Dublin
12 May 2016
Petroceltic International Plc
Examinership Process Update
Petroceltic International Plc ('Petroceltic' or the 'Company') the international Oil and Gas exploration development and production company, provides an update on the status of the petition for examinership of Petroceltic and two wholly owned subsidiary companies (the 'Petition') presented to the High Court of Ireland ('Court') on 4 March 2016.
On 4 March 2016 Sunny Hill Limited announced that Worldview EHS International Master Fund had presented a petition to the High Court of Ireland (the 'Court') to appoint an Examiner to Petroceltic, Petroceltic Investment Limited and Petroceltic Ain Tsila Limited (together the 'Petition Companies') and to admit such companies to the protection of the Court pursuant to the relevant provisions of the Companies Act 2014 of Ireland. On 8 April 2016 the Court approved the appointment of Michael McAteer of Grant Thornton as Examiner to the Petition Companies.
The Examiner has conducted a sales and investment process which required best and final offers, accompanied by adequate proof of funding, to be made by early May. Following this process, the Examiner has selected Worldview International Management Limited SEZC ('Worldview') as the successful investor and expects to proceed to sign an Investment Agreement over the coming days which will result in Worldview taking control of the entire Group including those companies outside of the examinership process. Upon signature of this agreement, the Examiner will convene the various meetings of shareholder and creditor classes to vote on the proposed Scheme of Arrangement towards the end of May. Subject to Court approval, the examinership process is expected to conclude in early June.
The Examiner reserves the right to alter or terminate the investment process at any time prior to the signing of the Investment Agreement. No warranties will be given as part of the sale process.
Further updates will be provided in due course.
ENDS
For further information, please contact:
Petroceltic International plc:
Tel: +353 (1) 421 8300
Brian O'Cathain
Tom Hickey
Davy Corporate Finance:
Tel: +353 (1) 679 7788
John Frain
Roland French
Bell Pottinger:
Tel: +44 (20)3772 2500
James Henderson
Rollo Crichton-Stuart
Murray Consultants:
Tel: +353 (1) 498 0300
Joe Heron
Douglas Keatinge
Note on Examinership
Under Irish Law, the examinership process provides Court protection to enable the appointed examiner of companies to put together a scheme of arrangement with creditors, with a view to allowing the companies to trade as sustainable businesses post the examinership. For a period of 70 days from the date of presentation of the Petition, which period may be extended by a further 30 days, the Petition Companies shall be deemed to be under Court protection. In summary, creditors are prevented from taking any action against the Petition Companies. For example, no winding up proceedings may be commenced, no receiver may be appointed or no judgment may be enforced. There is now also a prohibition on the Petition Companies discharging any debts or liabilities which have arisen prior to 4 March 2016 save as permitted pursuant to the Petition as the Court may otherwise permit.
The day to day operations of the Petition Companies continue and existing management remains in place.
While the Petition Companies come within the examinership process, the powers and duties of the directors remain and, in particular, the directors can continue to manage and control the day to day operations of the Petition Companies, including pursuant to the Group's strategic review announced on 23 December 2015.