Welcome!

News Feed Item

Xcite Energy Limited: US$140 Million Raised Through Issue of Senior Secured Bond and Issue of New Shares

ABERDEENSHIRE, UNITED KINGDOM -- (Marketwired) -- 06/16/14 -- Xcite Energy Limited ("Xcite Energy" or the "Company") (TSX VENTURE: XEL) (LSE: XEL) (AIM: XEL)

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART DIRECTLY OR INDIRECTLY IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION

TSX-V: XEL; LSE: XEL

16 June 2014

Xcite Energy Limited
("Xcite Energy" or the "Company")

US$140 Million Raised through Issue of Senior Secured Bond and Issue of New Shares

Xcite Energy is pleased to announce the successful placing of US$140 million through the placing of senior secured bonds (the "Bonds") issued by its 100% UK subsidiary Xcite Energy Resources Limited ( "XER") and a private placement of shares in the Company (the "Shares") to new investors.

The net proceeds from the bond issue (the "Bond Issue") and the private placement of Shares (the "Share Issue") will be used to refinance the US$ 80 million, 12.5% unsecured loan notes, due 25 December 2014 plus accrued interest and related obligations, to service interest payments under the Bonds, to fund the Bentley field development work programme through this year, prior to submission of the field development plan, and for general corporate purposes.

The Bonds have a term of two years and a cash interest coupon of 12% p.a., payable quarterly in arrears. In addition, the Bonds have a 3% p.a. payment in kind ("PIK") interest coupon accruing and compounding annually, which can be paid through the issuance of additional Bonds or in cash at XER's discretion. The Bonds will be issued at 90% of the face value and subscribers for the Bonds have also subscribed for 11,616,875 Shares (the "Subscription Shares"), at a price of 68.5 pence per Share, being the closing price of the Shares on AIM on Friday, 13 June 2014, and being an amount equal to the remaining 10% of the face value of the Bonds.

In addition, a subscriber in the Bond Issue has subscribed for an additional 4,302,546 Shares (the "Placed Shares") at a price of 68.5 pence per share for gross proceeds of US$ 5 million, to provide an aggregate gross proceeds from the Bond Issue and the Share Issue of US$ 140 million.

The settlement date for the Bonds is expected to be 30 June 2014 (the "Settlement Date"). The Bond is callable at the option of XER at any time with a call option premium during the first year after the Settlement Date comprising the present value on the relevant record date of 106.5% of par value; plus the present value of the remaining coupon payments (less any accrued interest) for the first year after the Settlement Date and accrued interest on the redeemed Bonds. During the second year after the Settlement Date, the call option premium comprises 106.5% of par value and any accrued interest on the redeemed Bonds.

The Bonds are secured over the assets of XER, including its interest in the Bentley field, as well as through the provision of a guarantee from the Company. As part of the issuance of the Bonds, XER will cancel its existing reserves based lending facility ("RBL") which was based on the Bentley field development plan in place prior to the pre-production well test in 2012. The use of an RBL facility that would be applicable for the current field development plan remains part of the Company's financing options for the future.

Rupert Cole, CEO of Xcite Energy commented:

"This new financing package comes at an important time for the Company as we focus on delivering a technically and financially compliant field development plan for Bentley. It provides us with a stable platform to continue our planned activities this year, allowing us to further optimise the development plan and work towards completing contract negotiations with our partners. The planned work programme will also provide a greater level of cost and schedule definition, enabling us to develop the longer term financing needed for the first phase development of the field, for which we shall continue to evaluate a number of options including asset financing, reserves based lending and additional development partners."

Pareto Securities has acted as the Sole Manager and Bookrunner of the Bond issue.

Additional Information

The closing of the Bond Issue and Share Issue is subject to final approval from the TSX-V. Except in accordance with Canadian securities laws, the Shares issued in connection with this transaction may not be sold or otherwise traded on or through the facilities of the TSX-V or except pursuant to any Canadian securities laws exemptions, to any person in Canada or otherwise into Canada until the date that is four months and one day from the date of issue. Purchasers are advised to seek legal advice prior to any resale of the shares issued in this transaction.

The settlement date of the Placed Shares is expected to be on or about 17 June 2014. Application will be made for admission to the AIM of the 4,302,546 Placed Shares, and dealings are expected to commence on or about 20 June 2014. The settlement date of the Subscription Shares is expected to be on or about 27 June 2014. Application will be made for admission to the AIM of the 11,616,875 Subscription Shares, and dealings are expected to commence on or about 30 June 2014. The Shares will rank pari passu in all respects with the Company's existing issued ordinary shares of no par value.

The fundraising is conditional on the customary condition precedents for a transaction of this nature being satisfied, including without limitation entering into the long form documentation.

Total Voting Rights

Following admission of the Placed Shares and the Subscription Shares ("Admission"), the Company's enlarged issued share capital will comprise 308,730,421 Shares with one voting right per share. There are no shares held in treasury. The total number of voting rights in the Company following Admission will therefore be 308,730,421. At Admission there will be a total of 17,250,000 outstanding warrants and 25,652,000 outstanding options to subscribe for shares.

This figure of 308,730,421 Shares may be used by shareholders in the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change in their interest in, the share capital of the Company under the Financial Conduct Authority's Disclosure and Transparency Rules.

This press release does not constitute an offer for sale of the securities referenced herein in the United States. The securities offered have not been and will not be registered under the U.S. Securities Act of 1933, as amended, or any state securities laws and may not be offered or sold in the United States absent registration or an exemption from those registration requirements.

ENQUIRIES:

Xcite Energy Limited                   +44 (0) 1483 549 063
Rupert Cole / Andrew Fairclough

Liberum (Joint Broker and Nominated
 Adviser)                              +44 (0) 203 100 2222
Clayton Bush / Tim Graham

Morgan Stanley (Joint Broker)          +44 (0) 207 425 8000
Andrew Foster

Bell Pottinger                         +44 (0) 207 861 3232
Mark Antelme / Henry Lerwill

Forward-Looking Statements

Certain statements contained in this announcement constitute forward-looking information within the meaning of securities laws, including, but not limited to, information relating to the settlement of the Bond Issue and Share Issue, and admission to AIM of the Shares. Forward-looking information may relate to the Company's future outlook and anticipated events or results and, in some cases, can be identified by terminology such as "may", "will", "should", "expect", "plan", "anticipate", "believe", "intend", "estimate", "predict", "target", "potential", "continue" or other similar expressions concerning matters that are not historical facts. These statements are based on certain factors and assumptions including expected growth, results of operations, performance and business prospects and opportunities. While the Company considers these assumptions to be reasonable based on information currently available to us, they may prove to be incorrect. Forward-looking information is also subject to certain factors, including risks and uncertainties that could cause actual results to differ materially from what we currently expect. These factors include risks associated with the oil and gas industry (including operational risks in exploration and development and uncertainties of estimates oil and gas potential properties), the risk of commodity price and foreign exchange rate fluctuations and the ability of Xcite Energy to secure financing. The Company disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise, except as required under applicable securities regulations.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

This information is provided by RNS
The company news service from the London Stock Exchange

More Stories By Marketwired .

Copyright © 2009 Marketwired. All rights reserved. All the news releases provided by Marketwired are copyrighted. Any forms of copying other than an individual user's personal reference without express written permission is prohibited. Further distribution of these materials is strictly forbidden, including but not limited to, posting, emailing, faxing, archiving in a public database, redistributing via a computer network or in a printed form.

Latest Stories
For basic one-to-one voice or video calling solutions, WebRTC has proven to be a very powerful technology. Although WebRTC’s core functionality is to provide secure, real-time p2p media streaming, leveraging native platform features and server-side components brings up new communication capabilities for web and native mobile applications, allowing for advanced multi-user use cases such as video broadcasting, conferencing, and media recording.
Aspose.Total for .NET is the most complete package of all file format APIs for .NET as offered by Aspose. It empowers developers to create, edit, render, print and convert between a wide range of popular document formats within any .NET, C#, ASP.NET and VB.NET applications. Aspose compiles all .NET APIs on a daily basis to ensure that it contains the most up to date versions of each of Aspose .NET APIs. If a new .NET API or a new version of existing APIs is released during the subscription peri...
Data is the fuel that drives the machine learning algorithmic engines and ultimately provides the business value. In his session at Cloud Expo, Ed Featherston, a director and senior enterprise architect at Collaborative Consulting, will discuss the key considerations around quality, volume, timeliness, and pedigree that must be dealt with in order to properly fuel that engine.
SYS-CON Events announced today that 910Telecom will exhibit at the 19th International Cloud Expo, which will take place on November 1–3, 2016, at the Santa Clara Convention Center in Santa Clara, CA. Housed in the classic Denver Gas & Electric Building, 910 15th St., 910Telecom is a carrier-neutral telecom hotel located in the heart of Denver. Adjacent to CenturyLink, AT&T, and Denver Main, 910Telecom offers connectivity to all major carriers, Internet service providers, Internet backbones and ...
DevOps at Cloud Expo, taking place Nov 1-3, 2016, at the Santa Clara Convention Center in Santa Clara, CA, is co-located with 19th Cloud Expo and will feature technical sessions from a rock star conference faculty and the leading industry players in the world. The widespread success of cloud computing is driving the DevOps revolution in enterprise IT. Now as never before, development teams must communicate and collaborate in a dynamic, 24/7/365 environment. There is no time to wait for long dev...
Amazon has gradually rolled out parts of its IoT offerings in the last year, but these are just the tip of the iceberg. In addition to optimizing their back-end AWS offerings, Amazon is laying the ground work to be a major force in IoT – especially in the connected home and office. Amazon is extending its reach by building on its dominant Cloud IoT platform, its Dash Button strategy, recently announced Replenishment Services, the Echo/Alexa voice recognition control platform, the 6-7 strategic...
19th Cloud Expo, taking place November 1-3, 2016, at the Santa Clara Convention Center in Santa Clara, CA, will feature technical sessions from a rock star conference faculty and the leading industry players in the world. Cloud computing is now being embraced by a majority of enterprises of all sizes. Yesterday's debate about public vs. private has transformed into the reality of hybrid cloud: a recent survey shows that 74% of enterprises have a hybrid cloud strategy. Meanwhile, 94% of enterpri...
Using new techniques of information modeling, indexing, and processing, new cloud-based systems can support cloud-based workloads previously not possible for high-throughput insurance, banking, and case-based applications. In his session at 18th Cloud Expo, John Newton, CTO, Founder and Chairman of Alfresco, described how to scale cloud-based content management repositories to store, manage, and retrieve billions of documents and related information with fast and linear scalability. He addres...
Akana has announced the availability of version 8 of its API Management solution. The Akana Platform provides an end-to-end API Management solution for designing, implementing, securing, managing, monitoring, and publishing APIs. It is available as a SaaS platform, on-premises, and as a hybrid deployment. Version 8 introduces a lot of new functionality, all aimed at offering customers the richest API Management capabilities in a way that is easier than ever for API and app developers to use.
Kubernetes, Docker and containers are changing the world, and how companies are deploying their software and running their infrastructure. With the shift in how applications are built and deployed, new challenges must be solved. In his session at @DevOpsSummit at19th Cloud Expo, Sebastian Scheele, co-founder of Loodse, will discuss the implications of containerized applications/infrastructures and their impact on the enterprise. In a real world example based on Kubernetes, he will show how to ...
Personalization has long been the holy grail of marketing. Simply stated, communicate the most relevant offer to the right person and you will increase sales. To achieve this, you must understand the individual. Consequently, digital marketers developed many ways to gather and leverage customer information to deliver targeted experiences. In his session at @ThingsExpo, Lou Casal, Founder and Principal Consultant at Practicala, discussed how the Internet of Things (IoT) has accelerated our abil...
With so much going on in this space you could be forgiven for thinking you were always working with yesterday’s technologies. So much change, so quickly. What do you do if you have to build a solution from the ground up that is expected to live in the field for at least 5-10 years? This is the challenge we faced when we looked to refresh our existing 10-year-old custom hardware stack to measure the fullness of trash cans and compactors.
SYS-CON Events announced today that Isomorphic Software will exhibit at DevOps Summit at 19th International Cloud Expo, which will take place on November 1–3, 2016, at the Santa Clara Convention Center in Santa Clara, CA. Isomorphic Software provides the SmartClient HTML5/AJAX platform, the most advanced technology for building rich, cutting-edge enterprise web applications for desktop and mobile. SmartClient combines the productivity and performance of traditional desktop software with the simp...
The emerging Internet of Everything creates tremendous new opportunities for customer engagement and business model innovation. However, enterprises must overcome a number of critical challenges to bring these new solutions to market. In his session at @ThingsExpo, Michael Martin, CTO/CIO at nfrastructure, outlined these key challenges and recommended approaches for overcoming them to achieve speed and agility in the design, development and implementation of Internet of Everything solutions wi...
Cloud computing is being adopted in one form or another by 94% of enterprises today. Tens of billions of new devices are being connected to The Internet of Things. And Big Data is driving this bus. An exponential increase is expected in the amount of information being processed, managed, analyzed, and acted upon by enterprise IT. This amazing is not part of some distant future - it is happening today. One report shows a 650% increase in enterprise data by 2020. Other estimates are even higher....