TIDMHUR
RNS Number : 4316L
Hurricane Energy PLC
19 July 2017
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, OR IN OR INTO
CANADA, AUSTRALIA, SOUTH AFRICA, JAPAN OR ANY OTHER JURISDICTION IN
WHICH SUCH DISTRIBUTION WOULD BE PROHIBITED BY APPLICABLE LAW
19 July 2017
Hurricane Energy plc
(the "Company")
Exercise of Option Notice
Hurricane Energy plc, the UK-based oil and gas company focused
on hydrocarbon resources in naturally fractured basement
reservoirs, today announces that following the successful placement
of U.S.$220,000,000 of Convertible Bonds due 2022 (the "Bonds" and
"Offering"), Cenkos Securities plc and Stifel Nicolaus Europe
Limited (the "Joint Bookrunners") have exercised the option granted
to them by the Company pursuant to the Placing Agreement signed on
30 June 2017 (the "Option").
The Option has been exercised in full and the Joint Bookrunners
will procure subscribers for a further U.S.$10,000,000 in aggregate
principal amount of Bonds. Following exercise of the Option, the
aggregate principal amount of the Bonds will be
U.S.$230,000,000.
This press release does not constitute or form part of any offer
or solicitation to purchase or subscribe for or to sell securities
and the Offering is not an offer to the public in any
jurisdiction.
This announcement is released by Hurricane Energy plc and
contains inside information for the purposes of Article 7 of the
Market Abuse Regulation (EU) 596/2014 ("MAR"), encompassing
information relating to the Offering and the Bonds described above,
and is disclosed in accordance with the Company's obligations under
Article 17 of MAR.
Contact Details:
+44 (0) 1483
Hurricane Energy plc 862 820
Dr Robert Trice (Chief Executive
Officer) / Alistair Stobie
(Chief Financial Officer)
Cenkos Securities plc
Nominated Adviser: Nick Tulloch +44 (0) 131 220
/ Derrick Lee 6939
+44 (0) 20 7397
Joint Bookrunner: Stuart Galvin 8932
+44 (0) 207 7663
Stifel Nicolaus Europe Limited 3202
Joint Bookrunner: Michael Coakley +44 (0) 207 7663
/ Christopher Thurn 3210
Evercore Partners International +44 (0) 207 653
LLP 6000
Financial Adviser
Jim Renwick / Gent Kadare
+44 (0) 207 830
Vigo Communications 9700
Public Relations Adviser hurricane@vigocomms.com
Patrick d'Ancona / Ben Simons
NO ACTION HAS BEEN TAKEN BY THE COMPANY, THE JOINT BOOKRUNNERS
OR ANY OF THEIR RESPECTIVE AFFILIATES THAT WOULD PERMIT AN OFFERING
OF THE BONDS OR POSSESSION OR DISTRIBUTION OF THIS PRESS RELEASE OR
ANY OFFERING OR PUBLICITY MATERIAL RELATING TO THE BONDS IN ANY
JURISDICTION WHERE ACTION FOR THAT PURPOSE IS REQUIRED. PERSONS
INTO WHOSE POSSESSION THIS PRESS RELEASE COMES ARE REQUIRED BY THE
COMPANY AND THE JOINT BOOKRUNNERS TO INFORM THEMSELVES ABOUT, AND
TO OBSERVE, ANY SUCH RESTRICTIONS.
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED IN IT IS
RESTRICTED AND IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION,
DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN, INTO OR FROM THE
UNITED STATES (INCLUDING ITS TERRITORIES AND POSSESSIONS, ANY STATE
OF THE UNITED STATES AND THE DISTRICT OF COLUMBIA, COLLECTIVELY THE
UNITED STATES) OR IN CANADA, AUSTRALIA, SOUTH AFRICA OR JAPAN OR IN
ANY JURISDICTION IN WHICH SUCH DISTRIBUTION WOULD BE PROHIBITED BY
APPLICABLE LAW (EACH AN "EXCLUDED TERRITORY"). THIS ANNOUNCEMENT IS
FOR INFORMATION PURPOSES ONLY AND DOES NOT CONSTITUTE AN OFFER OR
INVITATION TO SELL OR ISSUE OR THE SOLICITATION OF AN OFFER TO BUY,
ACQUIRE OR SUBSCRIBE FOR BONDS OR ORDINARY SHARES TO OR BY ANYONE
IN THE UNITED STATES OR ANY EXCLUDED TERRITORY OR TO ANY PERSON TO
WHOM IT IS UNLAWFUL TO MAKE SUCH OFFER OR INVITATION OR UNDERTAKE
SUCH SOLICITATION. ANY FAILURE TO COMPLY WITH THESE RESTRICTIONS
MAY CONSTITUTE A VIOLATION OF THE SECURITIES LAWS OF SUCH
JURISDICTIONS. THE SECURITIES REFERRED TO HEREIN MAY NOT BE OFFERED
OR SOLD IN ANY EXCLUDED TERRITORY OR TO, OR FOR THE ACCOUNT OR
BENEFIT OF ANY NATIONAL RESIDENT OR CITIZEN OF ANY EXCLUDED
TERRITORY. THE BONDS AND THE ORDINARY SHARES HAVE NOT BEEN AND WILL
NOT BE REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED
(THE "SECURITIES ACT") OR UNDER ANY SECURITIES LAWS OR WITH ANY
SECURITIES REGULATORY AUTHORITY OF ANY OTHER STATE OR OTHER
JURISDICTION OF THE UNITED STATES. THE BONDS AND THE ORDINARY
SHARES MAY NOT BE OFFERED, SOLD, RESOLD, TAKEN UP, TRANSFERRED,
DELIVERED OR DISTRIBUTED, DIRECTLY OR INDIRECTLY, INTO OR WITHIN
THE UNITED STATES ABSENT REGISTRATION UNDER THE SECURITIES ACT OR
AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO,
THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN
COMPLIANCE WITH ANY APPLICABLE SECURITIES LAWS OF ANY OTHER STATE
OR JURISDICTION OF THE UNITED STATES. THERE WILL BE NO PUBLIC OFFER
IN THE UNITED STATES. THE BONDS ARE ONLY BEING OFFERED OUTSIDE THE
UNITED STATES IN OFFSHORE TRANSACTIONS WITHIN THE MEANING OF, AND
IN RELIANCE ON, REGULATION S UNDER THE SECURITIES ACT. NO ACTION
HAS BEEN TAKEN BY THE COMPANY OR BY THE JOINT BOOKRUNNERS THAT
WOULD PERMIT AN OFFER OF THE BONDS OR THE ORDINARY SHARES OR
POSSESSION OR DISTRIBUTION OF THIS ANNOUNCEMENT IN THE EXCLUDED
TERRITORIES OR ANY OTHER JURISDICTION WHERE ACTION FOR THAT PURPOSE
IS REQUIRED. NO PUBLIC OFFERING OF THE SECURITIES REFERRED TO IN
THIS ANNOUNCEMENT IS BEING MADE IN ANY EXCLUDED TERRITORY OR
ELSEWHERE.
THIS PRESS RELEASE AND THE OFFERING WHEN MADE ARE ONLY ADDRESSED
TO, AND DIRECTED IN MEMBER STATES OF THE EUROPEAN ECONOMIC AREA
(THE "EEA") AT PERSONS WHO ARE "QUALIFIED INVESTORS" WITHIN THE
MEANING OF ARTICLE 2(1)(E) OF THE PROSPECTUS DIRECTIVE ("QUALIFIED
INVESTORS"). FOR THESE PURPOSES, THE EXPRESSION "PROSPECTUS
DIRECTIVE" MEANS DIRECTIVE 2003/71/EC, AS AMENDED.
IN ADDITION, IN THE UNITED KINGDOM THIS PRESS RELEASE IS BEING
DISTRIBUTED ONLY TO, AND IS DIRECTED ONLY AT, QUALIFIED INVESTORS
(I) WHO HAVE PROFESSIONAL EXPERIENCE IN MATTERS RELATING TO
INVESTMENTS FALLING WITHIN ARTICLE 19(5) OF THE FINANCIAL SERVICES
AND MARKETS ACT 2000 (FINANCIAL PROMOTION) ORDER 2005, AS AMENDED
(THE "ORDER") AND QUALIFIED INVESTORS FALLING WITHIN ARTICLE
49(2)(A) TO (D) OF THE ORDER, AND (II) TO WHOM IT MAY OTHERWISE
LAWFULLY BE COMMUNICATED (ALL SUCH PERSONS TOGETHER BEING REFERRED
TO AS "RELEVANT PERSONS"). THIS PRESS RELEASE MUST NOT BE ACTED ON
OR RELIED ON (I) IN THE UNITED KINGDOM, BY PERSONS WHO ARE NOT
RELEVANT PERSONS, AND (II) IN ANY MEMBER STATE OF THE EEA OTHER
THAN THE UNITED KINGDOM, BY PERSONS WHO ARE NOT QUALIFIED
INVESTORS. ANY INVESTMENT OR INVESTMENT ACTIVITY TO WHICH THIS
PRESS RELEASE RELATES IS AVAILABLE ONLY TO (A) RELEVANT PERSONS IN
THE UNITED KINGDOM AND WILL BE ENGAGED IN ONLY WITH RELEVANT
PERSONS IN THE UNITED KINGDOM AND (B) QUALIFIED INVESTORS IN MEMBER
STATES OF THE EEA (OTHER THAN THE UNITED KINGDOM).
THE INFORMATION IN THIS ANNOUNCEMENT MAY NOT BE FORWARDED OR
DISTRIBUTED TO ANY OTHER PERSON AND MAY NOT BE REPRODUCED IN ANY
MANNER WHATSOEVER. ANY FORWARDING, DISTRIBUTION, REPRODUCTION, OR
DISCLOSURE OF THIS INFORMATION IN WHOLE OR IN PART IS UNAUTHORISED.
FAILURE TO COMPLY WITH THIS DIRECTIVE MAY RESULT IN A VIOLATION OF
THE SECURITIES ACT OR THE APPLICABLE LAWS OF OTHER JURISDICTIONS.
STATEMENTS CONTAINED IN THIS ANNOUNCEMENT REGARDING PAST TRENDS OR
ACTIVITIES SHOULD NOT BE TAKEN AS A REPRESENTATION THAT SUCH TRENDS
OR ACTIVITIES WILL CONTINUE IN THE FUTURE.
ANY DECISION TO PURCHASE ANY OF THE BONDS SHOULD ONLY BE MADE ON
THE BASIS OF AN INDEPENDENT REVIEW BY A PROSPECTIVE INVESTOR OF THE
COMPANY'S PUBLICLY AVAILABLE INFORMATION. NEITHER THE JOINT
BOOKRUNNERS NOR ANY OF THEIR RESPECTIVE AFFILIATES ACCEPT ANY
LIABILITY ARISING FROM THE USE OF, OR MAKE ANY REPRESENTATION AS TO
THE ACCURACY OR COMPLETENESS OF, THIS PRESS RELEASE OR THE
COMPANY'S PUBLICLY AVAILABLE INFORMATION. THE INFORMATION CONTAINED
IN THIS PRESS RELEASE IS SUBJECT TO CHANGE IN ITS ENTIRETY WITHOUT
NOTICE UP TO THE CLOSING DATE.
EACH PROSPECTIVE INVESTOR SHOULD PROCEED ON THE ASSUMPTION THAT
IT MUST BEAR THE ECONOMIC RISK OF AN INVESTMENT IN THE BONDS OR THE
ORDINARY SHARES TO BE ISSUED OR TRANSFERRED AND DELIVERED UPON
CONVERSION OF THE BONDS AND NOTIONALLY UNDERLYING THE BONDS
(TOGETHER WITH THE BONDS, THE "SECURITIES"). NONE OF THE COMPANY OR
THE JOINT BOOKRUNNERS MAKE ANY REPRESENTATION AS TO (I) THE
SUITABILITY OF THE SECURITIES FOR ANY PARTICULAR INVESTOR, (II) THE
APPROPRIATE ACCOUNTING TREATMENT AND POTENTIAL TAX CONSEQUENCES OF
INVESTING IN THE SECURITIES OR (III) THE FUTURE PERFORMANCE OF THE
SECURITIES EITHER IN ABSOLUTE TERMS OR RELATIVE TO COMPETING
INVESTMENTS.
THE JOINT BOOKRUNNERS ARE ACTING ON BEHALF OF THE COMPANY AND NO
ONE ELSE IN CONNECTION WITH THE BONDS AND WILL NOT BE RESPONSIBLE
TO ANY OTHER PERSON FOR PROVIDING THE PROTECTIONS AFFORDED TO
CLIENTS OF THE JOINT BOOKRUNNERS OR FOR PROVIDING ADVICE IN
RELATION TO THE SECURITIES.
EACH OF THE COMPANY, THE JOINT BOOKRUNNERS AND THEIR RESPECTIVE
AFFILIATES EXPRESSLY DISCLAIMS ANY OBLIGATION OR UNDERTAKING TO
UPDATE, REVIEW OR REVISE ANY STATEMENT CONTAINED IN THIS PRESS
RELEASE WHETHER AS A RESULT OF NEW INFORMATION, FUTURE DEVELOPMENTS
OR OTHERWISE.
This information is provided by RNS
The company news service from the London Stock Exchange
END
MSCQVLFFDDFFBBB
(END) Dow Jones Newswires
July 19, 2017 02:00 ET (06:00 GMT)
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