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Vesta Energy Corp. announces completion of its offer to exchange new 10.000% second lien senior secured step-up notes due 2026 for its 8.125% senior unsecured notes due 2023 and related consent solicitation

November 17, 2021 5:00 AM
CNW
CALGARY, AB – Vesta Energy Corp. (“Vesta“) is pleased to announce that it has completed its previously announced offer to exchange newly issued 10.000% second lien senior secured step-up notes due October 15, 2026 (the “New Notes“) for properly tendered, and not validly withdrawn, 8.125% senior unsecured notes due July 24, 2023 (the “Existing Notes“) (the “Exchange Offer“) and related consent solicitation (the “Consent Solicitation“). The terms and conditions of the Exchange Offer and Consent Solicitation are described in the Exchange Offer and Consent Solicitation Statement of Vesta dated October 14, 2021 (together with any amendments or supplements thereto, the “Exchange Offer and Consent Solicitation Statement“). RBC Capital Markets acted as Dealer Manager and National Bank Financial Markets acted as Co-Dealer Manager for the Exchange Offer and Consent Solicitation.

The Exchange Offer and Consent Solicitation expired at 7:00 p.m. (Toronto time) on November 12, 2021 (the “Expiration Time“). As reported by Vesta’s exchange agent, as of the Expiration Time, $197,670,000 aggregate principal amount of Existing Notes had been properly tendered to the Exchange Offer (representing approximately 98.84% of the aggregate principal amount of Existing Notes outstanding), and not validly withdrawn.

All of the Existing Notes properly tendered, and not validly withdrawn under the Exchange Offer were taken up by Vesta on November 16, 2021. As a result, a total of $197,670,000 aggregate principal amount of Existing Notes were exchanged for a total of $197,632,500 aggregate principal amount of New Notes. Pursuant to the terms of the Exchange Offer, Existing Notes that were tendered before 5:00 p.m. on October 27, 2021 (the “Early Tender Time“) were exchanged for an equivalent aggregate principal amount of New Notes, and Existing Notes that were tendered after the Early Tender Time were exchanged for $950 principal amount of New Notes per $1,000 principal amount of Existing Notes.

By tendering Existing Notes to the Exchange Offer, holders of Existing Notes were deemed to have validly provided their consent to the Proposed Amendments (as defined in the Exchange Offer and Consent Solicitation Statement). As valid consents sufficient to effect the Proposed Amendments to the trust indenture dated July 24, 2018 (the “Existing Indenture) governing the Existing Notes were received, Vesta and the trustee under the Existing Indenture executed a supplemental indenture to the Existing Indenture in order to, among other things, remove certain covenants and events of default contained in the Existing Indenture and the Existing Notes, as set out in the Exchange Offer and Consent Solicitation Statement.

Commensurate with the settlement of the Exchange Offer, Vesta and its Lenders concluded the semi-annual review of Vesta’s borrowing base in connection with its syndicated credit facilities (the “Credit Facilities“). As part of the review, Vesta’s credit agreement relating to the Credit Facilities was extended to May 6, 2023 and Vesta’s borrowing base was set at $194,200,000.  The next scheduled review of Vesta’s borrowing base is scheduled for April, 2022.

[expand title=”Advisories & Contact”]About Vesta

Vesta is a privately held, growth-oriented exploration and production company focused on the exploration, development and production of light oil-weighted properties in the Western Canadian Sedimentary Basin. Vesta is a light-oil weighted company with assets in the central Alberta East Duvernay resource play. The East Duvernay resource play is one of the premier light oil resource plays in North America, and the netbacks and corporate returns Vesta expects to achieve are competitive with the best resource plays in North America. Vesta expects to be able to attain competitive full-cycle corporate returns through a combination of Vesta’s netbacks, cost structure, infrastructure ownership and a disciplined approach to capital deployment.

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