EnQuest PLC (the “Company”), a holding company involved in a full range of upstream activities, with a portfolio of production and development assets, announces today an invitation (the “Exchange Offer”) to holders of the £190,534,573 7.00 per cent. Extendable PIK Toggle Notes originally due 15 February 2022, as extended to 15 October 2023, issued by EnQuest PLC (the “Existing Notes”) to exchange their Existing Notes for new Sterling denominated 9.00 per cent. notes due 27 October 2027 (the “New Notes”) to be issued by the Company and guaranteed on a joint and several, subordinated basis by EnQuest Britain Limited, EnQuest ENS Limited, EnQuest Global Limited, EnQuest Heather Limited, EnQuest Heather Leasing Limited, EnQuest NWO Limited, EnQuest Production Limited, EnQuest Petroleum Production Malaysia Ltd, NSIP (GKA) Limited, EnQuest Marketing and Trading Limited, EnQuest Petroleum Developments Malaysia Sdn Bhd, EnQuest Advance Limited, EnQuest Advance Holdings Limited, EQ Petroleum Sabah Limited and North Sea (Golden Eagle) Resources Ltd (the “Guarantors”).
Each holder whose Existing Notes are accepted for exchange by the Company will receive on the settlement of the Exchange Offer: (i) £1 in principal amount of Notes for every £1 of Existing Notes validly offered and accepted for exchange by the Company; and (ii) an exchange fee of £0.015 for every £1 in principal amount of Existing Notes exchanged for participating in the Exchange Offer, in addition to any accrued but unpaid interest payable on the Existing Notes, to, but excluding 27 April 2022.
The New Notes will bear interest at a fixed rate of 9.00 per cent. per annum, payable semi-annually in arrear in two equal instalments of £0.045 per £1 in principal amount of the Notes on 27 April and 27 October in each year, with the first such payment being made on 27 October 2022, and are expected to be redeemed (subject to the Company’s right to redeem the Notes prior to maturity in accordance with their terms and conditions) at 100 per cent. of their principal value on 27 October 2027.
The New Notes are expected to be listed on the Financial Conduct Authority's Official List and admitted to trading on the London Stock Exchange's regulated market and through the electronic Order Book for Retail Bonds (ORB) market. Holders of the New Notes should, in most normal circumstances, be able to sell their holdings during normal trading hours (subject to market conditions) on the open market through their stockbroker.
Holders of the Existing Notes may decide to participate in the Exchange Offer in respect of all or part of their holding by offering at least £1,000 in principal amount of Existing Notes (provided such amount is in multiples of £1).
The Exchange Offer is being made on the terms and subject to the conditions and requirements specified in the exchange offer memorandum and prospectus dated 29 March 2022 (the “Exchange Offer Memorandum and Prospectus”) and is subject to offer and distribution restrictions described in such Exchange Offer Memorandum and Prospectus.
Copies of the Exchange Offer Memorandum and Prospectus, including instructions on how to accept the offer, are (subject to distribution restrictions) available from the Exchange Agent as set out below.
Peel Hunt LLP and WH Ireland Limited are acting as Joint Lead Managers in respect of the New Notes.