Boart Longyear Recapitalisation: Settlement with First Pacific Advisors
August 09, 2017 at 12:34 pm EDT
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9 August 2017
Boart Longyear Recapitalisation: Settlement with First Pacific Advisors
Boart Longyear Limited (ASX:BLY) (Boart Longyear or the Company) is pleased to announce that it has reached a settlement with First Pacific Advisors (First Pacific) during the mediation ordered by the Supreme Court of New South Wales (the Court).
Under the settlement:
First Pacific has agreed to withdraw its opposition to the creditors' schemes of arrangement forming part of the Company's previously announced recapitalisation (the Creditors' Schemes) and to otherwise support the Creditors' Schemes; and
the Company has agreed to certain amendments to the Creditors' Schemes and the Subscription Deed, as summarised by the following table:
Component
Summary of amendments
Secured Creditors'
Scheme
for
10% Secured Notes and
TLA/TLB
A Premium will be payable at the maturity of the Secured Notes as well as in certain circumstances if they are redeemed prior to maturity (such as in connection with certain asset sales under the terms of the indenture for the Secured Notes). The amount of Premium payable is determined at the redemption date, the maturity date, or the date of completion of an asset sale offer, as applicable (the "Determination Date"). The amount of Premium payable (expressed as a percentage of the principal redeemed or repaid, including PIK Interest) is set out in the Appendix.
Upon any acceleration of the maturity of the 10% Secured Notes following an Event of Default, the 10% Secured Notes will be repayable at par plus accrued but unpaid interest, but without the payment of any Premium by the Company.
If there is a Change of Control Event under the terms of the 10% Secured Notes, the Company will be required to make an offer to redeem the 10% Secured Notes at 101% of par plus accrued but unpaid interest, but without the payment of any Premium by the Company.
Holders of the 10% Secured Notes (including Centerbridge, Ares, Ascribe and First Pacific) receive a total of 4% of the Company's post Recapitalisation issued share capital on a pro-rata basis based on their holdings of the 10% Secured Notes.
Component
Summary of amendments
Unsecured Creditors' Scheme
for
7% Unsecured Notes
The number of ordinary shares to be issued to Ares and Ascribe, as holders of the 7% Unsecured Notes, will each be reduced by an amount equal to 1% of the Company's post Recapitalisation issued share capital.
Subscription Agreement
The number of ordinary shares to be issued to Centerbridge will be reduced by an amount equal to 2% of the Company's post Recapitalisation issued share capital.
Other
The Company has agreed to reimburse First Pacific for fees and expenses incurred in connection with the Creditors' Schemes, up to US$3 million.
First Pacific will provide, or procure the provision by another holder of the 10% Secured Notes, 50% of Ares' commitment under the Backstop ABL.
The Company has been unable to reach a settlement with entities associated with Mr Anthony Maurici, who continues to oppose the Creditors' Schemes.
Next steps and timetable
The amendments to the Creditors' Schemes require the approval of the Court, and the Company will seek to have the amendments approved at the Second Court Hearing, which continues before the Court today. The Court is expected to render judgment on the proposed amendments to the Creditors' Scheme in mid-August and then on whether the Creditors' Schemes should be approved (with or without these amendments) shortly thereafter. The Company will advise on a more precise update on the timetable of its recapitalisation as soon as possible.
Investor Relations: Media:
Nate Stubbs Michael Weir
Boart Longyear Limited published this content on 09 August 2017 and is solely responsible for the information contained herein. Distributed by Public, unedited and unaltered, on 09 August 2017 16:33:08 UTC.
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Boart Longyear Group Ltd. is a provider of drilling services, drilling equipment, and performance tooling for mining and drilling companies. It also has a presence in aftermarket parts and service, energy, mine de-watering, oil sands exploration, production drilling, and down-hole instrumentation. It operates in two segments: Global Drilling Services and Global Products, which includes the Veracio business. The Global Drilling Services segment provides a broad range of drilling services to companies in mining, energy and other industries. Its Global Drilling Services division operates for a diverse mining customers base spanning a range of commodities, including copper, gold, nickel, zinc, uranium, and other metals and minerals. The Global Products segment, which includes Veracio, manufactures and sells drilling equipment and performance tooling to customers in the drilling services and mining industries. Its water services include dewatering, water supply drilling, and pump services.
BOART LONGYEAR CDI 