27.01.10
Issue of Equity and Amendment to Tribeca Loan Note
PetroLatina Energy Plc
(“PetroLatina” or the “Company”)
Issue of Equity and Amendment to Tribeca Loan Note
PetroLatina (AIM: PELE), an independent oil and gas exploration, development and production company, focused on Latin America, announces details of an issue of new ordinary shares to Tribeca Oil and Gas Financing Inc. (“TOGF”), a subsidiary of existing substantial shareholder Tribeca Oil & Gas, Inc. (“TOGI”), to satisfy interest payable in respect of its holding of convertible loan notes and a further amendment to the loan note instrument.
Issue of Equity
PetroLatina has yesterday issued and allotted (credited as fully paid) (i) 350,911 new ordinary shares of US$0.10 par value each (“Ordinary Shares”) to TOGF in satisfaction of the first six monthly interest instalment to 17 December 2009 due in respect of the second tranche of US$6.29 million convertible loan notes subscribed by TOGF on 17 June 2009, and (ii) a further 264,618 new Ordinary Shares to TOGF in satisfaction of the second six monthly interest instalment to 21 January 2010 due in respect of the first tranche of US$4.875 million convertible loan notes subscribed by TOGF on 21 January 2009 (together the “Interest Shares”).
The Interest Shares will rank pari passu in all respects with the Company’s existing Ordinary Shares and application will be made to the London Stock Exchange for these new Ordinary Shares to be admitted to trading on AIM. Admission is expected to become effective and dealings in the Interest Shares are expected to commence at 8.00 a.m. on Monday 1 February 2010. The Company’s issued ordinary share capital will consist of 46,165,803 Ordinary Shares with voting rights. PetroLatina does not hold any Ordinary Shares in treasury and accordingly there are no voting rights in respect of any treasury shares.
The aforementioned figure of 46,165,803 Ordinary Shares may be used by shareholders in the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, PetroLatina under the FSA’s Disclosure and Transparency Rules.
Following the issuance of the abovementioned Interest Shares, TOGI and its related companies now hold, in aggregate, 17,638,233 Ordinary Shares, representing approximately 38.21 per cent. of the Company’s enlarged issued share capital and warrants over a further 1,875,260 Ordinary Shares which are automatically exercisable if, and to the extent that, any exercise of the Company’s other existing outstanding 3,482,625 warrants occurs. In addition, TOGF currently holds an aggregate principal amount of US$11.165 million of convertible 12 per cent. loan notes due 2011.
Amendment to Tribeca Loan Note
In order to assist the Company with its financial planning and provide maximum flexibility, TOGF has agreed that all of the principal amount of the convertible loan notes held by it can, at the Company’s option, now be mandatorily converted into new Ordinary Shares on the scheduled redemption dates for the first and second tranche loan notes in 2011. In addition, TOGF has agreed to waive certain restrictions in the loan note instrument on the Company’s ability to raise debt financing.
Save for the variations set out above, all other terms of the original convertible loan note instrument remain unaltered from those details announced on 21 January 2009 and as subsequently amended and announced on 17 June 2009. TOGF holds an aggregate principal amount of US$11.165 million of secured convertible 12 per cent. loan notes due 2011. In the event of conversion, the number of new Ordinary Shares to be issued to the noteholder will be determined by dividing the principal amount of the relevant notes by either (i) the initial conversion price of the first tranche notes of 20.9375 pence or (ii) the second tranche conversion price of 25 pence as appropriate.
TOGI is currently a substantial shareholder in the Company and accordingly, the further variations to the loan note instrument as set out above, are considered to be a related party transaction under the AIM Rules for Companies. The independent directors of the Company (being John May and Menno Wiebe) consider, having consulted with Strand Hanson Limited, that the terms of the variations are fair and reasonable insofar as the Company’s shareholders are concerned.
Enquiries:
PetroLatina Energy Plc
Juan Carlos Rodriguez, Chief Executive Officer
Tel: +57 1627 8435
Pawan Sharma, Executive Vice President - Corporate Affairs Tel: +44 (0)20 7766 0081
Strand Hanson Limited
Simon Raggett / Matthew Chandler Tel: +44 (0)20 7409 3494
Evolution Securities Limited
Rob Collins / Chris Sim Tel: +44 (0)20 7071 4304
Financial Dynamics
Ben Brewerton / Susan Quigley Tel: +44 (0)20 7831 3113
Additional Information on PetroLatina Energy Plc:
PetroLatina Energy Plc (AIM: PELE) is presently focused on Colombia where it currently holds 45% and 20% interests respectively in the Los Angeles and Santa Lucía fields on the Tisquirama licence, and a 100% interest in the Doña María field. In November 2007 the Company secured the extension of the Tisquirama licence for the economic life of the fields. In April 2006 the Group acquired an interest in two exploration blocks: an 85% interest in Midas and an 80% interest in La Paloma. PetroLatina also owns the Río Zulia-Ayacucho pipeline in the prolific Catatumbo basin which transports crude oil. Present exploration/exploitation activities in this area should increase the volume of crude oil transported resulting in an increased cash flow. Having sold its assets in Guatemala it retains a 20% interest in the first three wells and a 20% working interest in future wells. Further information is available on the Company’s website (www.petrolatinaenergy.com).
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