Gulf Keystone Petroleum Ltd. Scheme Allocations (1977M)
October 11 2016 - 2:00AM
UK Regulatory
TIDMGKP
RNS Number : 1977M
Gulf Keystone Petroleum Ltd.
11 October 2016
Not for release, publication or distribution, directly or
indirectly, in whole or in part in or into the United States or any
jurisdiction other than the United Kingdom and Bermuda where to do
so would constitute a contravention of the relevant laws or
regulations of such jurisdiction. This announcement (and the
information contained herein) does not contain or constitute an
offer to sell or the solicitation of an offer to purchase, nor
shall there be any sale of securities in any jurisdiction where
such offer, solicitation or sale would constitute a contravention
of the relevant laws or regulations of such jurisdiction.
11 October 2016
Gulf Keystone Petroleum Ltd. (LSE: GKP)
("Gulf Keystone", "GKP", or "the Company")
US$250,000,000 13.0 per cent. Guaranteed Notes due 2017 (ISINs:
Regulation S XS1056559245, Rule 144A XS1056559088) (the "Guaranteed
Notes")
and
US$325,000,000 6.25 per cent. Convertible Bonds due 2017 (ISIN:
XS0841237497, Common Code: 084123749) (the "Convertible Bonds")
Scheme Allocations
Gulf Keystone today announces that, pursuant to the scheme of
arrangement (the "Scheme") in connection with the balance sheet
restructuring transaction announced on 14 July 2016 (the
"Restructuring"), it received valid and deemed elections for
Reinstated Notes in respect of $10,920,000 in principal amount of
the $250 million of Guaranteed Notes. Pursuant to the terms of the
Restructuring, the Company will issue $100 million aggregate
principal amount of Reinstated Notes to Guaranteed Noteholders, and
will allot a total of 21,910,523,553 New Common Shares in
connection with the Open Offer and the Debt Equitisation. The
allocation of Reinstated Notes and New Common Shares to Guaranteed
Noteholders will be calculated in accordance with the terms of the
Scheme. A calculator is available on the Scheme website at
https://sites.dfkingltd.com/gkp to assist Scheme Creditors in
calculating their entitlements to Reinstated Notes and/or New
Common Shares, as applicable. In order to use the calculator, each
Scheme Creditor will require the seven digit Blocking Reference
Number provided to its account holder by the applicable clearing
system when the instruction was submitted.
The Reinstated Notes will be issued with ISIN Codes XS1497756095
(Regulation S) and XS1505549268 (Rule 144A). When admitted to
trading, the New Common Shares will be registered with ISIN
BMG4209G1087.
Capitalised terms used and not defined herein shall have the
meanings set out in the Company's Balance Sheet Restructuring
Transaction RNS of 14 July 2016.
D.F. King Limited acts as information agent in connection with
the Scheme. Holders of Guaranteed Notes and/or Convertible Bonds
with questions regarding the Scheme should contact:
Information Agent
D.F. King Limited +44 (0) 20 7920 9700
Email: gkp@dfkingltd.com
Website: https://sites.dfkingltd.com/gkp
For further information about the Restructuring, visit the
Company's Restructuring microsite:
http://www.gulfkeystone.com/restructuring
Enquiries:
Gulf Keystone Petroleum: +44 (0) 20 7514 1400
Jón Ferrier, CEO
Sami Zouari, CFO
Anastasia Vvedenskaya,
Head of
Investor Relations +44 (0) 20 7514 1411
Celicourt Communications: +44(0) 20 7520 9266
Mark Antelme
Jimmy Lea
Disclaimer
This communication and the information contained herein is not
an offer of securities for sale. Securities may not be offered or
sold in the United States unless they are registered under the U.S.
Securities Act of 1933, as amended (the "Securities Act"), or are
exempt from registration thereunder. The Company has not registered
and does not intend to register any of its securities under the
Securities Act or to conduct a public offering in the United States
or any other jurisdiction. Copies of this communication are not
being, and should not be, distributed in or sent into the United
States.
This communication is directed only at (i) persons who are
outside the United Kingdom or (ii) persons who have professional
experience in matters relating to investments falling within
Article 19(2) of the Financial Services and Markets Act 2000
(Financial Promotion) Order 2005, as amended from time to time (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 or (iv) certified high net worth individuals and
certified and self-certified sophisticated investors as described
in Articles 48, 50, and 50A respectively of the Order or (v)
persons to whom this communication may otherwise be lawfully
communicated (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 with, relevant persons. Any person who is not a relevant
person should not act or rely on this document or any of its
contents.
This communication is distributed in any member state of the
European Economic Area which applies Directive 2003/71/EC (this
Directive together with any implementing measures in any member
state, the Prospectus Directive) only to those persons who are
qualified investors for the purposes of the Prospectus Directive in
such member state, and such other persons as this document may be
addressed on legal grounds, and no person that is not a relevant
person or qualified investor may act or rely on this document or
any of its contents.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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October 11, 2016 02:00 ET (06:00 GMT)