New World Resources Plc Likely impacts of the OKD insolvency petition (2851Y)
16 Maio 2016 - 3:00AM
UK Regulatory
TIDMNWR
RNS Number : 2851Y
New World Resources Plc
16 May 2016
Amsterdam, 16 May 2016
Further announcement regarding likely impacts of the filing of
an insolvency petition by OKD
Further to the announcements on 3 and 4 May 2016 regarding the
filing of an insolvency petition on behalf of OKD, a.s. ("OKD")
with the Czech court, the shares in New World Resources Plc ("NWR
Plc" and together with its subsidiaries, the "NWR Group") remain
suspended from the London Stock Exchange, Prague Stock Exchange and
Warsaw Stock Exchange.
As previously announced on 4 May, as OKD is the only trading
subsidiary of the NWR Group, the likely impact of the insolvency of
OKD is that the remainder of the NWR Group will be wound up or
broken up in an orderly manner. If this occurs, it is expected that
there will be very minimal or no returns to the shareholders of NWR
Plc, apart from the potential distribution of any cash balances of
NWR Plc that may remain after the orderly wind-up or break-up of
the NWR Group. Creditors and shareholders of NWR Plc should note
that whilst there are expected to be significant liabilities in NWR
Plc to be paid from the cash remaining within the company, and
whilst there can be no certainty, some cash is expected to be
distributed to the shareholders of NWR Plc as part of such a
winding-up.
Update on indebtedness
The external indebtedness of the NWR Group comprises the
approximately EUR 352 million Senior Secured PIK Notes due 2020
("SSNs"), EUR 162 million Convertible Notes due 2020 ("Convertible
Notes"), a EUR 50 million export credit agency-backed facility
("ECA Facility") and a EUR 35 million super senior credit facility
("SSCF").
The creditors under the SSNs and the SSCF (together, the "Senior
Secured Creditors") benefit from a security and guarantee package
principally comprising: (i) pledges of the shares in OKD, NWR
Karbonia S.A. ("Karbonia") and NWR Holdings B.V. ("BV"); (ii)
security over all intra-group loans within the NWR Group; (iii)
security over the accounts of New World Resources N.V. ("NV") and
BV; and (iv) unsecured guarantees from OKD and Karbonia. Under the
Group's intercreditor agreement, the SSCF is super senior to the
rest of the Senior Secured Creditors - in the current
circumstances, the SSCF liabilities must be satisfied in full
before any return to the other Senior Secured Creditors is
possible.
As a result of the insolvency petition being filed by OKD and
certain other related events of default, each of the SSCF, SSNs and
ECA Facility have accelerated. In addition, the requisite majority
of SSCF Lenders have: (i) issued enforcement instructions over the
accounts of NV and BV, and instructed the Security Agent to take
control over the cash in those accounts(*) ; (ii) issued
a demand upon the guarantee given by OKD for payment of the SSCF
liabilities; and (iii)
informed the Group that they also intend to issue enforcement
instructions over the secured intra-group loans. The requisite
majority of holders of the SSNs have also issued a demand upon the
guarantee given by OKD for payment of the SSN liabilities. As at
the date of this announcement, the NWR Group has not received any
notice of acceleration from the trustee under the Convertible
Notes. The NWR Group understands that certain of the SSCF lenders
continue to consider whether there is any value in enforcing the
share pledges set out above; it is currently unclear whether such
value would be sufficient to repay the SSCF liabilities in
full.
As a result of these actions by the Senior Secured Creditors, it
is highly unlikely that unsecured creditors of the NWR Group
(including creditors in respect of the ECA Facility and the
Convertible Notes) will receive any return on their outstanding
liabilities towards NV and BV.
As noted above, it is possible that there may be some remaining
cash balances at NWR Plc after the orderly wind up or break up of
the NWR Group. However, any recoveries for shareholders of NWR Plc
are likely to be limited and will possibly be less than
EUR8,000,000. Any funds at NWR Plc are not secured for the benefit
of the Senior Secured Creditors and to the extent there is any
surplus cash at NWR Plc following an orderly winding-up (which is
not certain at this stage), this is expected to be distributed to
the shareholders of NWR Plc. Accordingly, holders of the
Convertible Notes may wish to consult with their advisers to
determine their position regarding conversion of their Convertible
Notes into NWR Plc shares and the timing of any such conversion
(noting the solvency position of the Group).
Commencement of Sale Process
NWR Plc has appointed Deloitte LLP to commence a process for the
sale of NWR Karbonia S.A.. Parties who may be interested in
submitting a proposal are asked to contact Andrew Grimstone and
Simon Harrison at Deloitte LLP. Their contact details are as
follows:
Andrew Grimstone
Partner | Financial Advisory | Deloitte LLP
Athene Place, 66 Shoe Lane, London, EC4A 3BQ
Tel: +44 20 7007 2998 | Mobile: +44 7711 776110
agrimstone@deloitte.co.uk
Simon Harrison
Director | Financial Advisory | Deloitte LLP
Direct phone: +44 20 7007 2245 | Mobile: +44 7866 625567
siharrison@deloitte.co.uk
Listing of further shares issued pursuant to conversion of
Convertible Notes
NWR Plc does not intend to apply for listing any further shares
issued pursuant to a conversion of any PIK Mandatory Convertible
Notes due 2020 and issued by New World Resources N.V., unless the
suspension of the trading of shares in NWR Plc is lifted.
- End -
Investor and Media Contact:
Radek Nemecek
Tel: +420 727 982 885
rnemecek@nwrgroup.eu
Website: www.newworldresources.eu
About NWR:
New World Resources Plc is a Central European hard coal
producer. NWR produces quality coking and thermal coal for the
steel and energy sectors in Central Europe through its subsidiary
OKD, the largest hard coal mining company in the Czech
Republic.
(*) NWR notes that the current cash balances in the accounts of
NV and BV are insufficient to satisfy the SSCF liabilities in
full.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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