All posts by Dana Seal

Sequa Petroleum N.V. Annual General Meeting Results 17 June 2022

Sequa Petroleum N.V. (“The Company”) confirms that at its virtual Annual General Meeting of Shareholders held on 17 June 2022, all resolutions on the agenda (issued on 12 May 2022) were passed.  Attending shareholders represented 75.4% of the issued share capital of the Company.

Contacts:
Jacob Broekhuijsen

Chief Executive Officer Sequa Petroleum N.V.
info@sequa-petroleum.com

Sequa Petroleum N.V. and partners have reached an agreement to acquire 10% of Block 15/06 in Angola from Sonangol P&P through Sungara Energies Limited, a new African entity

Sequa Petroleum N.V. (“SPNV”) is pleased to announce that Sungara Energies Limited (“Sungara”) has entered into an agreement with Sonangol Pesquisa E Produção, S.A. (“Sonangol P&P”) to purchase a 10% participating interest in Block 15/06, 40% participating interest in Block 23 (with operatorship), and 35% participating interest in Block 27 (the “Transaction”). Sungara is jointly owned by three partners: the National Petroleum Corporation of Namibia’s subsidiary NAMCOR Exploration and Production (Proprietary) Limited (“Namcor”), Petrolog Energies Limited (“Petrolog”, a company affiliated with African multinational Petrolog Group), and SPNV’s subsidiary Sequa Petroleum UK Limited (“Sequa”).

Sungara is a new entity with a focus on Sub-Saharan African upstream oil and gas, combining world-class technical expertise with local capability and commitment, able to operate and develop oil and gas assets throughout the region in line with the highest standards of integrity, quality, governance and responsibility. Concurrent with the Transaction, NAMCOR, Petrolog and Sequa have signed a shareholder agreement relating to their interests in Sungara, with equal terms and shareholdings in Sungara for each partner. A general meeting of shareholders of SPNV will be convened to approve its entering into the Sungara partnership.

The Block 15/06 Joint Venture comprises Eni (operator, 36.84%), Sonangol P&P (36.84%) and SSI Fifteen Limited (26.32%). Block 15/06 is one of the most prolific blocks in deepwater offshore Angola with current oil production of more than 100,000 barrels per day through two large floating production and storage facilities. Following successful exploration and appraisal in the past several years, an ongoing development programme is forecasted to increase production in the medium term beyond 150,000 barrels per day. The block has further upside potential which may materialise following future exploration, appraisal and development activity.

Sungara’s 10% participating interest in Block 15/06 provides it with current production of more than 10,000 barrels of oil per day, forecasted to grow beyond 15,000 barrels per day in the medium term, 75 million barrels reserves and resources, and further upside potential. Offshore exploration Blocks 23 and 27 also provide upside value. The consideration for the Transaction is ca. USD 500 million which includes a contingent payment of up to USD 50 million. The Transaction is planned to be funded by Sungara through a combination of equity contributions from each of the Sungara partners and third party debt. The economic effective date of the Transaction is April 2022 and completion, subject to customary conditions and approvals, is planned to occur in 2022.

Cautionary notice

This press release may contain information that qualifies as inside information within the meaning of Article 7(1) of the EU Market Abuse Regulation. This communication may contain forward-looking statements. All statements other than statements of historical facts may be forward-looking statements. Words such as possibly and expected or other similar words or expressions are typically used to identify forward-looking statements. Forward-looking statements are subject to risks, uncertainties and other factors that are difficult to predict and that may cause actual results of SPNV to differ materially from future results expressed or implied by such forward-looking statements. Such factors include, but are not limited to, risks relating to the SPNV’s ability to engage a depositary and a listing agent, generate positive cash flows, general economic conditions, turbulences in the global credit markets and the economy, geopolitical events and other factors discussed in SPNV’s public filings and other disclosures. Forward-looking statements reflect the current views of the SPNV’s management and assumptions based on information currently available to SPNV’s management. Forward-looking statements speak only as of the date they are made, and the SPNV does not assume any obligation to update such statements, except as required by law.

Contacts
Jacob Broekhuijsen

Chief Executive Officer Sequa Petroleum N.V.
info@sequa-petroleum.com

Consortium of NAMCOR, Petrolog and Sequa Petroleum selected by Sonangol E.P. as preferred bidder for certain production and exploration blocks in Angola

Sequa Petroleum N.V. (“Sequa”) is pleased to confirm that Sonangol E.P., following their public tender for the partial sale of their participating interests in several blocks of their portfolio, has selected the consortium of NAMCOR (the National Petroleum Corporation of Namibia), Petrolog (an African multinational) and Sequa as having presented the best proposals for production Block 15/06 (10% non-operated working interest), exploration Block 23 (40% working interest, operator) and exploration Block 27 (35% non-operated working interest).  There is no certainty as to whether or when agreement will be reached, and further announcements will be made as and when appropriate.

Contacts
Jacob Broekhuijsen

Chief Executive Officer Sequa Petroleum N.V.
info@sequa-petroleum.com

Sequa Petroleum N.V. Extraordinary resolution of bondholders for Bonds restructuring passed

Further to its press releases of 15 April, 17 June, 24 June, 8 July and 10 July (2019) Sequa Petroleum N.V. (the “Company”) is pleased to confirm that the extraordinary resolution of the bondholders for the restructuring of the Company’s USD 300,000,000 5.00 per cent convertible bonds due 2020 of which USD 204,400,000 in principal amount remain outstanding (ISIN: XS1220076779, SEQ01 PRO EC) issued by the Company in April 2015 (the “Bonds”) has been passed on 19 July 2019 (the consent expiration date) on the basis of 82% of supporting votes.

Accordingly, as per the consent solicitation memorandum, the effective date on which the Bonds will be cancelled, will be 24 July 2019 and before or on the settlement date of 14 August 2019 each Bondholder will receive 3.660045 ordinary shares for each U.S. Dollar in principal amount of Bonds it holds (approved at the Company’s 18 June 2019 AGM). The issuance of new ordinary shares shall be in full and final settlement of all of the bondholders’ rights under, arising out of or in any way connected with the Bonds, the trust deed or any related transaction, and any existing event of default or potential event of default arising under the trust deed and the Bonds will be irrevocably waived on and from the effective date.

The Bondholders who have signed the Deed of Delivery of Shares between the Company and the converting Bondholder and provided their signature together with the requested information before the settlement date will receive ordinary shares in the form of registered shares (in Dutch: aandelen op naam; “Registered Shares”). To this purpose the Company will complete the Deed of Delivery of Shares submitted by the converting Bondholders by adding the date of the extraordinary resolution, the date of the first supplemental trust deed, the number of Registered Shares which will be issued to each Bondholder and any other outstanding information. The Company will release the converting Bondholders’ signature on or after the effective date and will date the Deed of Delivery of Shares with the same date on which the Bondholder’s signature has been released.  The converting Bondholders will be registered as shareholders in the shareholders register of the Company which registration will form proof of a shareholder’s entitlement to its shares. The Company would like to clarify that an issuance of Registered Shares means that the Company will not issue any form of physical bearer share certificates to shareholders (which is prohibited by Dutch law).

Once issued, the Registered Shares can be transferred by a shareholder by completing and signing a Deed of Transfer between the transferor and the transferee and such share transfer must be acknowledged by the Company in accordance with Dutch law. It remains the objective of the Company that all of its shares are tradable as book entry shares and are included in the listing on Euronext Access Paris as book entry shares, and the Company is in the process of engaging a depositary and a listing agent as soon as possible so that all Registered Shares could then be transferred to such depositary in exchange for book entry shares. Standard forms of the Deed of Delivery of Shares and the Deed of Transfer are available on the Company’s website https://www.sequa-petroleum.com/corporate/bonds-restructuring-information/. Any general enquiries the Bondholders might have in relation to the completion of the deeds can be submitted to the Company’s email address (info@sequa-petroleum.com).

Bondholders who have not submitted an electronic instruction, submitted an invalid electronic instruction or have not delivered a signed Deed of Delivery of Shares to the Company together with the requested information before the settlement date (“Trust Creditors”) will not receive Registered Shares on or before the settlement date; their share entitlements will be held on trust for a period of time. Further information on the trust, the trustee, the trust deed, how Trust Creditors can receive their Registered Shares after the settlement date, the trust holding period and what happens following the expiry of the holding period is available on the Company’s website.

The cancellation of the Bonds completes the restructuring of the Company’s debt and liabilities. The Company’s cash balances (on 1 July 2019 over $22m), possibly together with new equity and/or debt funding, enable the Company to progress current high quality acquisition targets of production and development assets. If the targeted investment opportunities are secured, then the realisation of these opportunities is expected to be value-accretive to the Company’s shareholders. The appointment of a depositary and a listing agent and any material progress with business development will be subject to further announcements.

Cautionary notice

This press release may contain information that qualifies as inside information within the meaning of Article 7(1) of the EU Market Abuse Regulation. This communication includes forward-looking statements. All statements other than statements of historical facts may be forward-looking statements. Words such as possibly, expected, enable and value accretive or other similar words or expressions are typically used to identify forward-looking statements. Forward-looking statements are subject to risks, uncertainties and other factors that are difficult to predict and that may cause actual results of the Company to differ materially from future results expressed or implied by such forward-looking statements. Such factors include, but are not limited to, risks relating to the Company’s ability to engage a depositary and a listing agent; to acquire new opportunities; generate positive cash flows; general economic conditions; turbulences in the global credit markets and the economy; geopolitical events and other factors discussed in the Company’s public filings and other disclosures. Forward-looking statements reflect the current views of the Company’s management and assumptions based on information currently available to the Company’s management. Forward-looking statements speak only as of the date they are made, and the Company does not assume any obligation to update such statements, except as required by law.

Contacts
Jacob Broekhuijsen, Chief Executive Officer
+44 (0)20 3728 4450 or info@sequa-petroleum.com

Sequa Petroleum N.V. Bonds Update

Further to its press releases of 15 April 2019, 17 June 2019, 24 June 2019 and 8 July 2019 Sequa Petroleum N.V. (the “Company”) is taking steps to finalise the restructuring of the Company’s USD 300,000,000 5.00 per cent convertible bonds due 2020 of which USD 204,400,000 in principal amount remain outstanding (ISIN: XS1220076779, SEQ01 PRO EC) issued by the Company in April 2015 (the “Bonds”). On 31 May 2019, the Company in consultation with bondholders has launched the consent solicitation regarding the Bonds (as amended on 14 June 2019, 24 June 2019 and 5 July 2019).

The purpose of the amendment to the consent solicitation memorandum on 10 July 2019 (the “Amendment”) is to clarify the nature of the ordinary shares in the capital of the Company which will be issued to the Bondholders if the extraordinary resolution of the Bondholders is passed. All Bondholders and the holding period trustee will receive ordinary shares in the form of registered shares (in Dutch: aandelen op naam) (“Registered Shares”). The Company is currently not in a position to deliver newly issued ordinary shares referred to in the previous announcements in the form of book entry shares (in Dutch: girale aandelen) with ISIN Code NL0010623518 to the Bondholders but instead needs to issue the Registered Shares that are to be delivered in the name of the converting Bondholder. The Bondholders will then be registered as shareholders in the shareholders register of the Company which registration will form proof of a shareholder’s entitlement to its shares. The Company would like to clarify that an issuance of Registered Shares means that the Company will not issue any form of physical bearer share certificates to shareholders (which is prohibited by Dutch law). All votes received before the date of the Amendment will be cancelled and the holders will need to vote again in order to submit a valid voting instruction.

The Registered Shares are first delivered to a converting Bondholder by a deed of delivery of shares entered into between the Company and the converting Bondholder. Upon receipt of the duly signed deed of delivery and the other required information, the Company will acknowledge the converting Bondholder as its shareholder and, as evidence thereof, will register the Bondholder in its register of shareholders. The Company will make available on its website (https://www.sequa-petroleum.com/) a standard form of such a deed of delivery. A completed and signed deed of delivery can be sent to the Company’s email address (info@sequa-petroleum.com) for acknowledgment by the Company. Any general enquiries the Bondholders might have in relation to the completion of the deed of delivery can be submitted to the same email address. Once issued, the Registered Shares can be transferred freely by a shareholder by completing and signing a deed of transfer between the transferor and the transferee and such share transfer must be acknowledged by the Company in accordance with Dutch law. The Company will make available on its website (https://www.sequa-petroleum.com/) a standard form of such a deed of transfer.

The Company is in the process of engaging a depositary and a listing agent as soon as possible so that all Registered Shares could then be transferred to such depositary in exchange for book entry shares. It remains the objective of the Company that all of its shares are tradable as book entry shares and are included in the listing on Euronext Access Paris as book entry shares. The consent expiration date, the effective date, the settlement date, the number of ordinary shares for each U.S. Dollar in principal amount of Bonds and the trust by GLAS Trustees Limited remain unchanged from previous announcements.

Cautionary notice

This press release may contain information that qualifies as inside information within the meaning of Article 7(1) of the EU Market Abuse Regulation. This communication includes forward-looking statements. All statements other than statements of historical facts may be forward-looking statements. Words such as possibly, expected and value accretive or other similar words or expressions are typically used to identify forward-looking statements. Forward-looking statements are subject to risks, uncertainties and other factors that are difficult to predict and that may cause actual results of the Company to differ materially from future results expressed or implied by such forward-looking statements. Such factors include, but are not limited to, risks relating to the Company’s ability to engage a depositary and a listing agent, to acquire new opportunities; generate positive cash flows; general economic conditions; turbulences in the global credit markets and the economy; geopolitical events; the possibility to restructure the Bonds and other factors discussed in the Company’s public filings and other disclosures. Forward-looking statements reflect the current views of the Company’s management and assumptions based on information currently available to the Company’s management. Forward-looking statements speak only as of the date they are made, and the Company does not assume any obligation to update such statements, except as required by law.

Contacts
Jacob Broekhuijsen, Chief Executive Officer
+44 (0)20 3728 4450 or info@sequa-petroleum.com

Sequa Petroleum N.V. Bonds Update

Further to its press release of 15 April 2019, 17 June 2019 and 24 June 2019, Sequa Petroleum N.V. (the “Company”) is taking steps to finalise the restructuring of the Company’s USD 300,000,000 5.00 per cent convertible bonds due 2020 of which USD 204,400,000 in principal amount remain outstanding (ISIN: XS1220076779, SEQ01 PRO EC) issued by the Company in April 2015 (the “Bonds”).  On 31 May 2019, the Company in consultation with bondholders has launched the consent solicitation regarding the Bonds (as amended on 14 June 2019 and 24 June 2019).

In view of a required technical adjustment to the settlement process leading to an update of the consent solicitation, on 5 July 2019 the Company in consultation with bondholders has extended the consent expiration date to the date being the earlier of (i) 5:00pm, London time, on 19 July 2019, or (ii) at the Company’s option, the date on which the consent solicitation agent receives the valid electronic instructions from the holders of the Bonds representing in aggregate not less than three-fourths in principal amount of the Bonds for the time being outstanding (the “Consent Expiration Date”), unless, in either case, the consent is extended or earlier terminated by the Company in its sole discretion.

The effective date, the settlement date, the number of ordinary shares for each U.S. Dollar in principal amount of Bonds and the trust by GLAS Trustees Limited remain unchanged from previous announcements.

Cautionary notice

This press release may contain information that qualifies as inside information within the meaning of Article 7(1) of the EU Market Abuse Regulation. This communication includes forward-looking statements. All statements other than statements of historical facts may be forward-looking statements. Words such as possibly, expected and value accretive or other similar words or expressions are typically used to identify forward-looking statements. Forward-looking statements are subject to risks, uncertainties and other factors that are difficult to predict and that may cause actual results of the Company to differ materially from future results expressed or implied by such forward-looking statements. Such factors include, but are not limited to, risks relating to the Company’s ability to acquire new opportunities; generate positive cash flows; general economic conditions; turbulences in the global credit markets and the economy; geopolitical events; the possibility to restructure the Bonds and other factors discussed in the Company’s public filings and other disclosures. Forward-looking statements reflect the current views of the Company’s management and assumptions based on information currently available to the Company’s management. Forward-looking statements speak only as of the date they are made, and the Company does not assume any obligation to update such statements, except as required by law.

Contacts

Jacob Broekhuijsen, Chief Executive Officer

+44 (0)20 3728 4450 or info@sequa-petroleum.com

Sequa Petroleum N.V. Bonds Update

Further to its press release of 15 April 2019 and 17 June 2019, Sequa Petroleum N.V. (the “Company”) is taking steps to finalise the restructuring of the Company’s USD 300,000,000 5.00 per cent convertible bonds due 2020 of which USD 204,400,000 in principal amount remain outstanding (ISIN: XS1220076779, SEQ01 PRO EC) issued by the Company in April 2015 (the “Bonds”).  On 31 May 2019, the Company in consultation with bondholders has launched the consent solicitation regarding the Bonds (as amended in consultation with bondholders on 14 June 2019).  On 24 June 2019 the Company in consultation with bondholders made further amendments including amendments to the settlement process (the “Amendment”). Before the date of the Amendment, the bondholders had an option to elect to receive either (1) ordinary shares in dematerialized form (deposit shares) or (2) definitive, registered shares. The bondholders would have automatically received dematerialised shares if they had not voted by submitting an electronic instruction. Under the Amendment, all bondholders will receive definitive, registered shares, and they will not have the option summarised above.  All votes received before the date of the Amendment will be cancelled and the holders will need to vote again in order to submit a valid voting instruction.

If the extraordinary resolution is passed, bondholders who do not submit an electronic instruction or who submit an invalid electronic instruction, i.e. an electronic instruction without the address, the full name of the person who will receive the ordinary shares and the contact details of where the definitive, registered shares are to be delivered, (“Trust Creditors”) will not receive ordinary shares in definitive, registered form, but their share entitlements will be held on trust by GLAS Trustees Limited (the “Holding Period Trustee”) pursuant to the holding period trust deed dated 24 June 2019 entered into between the Holding Period Trustee, the Company and the consent solicitation agent (the “Holding Period Trust Deed”). The duration of the time period during which the Holding Period Trustee will hold the share entitlements on trust is two years from the date thereof (“Holding Period”) ending on 23 June 2021. As from the date of the Holding Period Trust Deed, being 24 June 2019, and until the end of the Holding Period, the Trust Creditors will have a right to contact the consent solicitation agent to request a copy of the Holding Period Trust Deed. During the Holding Period, the Trust Creditors will have a right to submit an instruction to request that their share entitlement be distributed directly to them (or, if applicable, its nominated recipients).

The consent expiration date is the date being the earlier of (i) 5:00pm, London time, on 5 July 2019, or (ii) the date on which the consent solicitation agent receives the valid electronic instructions from the holders of the Bonds representing in aggregate not less than three-fourths in principal amount of the Bonds for the time being outstanding unless the consent is extended or earlier terminated by the Company in its sole discretion.

Cautionary notice

This press release may contain information that qualifies as inside information within the meaning of Article 7(1) of the EU Market Abuse Regulation. This communication includes forward-looking statements. All statements other than statements of historical facts may be forward-looking statements. Words such as possibly, expected and value accretive or other similar words or expressions are typically used to identify forward-looking statements. Forward-looking statements are subject to risks, uncertainties and other factors that are difficult to predict and that may cause actual results of the Company to differ materially from future results expressed or implied by such forward-looking statements. Such factors include, but are not limited to, risks relating to the Company’s ability to acquire new opportunities; generate positive cash flows; general economic conditions; turbulences in the global credit markets and the economy; geopolitical events; the possibility to restructure the Bonds and other factors discussed in the Company’s public filings and other disclosures. Forward-looking statements reflect the current views of the Company’s management and assumptions based on information currently available to the Company’s management. Forward-looking statements speak only as of the date they are made, and the Company does not assume any obligation to update such statements, except as required by law.

Contacts

Jacob Broekhuijsen, Chief Executive Officer

+44 (0)20 3728 4450 or info@sequa-petroleum.com

Sequa Petroleum N.V. Annual General Meeting Results 18 June 2019

Sequa Petroleum N.V. (“The Company”) confirms that at its Annual General Meeting of Shareholders held on 18 June in Amsterdam, all resolutions on the agenda (issued on 13 May and amended on 13 June) were passed by attending shareholders representing 46.02% of the issued share capital of the Company. The appointment of Mr. T. Shabib as member of the Supervisory Board of the Company (agenda item 12(c)) will take effect as per the Bonds ceasing to exist (pursuant to the Bond Restructuring referred to in agenda item 8).

Contacts:
Jacob Broekhuijsen, Chief Executive Officer
+44(0)203-728-4450 or info@sequa-petroleum.com