February 26, 2009. Cyprus/British Virgin Islands/Dubai: SeaBird Exploration Limited (`SeaBird` or `SBX`) has retained ABG Sundal Collier Norge ASA as manager to advice on and effect a private placement of minimum 35,000,000 and maximum 45,000,000 new shares at a price of NOK 2.0 per share, giving gross proceeds of a minimum of NOK 70 million and a maximum of NOK 90 million (the "Private Placement").
The proceeds from the Private Placement will partly finance the contemplated restructuring of the NOK 200m bond loan, FRN SeaBird Exploration Ltd Open Bond Issue 2006/2009 (ISIN 001 032604.4) with maturity 14 July 2009 (the `Bond Loan`). A bondholders meeting where SeaBird proposes certain amendments to the Bond Loan (the `Proposal`) is expected to be held 9 March 2009. Simplified, the bondholders are offered either:
(i) the option to put their bonds to SBX for cash consideration for the bonds of 64% plus accrued interest of the principal, or
(ii) to continue as a bondholder, however so that 20% of the bonds shall be redeemed at nominal value and so that the terms for the Bond Loan are amended to extend maturity with two years and the negative pledge provisions are removed.
SeaBird has received irrevocable voting undertakings for the Proposal from bondholders representing more than 2/3 of the Bond Loan.
The Private Placement is conditional that the requisite majority of bondholders vote in favor of SeaBird's Proposal, credit committee approval from one of the Company's banks for a minimum of USD 5m in new funding and certain other conditions. Furthermore the Private Placement is conditional upon valid resolution by the Seabird's Board of Directors to issue the new shares allocated in the Private Placement and such other corporate resolutions and actions deemed necessary to effectuate the Private Placement.
The Private Placement will be directed towards professional Norwegian and international investors.
For further queries contact:
CEO SeaBird Exploration
Phone: +971 504 539075
CFO SeaBird Exploration
Phone: +47 916 39367
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SeaBird Exploratio `SeaBird` is a global provider of marine 2D and 3D seismic data, solutions for seabed acquisition of 4C/4D multimode seismic, and associated products and services to the oil and gas industry. SeaBird specializes in high quality operations within the high end of the source vessel and 2D market, as well as in the shallow water 2D/3D market. Main focus for the company is proprietary seismic surveys (contract seismic). Main success criteria for the company are an unrelenting focus on Quality, Health, Safety and Environment (QHSE), combined with efficient collection of high quality seismic data.
All statements in this press release other than statements of historical fact are forward-looking statements and are subject to a number of risks, uncertainties and assumptions that are difficult to predict, and are based upon assumptions as to future events that may not prove accurate. These factors include SeaBird`s reliance on a cyclical industry and the utilization of the company`s vessels. Actual results may differ substantially from those expected or projected in the forward-looking statements.
This information is subject of the disclosure requirements acc. to §5-12 vphl (Norwegian Securities Trading Act)