/NOT FOR DISTRIBUTION IN OR INTO THE U.S. OR JAPAN OR ANY OTHER JURISDICTION IN WHICH SUCH DISTRIBUTION MAY BE PROHIBITED BY APPLICABLE LAW./
CALGARY, Sept. 14, 2012 /CNW/ - Griffiths Energy International Inc. ("Griffiths Energy" or the "Company") is pleased to announce it has arranged financing via a US$173.6 million pre-IPO convertible bond due 2017 ("Bonds"). RBC Capital Markets, Nomura International plc and First Energy Capital Corp. acted as Joint Placing Agents on the offering.
"We are very pleased to have completed this capital raise for US$173.6 million. These funds will enable us to simultaneously bring our Badila and Mangara fields into production early 2013, in line with our first oil commitments to the Government of Chad and strongly position Griffiths for our upcoming IPO," stated Gary Guidry, President and Chief Executive Officer
Details regarding new capital
The Bonds are unsecured and unsubordinated obligations of the Company with a final maturity date of 30 September 2017. The Bonds initially pay a coupon of 12% per annum, capitalised prior to an IPO. Following an IPO, the coupons will be paid in cash at the prevailing rate. The conversion price of the Bonds has been set at US$6.07 per common share of the Company.
This fundraising has demonstrated strong support from existing shareholders of the Company with new strategic and institutional investors underpinning the value proposition of the Griffiths growth story.
Proceeds of the issue will be used to advance the Company's operations in the Republic of Chad. In particular, development drilling at the Mangara and Badila oil fields and to complete a tie-in to the Chad-Cameroon Export Pipeline to commence first production. Upon closing of the Bonds, the Company will have sufficient flexibility around its current capital program and will continue to plan for an IPO in the future.
About Griffiths Energy International Inc.
Based in Canada, Griffiths Energy is an international exploration and development Company focused on oil and gas exploration, development and production activities in the Republic of Chad, Africa. In 2011, the Company acquired the PSCs from the government of the Republic of Chad. These PSCs provide exclusive rights to explore and develop reserves and resources over a combined area of 26,103 km2 in southern Chad. The PSCs cover two world class oil basins with development opportunity, oil discoveries, and numerous exploration prospects.
THIS ANNOUNCEMENT IS NOT FOR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES. THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER TO SELL OR A SOLICITATION OF AN OFFER TO PURCHASE ANY SECURITIES IN THE UNITED STATES. THE SECURITIES REFERRED TO HEREIN (INCLUDING THE BONDS AND THE COMMON SHARES) HAVE NOT BEEN AND WILL NOT BE REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT") OR THE LAWS OF ANY STATE WITHIN THE UNITED STATES, AND MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES OR TO OR FOR THE ACCOUNT OR BENEFIT OF U.S. PERSONS (AS SUCH TERM IS DEFINED IN REGULATION S UNDER THE SECURITIES ACT), EXCEPT IN A TRANSACTION NOT SUBJECT TO, OR PURSUANT TO AN APPLICABLE EXEMPTION FROM, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT OR ANY STATE SECURITIES LAWS. NO OFFERING OF THE BONDS OR THE COMMON SHARES IS BEING MADE, AND THERE WILL BE NO PUBLIC OFFER OF THE SECURITIES IN THE UNITED STATES OR IN ANY OTHER JURISDICTION.
This announcement is directed only at persons (i) who are outside the United Kingdom or (ii) 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") or (iii) who fall within Article 49(2)(a) to (d) of the Order or (iv) to whom this Announcement may otherwise be directed without contravention of section 21 of the Financial Services and Markets Act 2000 (all such persons together being referred to as "Relevant Persons"). This announcement is directed only at Relevant Persons and must not be acted on or relied on by persons who are not Relevant Persons. Any investment or investment activity to which this announcement relates is available only to Relevant Persons and will be engaged only with Relevant Persons.
FORWARD LOOKING STATEMENTS
Certain of the information contained in this press release constitutes forward-looking statements under applicable securities law. Any statements that are contained in this press release that are not statements of historical fact may be deemed to be forward-looking statements. Forward-looking statements are often identified by terms such as "may", "should", "anticipate", "expects", "seeks" and similar expressions. Specific forward-looking statements included in this press release include comments related to the use of proceeds of the financing.
SOURCE: Griffiths Energy International Inc.
For further information:
President and Chief Executive Officer
Griffiths Energy International Inc.
Chief Financial Officer
Griffiths Energy International Inc.