TIDMSOU
RNS Number : 1163E
Sound Energy PLC
28 June 2023
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constitute inside information as stipulated under the Market Abuse
Regulation ("MAR") (EU) No. 596/2014, as incorporated into UK law
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be in the public domain.
28 June 2023
Sound Energy plc
("Sound Energy" or the "Company")
Project Finance Update
Attijariwafa bank conditioned project financing offer of up to
US$237 million, the first of its size for a gas field development
in Morocco
Sound Energy (AIM: SOU), the transition energy company, is
pleased to provide an update in relation to the project debt
funding for the phase 2 development of the Tendrara Production
Concession and announces the receipt of a conditioned offer made by
Attijariwafa bank.
Project Debt Funding
The Company announced on 23 June 2022 that it had entered into
an Arrangement and Mandate letter (the "Mandate") with Attijariwafa
bank (the "Arranger"), a Moroccan multinational bank and one of the
leading banks in Morocco, under which the Company mandated the
Arranger in relation to the arrangement of project debt financing
for the Phase 2 development of Sound Energy's Tendrara Production
Concession (the "Agreement").
Under the Agreement, as amended and extended, the Arranger was
mandated to arrange a long-term project senior debt facility with a
term of no more than 12 years of up to 2.250 billion Moroccan
dirhams.
The Company is pleased to announce that the Company, on behalf
of the Tendrara Production Concession partners, have now received a
conditioned offer from the Arranger for a maximum financing of MAD
2.365 billion (c.US$237 million), proposed to be 100% underwritten
by the Arranger, subject to the conditions precedent to the
conditioned offer being satisfied prior to 30 September 2023 (the
"Conditional Offer").
Material terms of the Conditioned Offer
-- Borrower : A to be newly incorporated Tendrara Production
Concession partner special purpose vehicle incorporated under
Moroccan law (the "Borrower").
-- Loan amount : MAD 2.365 billion (approx. US$237 million)
subject to a maximum gearing level of 65%.
-- Term : 12-year term including 2 year grace period from first drawdown.
-- Security : Customary security package over Borrower and Tendrara Production Concession.
-- Interest rate : Optionality provided to the Borrower to
select from fixed rate, variable and fully floating alternatives
with at customary margins for hydrocarbon infrastructure
development project financing facilities.
-- Use of loan proceeds: Design, drilling, construction and
operation of wells, a treatment facility (CPF) and a gas pipeline
(from CPF to GME) to transport and sell the natural gas produced
under the Tendrara Production Concession to the ONEE, as well as
all related activities.
-- Conditions Precedent to the Conditional Offer :
o Governmental and Ministerial approvals.
o Tax authority clearance of loan structure.
o Amendment of certain Governance documents to lenders
satisfaction.
o Amendment of Gas Sales Agreement to lenders satisfaction.
o Conclusion of Pipeline interconnection agreements to the
lenders' satisfaction.
o FEED update to lenders satisfaction & agreement(s) in
place with different contractors such as EPC, Rig provider, O&M
etc.
o Various ancillary plans and budgets.
o Completion of further DD (including insurance, E&S, Tax,
etc.) to be satisfactory for the lenders.
o Finalisation and entry of binding Loan Financing documentation
in satisfactory form for the lenders.
o First drawdown from debt facility conditioned to simultaneous
capital contribution in ensuring maximum gearing of 65%.
-- Long stop date to the Conditional Offer : 30 September
2023.
Commenting, Graham Lyon (Executive Chairman) said:
"We are delighted to have received the conditioned offer from
our debt Arranger and lead bank Attijariwafa bank for an increased
amount of MAD 2.365 billion. The majority of the conditions
precedent to their offer are to be expected and as a result the
Company has been advancing a number of these for these for some
time. We look forward to working with the Arranger to conclude on
what will be the first financing of its size for a gas field
development in Morocco and further announcements will be made, as
appropriate, in due course."
For further information visit www.soundenergyplc.com follow on
twitter @soundenergyplc or contact:
Flagstaff Strategic and Investor sound@flagstaffcomms.com
Communications Tel: +44 (0)20 129 1474
Tim Thompson
Mark Edwards
Alison Allfrey
Sound Energy chairman@soundenergyplc.com
Graham Lyon, Executive Chairman
Cenkos Securities - Nominated Adviser Tel: +44 (0)20 7397 8900
Ben Jeynes
Peter Lynch
SP Angel Corporate Finance LLP - Tel: +44 (0)7789 865 095
Broker
Richard Hail
Gneiss Energy Limited - Financial Tel: +44 (0)20 3983 9263
Adviser
Jon Fitzpatrick
Paul Weidman
Doug Rycroft
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