Senior Notes Offering Completion

19 Jul

Ithaca Energy Limited (“Ithaca” or the “Company”) reports that its wholly-owned subsidiary Ithaca Energy (North Sea) plc (the “Issuer”) has concluded its senior notes offering. An aggregate $500 million principal amount of 9.375% senior unsecured notes due 2024 are to be issued, with interest payable semi-annually (the “Notes”). The offering is expected to complete on or around 1 August 2019, subject to customary conditions precedent for similar transactions.

The Notes have been issued in connection with the previously announced acquisition of Chevron North Sea Limited (“CNSL”). Pending consummation of the acquisition, the proceeds of the Notes will be deposited into an escrow account. Upon completion of the acquisition, the proceeds of the Notes will be released from escrow and together with drawings under the Company’s reserves based lending (“RBL”) facility, existing cash resources and equity from the Company’s sole shareholder, Delek Group Limited, will be used to (i) fund part of the CNSL acquisition purchase price; (ii) repay in full amounts outstanding under certain of the Company’s existing debt facilities and (iii) pay related fees and expenses.

The Notes will be senior obligations of the Company and will rank pari passu with all present and future senior unsecured indebtedness of the Company. The guarantees of the Notes by certain subsidiaries of the Company will be subordinated to the obligations of the guarantors under the Company's RBL facility.

Upon completion of the CNSL acquisition the Company’s weighted average cost of debt is forecast to be approximately 6.3%, taking into account the funding associated with the senior unsecured notes and the RBL.

- ENDS -

This announcement does not constitute an offer to sell or the solicitation of an offer to buy the Notes or any other security and shall not constitute an offer, solicitation or sale in the United States or in any jurisdiction in which, or to any persons to whom, such offering, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any jurisdiction.

The Notes and the related guarantees have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the "Securities Act") and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act.

This announcement may include projections and other "forward-looking" statements within the meaning of applicable securities laws. Any such projections or statements reflect the current views of the Company about future events and financial performance. The use of any of the words "expect," "anticipate," "continue," "will," "project," "should," "believe," "plans," "intends" and similar expressions are intended to identify forward-looking information or statements. Although the Company believes that the expectations and assumptions on which such forward-looking statements and information are reasonable, undue reliance should not be placed on the forward-looking statements and information because the Company can give no assurance that such statements and information will prove to be correct. Since forward-looking statements and information address future events and conditions, by their very nature they involve inherent risks and uncertainties.

The forward-looking statements and information contained in this announcement are made as of the date hereof and the Company undertakes no obligation to update publicly or revise any forward-looking statements or information, whether as a result of new information future events or otherwise, unless so required by applicable securities laws. Within the United Kingdom, this announcement is directed only at persons having professional experience in matters relating to investments who fall within the definition of "investment professionals" in Article 19{5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 ("relevant persons"). The investment or investment activity to which this announcement relates is only available to and will only be engaged in with relevant persons and persons who receive this announcement who are not relevant persons should not rely or act upon it. In member states of the European Economic Area (“EEA”), this announcement is directed only at persons who are “qualified investors” within the meaning of Article 2(1)(e) of Directive 2003/71/EC, as amended.

Manufacturer target market (MIFID II product governance) is eligible counterparties and professional clients only (all distribution channels). No PRIIPs key information document (KID) has been prepared as not available to retail in EEA.

Neither the content of the Company’s website nor any website accessible by hyperlinks on the Company’s website is incorporated in, or forms part of, this announcement. The distribution of this announcement into certain jurisdictions may be restricted by law. Persons into whose possession this announcement comes should inform themselves about and observe any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.

Enquiries:

Ithaca Energy
Graham Forbes
gforbes@ithacaenergy.com
+44 (0)1224 638 582

Richard Smith
rsmith@ithacaenergy.com
+44 (0)1224 638 582

FTI Consulting
Ben Brewerton
ben.brewerton@fticonsulting.com
+44 (0)203 727 1000

Sara Powell
sara.powell@fticonsulting.com
+44 (0)203 727 1000

About Ithaca Energy

Ithaca's strategy is centred on building a highly profitable, leading North Sea oil and gas company. The Company is an experienced North Sea operator focused on the delivery of lower risk growth through the appraisal and development of UK undeveloped discoveries and the exploitation of its UK producing asset portfolio. The Company was founded in 2004 and has grown through the execution of both new field development activities and acquisitions.Ithaca is a wholly owned subsidiary of the Tel Aviv stock exchange listed Delek Group Limited (TASE: DLEKG, US ADR: DGRLY), Israel’s leading integrated energy company. For further information please consult the Company’s website www.ithacaenergy.com.

Senior Notes Offering Completion