DALLAS, Nov. 1, 2016 /PRNewswire/ -- Permian Holdings, Inc. announced today that it is entering an out-of-court restructuring of its 10.500% Senior Secured Notes due 2018 (the "Notes") pursuant to the terms of a global restructuring agreement (together with all exhibits and schedules thereto, the "Global Restructuring Agreement") entered into by Permian Holdings, Inc. ("Holdings"), Permian Tank & Manufacturing, Inc. ("Tank"), Permian Lide ("Lide" and, together with Holdings and Tank, "Permian"), new holding companies of Permian, Wilmington Trust, National Association, as trustee under the indenture governing Permian's 10.500% Senior Secured Notes due 2018 (the "Notes"), Wells Fargo Bank, N.A., as ABL Agent under Permian's existing credit agreement ("Wells"), holders of 99.4% in aggregate principal amount of Notes (the "Consenting Holders"), and certain holders of equity interests in Permian Holdings is also amending its revolving credit facility (the "Credit Agreement").
The Global Restructuring Agreement provides for (i) the exchange of the Notes into 30% of the common and preferred equity of a newly formed holding company of Tank and Lide ("NewCo") and the right of exchanging holders of Notes to receive the remaining 70% of the equity interests of NewCo upon the purchase by such exchanging holders of the initial installment of $12.5 million of New Notes (as defined herein) and (ii) the purchase of up to $20 million in aggregate principal amount of newly issued five-year promissory notes of Permian bearing interest at a rate of 10% if paid in cash or a 14% if paid in kind (at the option of Permian) ("New Notes"), with (a) $12.5 million funded at the closing of the restructuring and (b) up to $7.5 million to be funded prior to the third anniversary of the closing of the restructuring. Permian has received the consent of holders of over 99% of the outstanding principal amount of Notes to amend the Indenture to eliminate most of the restrictive covenants and events of default contained therein, to waive any and all existing defaults and events of default that have arisen or may arise under the Indenture (to the extent permitted pursuant to the terms of the Indenture). In connection with the restructuring agreement, the obligations of Holdings will be assumed by a newly-formed holding company of Tank and Lide. Permian is offering holders of Notes who are not Consenting Holders the opportunity to participate in the restructuring transactions on the same terms as apply to the Consenting Holders. Holders that are not Consenting Holders may contact Haig Maghakian at (424) 386-4449 or Deborah Conrad at (424) 386-4671 on or before 5:00 p.m. central time on November 30, 2016 for additional details on how to participate in the restructuring. The terms of such offer are qualified in their entirety by the terms of the definitive documents governing the restructuring, exchange, and purchase of New Notes.
"We are very pleased with the outcome of our out-of-court restructuring, which has reduced our debt burden significantly and positions us well for future growth," said Howard Seely, CEO and President of the new holdings companies of Permian. "We appreciate the support of our creditors, equity holders and advisors throughout the process. This outcome leaves the company and its brand, PermianLide, with a healthy balance sheet and an enhanced ability to compete in our industry."
Permian was represented in the restructuring by Kirkland & Ellis LLP as its legal advisor, Centerview Partners LLC as its financial advisor and Alvarez & Marsal North Amerca, LLP as its restructuring advisor.
The Consenting Holders were represented in the restructuring by Milbank, Tweed, Hadley &McCloy LLP as their legal advisor and Houlihan Lokey LLP as their financial advisor.
Permian manufactures above-ground wellsite fluid containment and processing systems for oil and natural gas exploration and production companies, or E&P companies. Permian believes it is the largest above-ground wellsite fluid containment and processing system manufacturer in the United States based on the number of storage tanks and processing equipment produced and sold annually. Permian manufactures steel and fiberglass storage tanks, a variety of wellsite related processing equipment and walkways and stairways used at wellsites. The processing equipment Permian manufactures is used at onshore oil and natural gas wellsites to process the production streams of oil, natural gas and water from the wells, and its storage tanks are used to store produced oil and water. Permian has more than 38 years of operating experience, two well-known industry brands and long-standing relationships with leading E&P companies. Permian conducts its business through its two subsidiaries, Permian Tank & Manufacturing, Inc. and Lide Industries, LLC.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
Certain statements and information in this press release may constitute "forward-looking statements." The words "propose," "believe," "expect," "anticipate," "plan," "intend," "foresee," "outlook," "estimate," "potential," "continues," "may," "will," "seek," "approximately," "predict," "anticipate," "should," "would," "could" or other similar expressions are intended to identify forward-looking statements, which are generally not historical in nature. These forward-looking statements, including statements regarding the restructuring and the expected benefits therefrom, are based on Permian's current expectations and beliefs concerning future developments and their potential effect on Permian. While management believes that these forward-looking statements are reasonable as and when made, there can be no assurance that the future developments affecting Permian will be those that it anticipates.
For additional information regarding known material factors that could cause Permian's actual results to differ from those contained in or implied by forward-looking statements, investors in Permian may refer to the financial and current reports provided by it to holders of its Notes.
You are cautioned not to place undue reliance on forward-looking statements, which are made only as of the date hereof. Permian undertakes no obligation to publicly update or revise any forward-looking statements after the date they are made, whether as a result of new information, future events or otherwise, except as required by law.
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SOURCE Permian Holdings, Inc.