(TPHL, 31.May.2019) — Trinidad Petroleum Holdings Limited (TPHL) announced that in connection with its ongoing negotiations with a syndicate of financial institutions to enter into a new senior secured term loan facility (the “Term Loan Facility”) under which TPHL is the borrower and The Guaracara Refining Company Limited, Heritage Petroleum Company Limited and Paria Fuel Trading Company Limited will be guarantors, it has received loan commitments of up to $720 million in term loans from a syndicate of banks led by Credit Suisse AG, Cayman Islands Branch as Global Coordinator. The Term Loan Facility contemplates a single syndicated amortizing term facility, which may have multiple tranches, maturing as early as three years following the funding date. The Commitments are conditioned on (i) the negotiation and execution of the definitive documentation for the Term Loan Facility and (ii) the satisfaction of certain conditions precedent under the Term Loan Facility.
Upon the terms and subject to the conditions described in the Offering Memorandum, dated April 15, 2019 (as may be amended or supplemented from time to time, the “Offering Memorandum”), TPHL intends to use the net proceeds from borrowings under the Term Loan together with funds from operations to repay, at maturity, any 2019 Notes that remain outstanding after its previously announced offers to exchange any and all of its outstanding notes for newly issued debt securities (the “Exchange Offers”), including the payment of any principal, premiums, accrued interest, additional amounts, if any, and costs and expenses incurred in connection therewith. For clarification, the first interest payment date of the New Notes (as defined in the Offering Memorandum) will be September 15, 2019.
As of the time of this press release, TPHL has received the valid tender, without subsequent withdrawal, of over $130 million aggregate principal amount of 2019 Notes in the Exchange Offers.
General
The issuance of the New Notes will not be registered under the Securities Act of 1933, as amended (the “Securities Act”), the Securities Act Chap. 83:02 of the laws of Trinidad and Tobago (the “Trinidad Securities Act”) or any state securities laws. The New Notes are being offered and issued only (1) in the United States to holders of Existing Notes that are (a) “Accredited Investors” as defined in Rule 501 under Regulation D or (b) “qualified institutional buyers” as defined in Rule 144A under the Securities Act and (2) outside the United States to holders of Existing Notes that are not U.S. persons in reliance upon Regulation S under the Securities Act (each, an “Eligible Holder” and together, the “Eligible Holders”) . Accordingly, the New Notes will be subject to restrictions on transferability and resale and may not be transferred or resold except as permitted under the Securities Act, the Trinidad Securities Act and other applicable securities laws, pursuant to registration or exemption therefrom.
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