the Plan
Meeting, or if it is approved by Bondholders but not sanctioned by
the Court, the Restructuring will not be capable of being
implemented. In that scenario, it is likely that there would be a
controlled wind-down of the Group's operations followed by an
insolvent liquidation of the Company.
Information for Bondholders
As noted in the Previous Announcement, on 30 April 2021
Hurricane entered into a lock-up agreement (the "Lock-up
Agreement") with an ad hoc group of Bondholders (the "Ad Hoc
Committee").
The Company notes that, as at the date of this announcement, the
Lock-up Agreement has been executed or acceded to by entities
holding in aggregate approximately 83.25% by value of the
Convertible Bonds. The Company considers this to be an important
step towards implementation of the Restructuring Plan.
The Company invites Bondholders who are not currently members of
the Ad Hoc Committee to accede to the Lock-up Agreement. Any such
interested Bondholder should contact Lucid Issuer Services Limited
as Information Agent by email to hurricane@lucid-is.com for details
on how to accede to the Lock-up Agreement.
All Bondholders are eligible to participate in the Lock-up
Agreement and may accede to the Lock-up Agreement at any time by
completing an Accession Letter to the Lock-up Agreement. No consent
fee will be payable to Bondholders in connection with accession to
the Lock-Up Agreement.
Bondholders wishing to accede to the Lock-up Agreement should
contact Lucid Issuer Services Limited as the Information Agent by
email to hurricane@lucid-is.com . All documentation relating to the
Lock-up Agreement, together with any updates, is available on the
dedicated website (the "Plan Website")
https://deals.lucid-is.com/hurricane . Bondholders will require a
password to access the website. A password may be obtained by
emailing hurricane@lucid-is.com .
For additional information, Bondholders are encouraged to get in
touch with the Ad Hoc Committee via their financial advisor
Houlihan Lokey ( ProjectHavenHL@hl.com ).
Information made available to Bondholders on the Plan Website
today
A copy of the draft explanatory statement (including appendices)
filed at Court today will be uploaded to the Plan Website at
https://deals.lucid-is.com/hurricane for information purposes only
and on a non-reliance basis. The explanatory statement and
appendices will remain draft documents until after the Convening
Hearing and as such remain subject to further modification and
amendment.
Information for Shareholders
Questions about the Restructuring should be directed to the
Company by email to communications@hurricaneenergy.com . Further
information regarding the Restructuring will be announced in due
course and, where appropriate, uploaded to the Company's website at
www.hurricaneenergy.com .
Information made available on the Company's website today
A copy of the draft explanatory statement (including appendices)
filed at Court today will be uploaded to the Company's website at
www.hurricaneenergy.com for information purposes only and on a
non-reliance basis. The explanatory statement and appendices will
remain draft documents until after the Convening Hearing and as
such remain subject to further modification and amendment.
-ends-
Contacts:
Hurricane Energy plc
Antony Maris, Chief Executive Officer +44 (0)1483 862
Philip Corbett, Head of Investor Relations 820
Evercore Partners International LLP
Financial Advisor +44 (0)20 7653
Project-HavenEvercore@Evercore.com 6000
Stifel Nicolaus Europe Limited
Nominated Adviser & Corporate Broker +44 (0)20 7710
Callum Stewart 7600
Investec Bank plc
Joint Corporate Broker +44 (0)20 7597
Chris Sim / Rahul Sharma 5970
Vigo Consulting
Public Relations
Patrick d'Ancona / Ben Simons +44 (0)20 7390
hurricane@vigoconsulting.com 0230
Lucid Issuer Services Limited
Information Agent
David Shilson / Sunjeeve Patel + 44 (0)20 7704
https://deals.lucid-is.com/hurricane 0880
About Hurricane
Hurricane was established to discover, appraise and develop
hydrocarbon resources associated with naturally fractured basement
reservoirs. The Company's acreage is concentrated on the Rona
Ridge, in the West of Shetland region of the UK Continental
Shelf.
The Lancaster field (100% owned by Hurricane) is the UK's first
producing basement field. Hurricane has pursued a phased
development of Lancaster, initially starting with an Early
Production System consisting of two wells tied-back to the Aoka
Mizu FPSO. Hydrocarbons were introduced to the FPSO system on 11
May 2019 and the first oil milestone was achieved on 4 June
2019.
In September 2018, Spirit Energy farmed-in to 50% of the Lincoln
and Warwick assets, committing to a phased work programme targeting
sanction of an initial stage of full field development.
Visit Hurricane's website at www.hurricaneenergy.com
Prior to publication, this document contained inside information
under Regulation (EU) 596/2014 on market abuse.
Disclaimer
Forecasts and other forward looking statements
This announcement may contain projections, estimates, forecasts,
targets, prospects, returns and/or opinions in relation to the
Company (together the "Forecasts"). These Forecasts can be
identified by the use of forward--looking terminology, including
the terms "believes," "estimates," "aims," "targets,"
"anticipates," "expects," "intends," "may," "will" or "should" or,
in each case, their negative, or other variations or comparable
terminology. The Forecasts involve significant assumptions and
subjective judgments which may or may not prove to be correct and
there can be no assurance that any Forecasts are a reliable
indicator of future performance, nor that they are attainable or
will be realised. There are a number of risks, uncertainties and
factors that could cause actual results and developments to differ
materially from those expressed or implied by any statements and
Forecasts made in the Presentation. If one or more of these risks
or uncertainties materialise, or if any underlying assumptions
prove incorrect, the Company's actual results of operations,
financial condition and liquidity and the development of the
industry in which it operates may differ materially from those made
in or suggested by the Forecasts. No reliance may be placed, for
any purpose, on the Forecasts or the information contained in this
announcement.
The Restructuring is subject to conditions
The completion of the Restructuring is subject to various
conditions, including but not limited to the approval of the
transaction and agreement of its terms by prescribed percentages of
the Bondholders. There can be no assurance that the Restructuring
will be completed on the terms currently envisaged, or at all.
U.S. securities laws disclaimer
This announcement, and the transactions to which it relates, has
been issued in respect of securities of a non-U.S. company. Any
offer of securities contemplated hereby is subject to disclosure
requirements of a country other than the United States that are
different from those of the United States.
Financial statements included in this announcement, if any, have
been prepared in accordance with foreign accounting standards that
may not be comparable to the financial statements of United States
companies.
It may be difficult for a U.S. holder of the Convertible Bonds
to enforce their rights and any claim they may have arising under
U.S. federal securities laws, since the Company is located in a
foreign country and all of its officers and directors are residents
of a foreign country. A U.S. holder of the Convertible Bonds may
not be able to sue a foreign company or its officers or directors
in a foreign court for violations of the U.S. securities laws. It
may be difficult to compel a foreign company and its affiliates to
subject themselves to a U.S. court's judgment.
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END
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May 13, 2021 12:34 ET (16:34 GMT)
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