TBILISI, Georgia, April 25, 2016 /PRNewswire/ -- On 4 April 2016, JSC Georgian Oil and Gas Corporation (the "Issuer") launched an invitation to each holder (a "Holder") of its U.S.$250,000,000 6.875% Notes due 2017 issued on 16 May 2012 (the "Notes") (subject to certain offer and distribution restrictions set out in the Tender Offer Memorandum (as defined below)) to tender any and all Notes held by it for purchase by the Issuer for cash (the "Tender Offer"), on the terms and subject to the conditions contained in the Tender Offer Memorandum dated 4 April 2016 (the "Tender Offer Memorandum"). Capitalised terms used and not otherwise defined in this announcement have the meaning given to them in the Tender Offer Memorandum.
The Issuer announced on 18 April 2016 that, as at 5:00 p.m. (New York time) on 15 April 2016, the aggregate principal amount of Notes validly tendered (and not validly withdrawn) was U.S.$129,437,000.
The Issuer further announced on 19 April 2016 that the Early Participation Deadline for the Tender Offer had been extended to 5:00 p.m. (New York time) on 22 April 2016 (the "Early Participation Deadline"). As a result of such extension, the Expiration Deadline was extended to 11:59 p.m. (New York time) on 3 May 2016 (the "Expiration Deadline").
The Issuer hereby announces that, as at the Early Participation Deadline, the aggregate principal amount of Notes validly tendered (and not validly withdrawn) was U.S.$196,545,000. Validly tendered Notes are irrevocable, with any future valid tenders of Notes to be considered irrevocable at the time of tender.
Holders of Notes that are validly tendered (and not validly withdrawn) at or prior to the Early Participation Deadline are eligible to receive consideration of U.S.$1,022.50 per U.S.$1,000 in principal amount of Notes (the "Total Consideration") for such Notes, which comprises consideration of U.S.$992.50 per U.S.$1,000 in principal amount of Notes (the "Tender Offer Consideration") plus consideration of U.S.$30.00 per U.S.$1,000 in principal amount of Notes (the "Early Tender Premium"). Holders of Notes that are validly tendered (and not validly withdrawn) after the Early Participation Deadline but at or prior to the Expiration Deadline and accepted for purchase will be eligible to receive only the Tender Offer Consideration for their Notes. The Issuer expects to announce the results of the Tender Offer, including details of Notes accepted for purchase (subject to satisfaction of the New Financing Condition) promptly following the Expiration Deadline (being 11:59 p.m. (New York time) on 3 May 2016), and the Total Consideration or the Tender Offer Consideration (as the case may be) payable to Holders of validly tendered (and not validly withdrawn) Notes accepted for purchase is expected to be paid, together with Accrued Interest, on or about 6 May 2016 (the "Settlement Date").
The Tender Offer will expire on the Expiration Deadline, unless the offer period is extended or earlier terminated. All Holders may tender Notes until the Expiration Deadline. Any tender of Notes received by D.F. King Ltd. (the "Information and Tender Agent") after the Expiration Deadline will not be accepted.
All documentation relating to the Tender Offer is available via http://sites.dfkingltd.com/gogc.
The Dealer Managers are Barclays (+44(0)20-3134-8515/+1(212)528-7581 (U.S. Collect)/+1(800)438-3242 (U.S. Toll Free), firstname.lastname@example.org) and J.P. Morgan (+44(0)20-7134-2468, email@example.com).
The Information and Tender Agent is DF King Ltd. (+44(0)20-7920-9700/ +1(212)269-5550/ +1(800)622-1569 (U.S. Toll Free)/ +852-3953-7230, firstname.lastname@example.org).
This announcement is for informational purposes only. The Tender Offer is being made only pursuant to the Tender Offer Memorandum and only in such jurisdictions as is permitted under applicable law. None of this announcement, the announcement dated 19 April 2016, the announcement dated 18 April 2016, the announcement dated 4 April 2016 or the Tender Offer Memorandum constitutes an offer to purchase or the solicitation of an offer to tender or sell Notes to or from any person located or resident in any jurisdiction where such offer or solicitation is unlawful.
SOURCE JSC Georgian Oil and Gas Corporation