9 May 2013
Dana Gas PJSC, the Middle East's leading private sector regional natural gas company, confirms that on 8th May 2013 it has completed the refinancing of the US$ 1 billion Trust Certificates (Sukuk-al-Mudarabah) issued by Dana Gas Sukuk Limited. This follows the overwhelming approvals to the refinancing plan received from both Sukuk Certificate holders and Shareholders on 23 April 2013. The New Sukuk of US$ 850 million (US$425 million of Convertible Sukuk and US$425 million of Ordinary Sukuk) have been listed on the Global Exchange Market of the Irish Stock Exchange.
Dr. Adel Al-Sabeeh, Chairman of the Board of Dana Gas, said: "The completion of the financial restructuring is an important step and this will underpin our strategic growth plans in Kurdistan, Egypt and the Eastern Mediterranean. We would like to thank shareholders and sukukholders for their support and confidence in our business."
Rashid Al-Jarwan, Executive Director and Acting Chief Executive Officer of Dana Gas said: "The restructuring process has now been formally completed and this puts Dana Gas in a stronger financial position. The Company can now look forward to pursuing its long term regional growth strategy with the renewed confidence of its key stakeholders."
As previously announced, key transaction highlights are as follows:
Reduction in the Company's outstanding debt from US$1 billion to US$850 million via US$70m cash pay-down and cancellation of another US$80 million of the Existing Sukuk already owned by the Company.
Remaining US$850 million split into two tranches, a US$425 million 7.0% Convertible Sukuk with a conversion price of AED 0.75 and a US$425 million 9.0% Ordinary Sukuk (together the "New Sukuks") each with a 5-year maturity to 31 October 2017, the combination of which will ensure that the potential dilution for shareholders remains substantially similar to current levels.
The average combined profit rate on the two New Sukuks is 8%, representing a slight increase over the Existing Sukuk profit rate of 7.5%
This average profit rate of 8%, together with the lower debt amount of US$850 million, constitutes a lower debt servicing obligation on the Company as compared to the debt servicing obligations under the Existing Sukuk
The security package available to holders of the New Sukuks will be enhanced by US$300 million of value (inclusive of security over receivables of the Company's Egyptian assets), but is restricted to the Company's Egyptian assets and certain UAE assets
Dana Gas has the option to pay down the outstanding principal amount of the New Sukuks prior to the new maturity date of 31 October 2017, subject to the applicable call premia on the Ordinary Sukuk and the soft call provisions on the Convertible Sukuk.
Cautionary Note Regarding Forward-Looking Statements and Other Disclaimers
This press release contains forward-looking statements. We have based these forward-looking statements on our current expectations and projections about future events. Although we believe that the expectations reflected in such forward-looking statements are reasonable, we can give no assurance that such expectations will prove to be correct. These forward-looking statements can be identified by the use of forward-looking terminology, including the terms "believes," "estimates," "anticipates," "expects," "intends," "may," "will" or "should" or, in each case, their negative, or other variations or comparable terminology. These forward-looking statements include all matters that are not historical facts. They appear in a number of places throughout this press release and include statements regarding our intentions, beliefs or current expectations concerning, among other things, our results of operations, financial condition, liquidity, prospects, growth, strategies and the industry in which we operate.
By their nature, forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future. We caution you that forward-looking statements are not guarantees of future performance and that our actual results of operations, our financial condition and liquidity, and the development of the industry in which we operate, may differ materially from those made in or suggested by the forward-looking statements contained in this press release. In addition, even if our results of operations, our financial condition and liquidity, and the development of the industry in which we operate, are consistent with the forward-looking statements contained in this press release those results or developments may not be indicative of results, conditions or developments in subsequent periods.
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