Frontera Extends Consent Solicitation Relating To Senior Notes

Instant Max AI

(Frontera Energy, 20.Nov.2018) — Frontera Energy Corporation announced (i) an extension of its consent solicitation and (ii) a change to the consent fee payable to consenting noteholders with respect to its previously announced consent solicitation to holders of the company’s $350 million aggregate principal amount of 9.700% Senior Notes due 2023 (CUSIP/ISIN 35905BAA5/US35905BAA5 and C35898AA00/USC35898AA00) made pursuant to the consent solicitation statement dated November 13, 2018.

The consent solicitation, which was scheduled to expire at 5:00 p.m. (New York City time) on Nov. 20, 2018, has been extended to expire at 5:00 p.m. (New York City time) on Nov. 23, 2018, unless further extended or earlier terminated by the Company in accordance with the Statement.

In addition, the company is amending the consent fee that will be payable to consenting noteholders. The previous consent fee was set at an aggregate amount of $3,500,000, to be distributed pro rata amongst all consenting noteholders. The consent fee has been amended to be a fixed fee of $20 per $1,000 principal amount of Notes for which consents have been validly delivered by noteholders prior to the Expiration Date.

As announced on Nov. 13, 2018, the company is proposing certain amendments to the Indenture governing the Notes, which include amendments to certain restrictions relating to “Limitations on Restricted Payments” in the Indenture to, among other changes, (i) replace an existing $40 million basket permitting Restricted Payments (as such term is defined in the Indenture), with a new basket permitting Restricted Payments of up to $100 million per year, on a cumulative basis, subject to meeting certain financial ratio tests and other conditions and (ii) add a new basket permitting Restricted Payments in respect of certain proceeds from the sale of Unrestricted Subsidiaries (as such term is defined in the Indenture), subject to meeting certain financial ratio tests and other conditions. The Proposed Amendments, as outlined in the Statement, remain unchanged.

The consent solicitation is being made solely on the terms and subject to the conditions set forth in the Statement, as modified by this press release. The company may, in its sole discretion, terminate, extend or amend the consent solicitations at any time as described in the Statement.

The receipt of the new consent fee is expected to result in a significant modification for U.S. federal income tax purposes, and accordingly may result in a deemed taxable exchange of notes for consenting U.S. noteholders. U.S. noteholders should refer to the section of the Statement titled “Certain Material U.S. Federal Income Tax Considerations.” Each consenting U.S. noteholder should consult its own tax advisor as to the tax consequences of consenting to this solicitation.

The company has engaged Citigroup Global Markets Inc., HSBC Securities (USA) Inc., and Itaú BBA USA Securities, Inc., to act as solicitation agents in connection with the consent solicitation. Questions regarding the consent should be directed to Citigroup Global Markets (+1-800-558-3745), HSBC Securities (+1-888-472-2456), and Itaú BBA (+1-888- 770-4828).

The Depositary and the Information Agent is Global Bondholder Services Corporation. Requests for documentation should be directed to Global Bondholder Services Corporation at (+1-866-807-2200).

This press release does not constitute a solicitation of consents. The consent solicitation is being made solely on the terms and subject to the conditions set forth in the Statement, as modified by this press release.

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