Buyback of Eurobond 2024
THIS ANNOUNCEMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF THAT JURISDICTION.
THE INFORMATION CONTAINED WITHIN THIS ANNOUNCEMENT IS DEEMED BY THE COMPANY TO CONSTITUTE INSIDE INFORMATION AS STIPULATED UNDER THE MARKET ABUSE REGULATION (EU) NO. 596/2014 ( «MAR») AND THE RETAINED UK LAW VERSION OF MAR PURSUANT TO THE MARKET ABUSE (AMENDMENT) (EU EXIT) REGULATIONS 2019 (SE 2019/310) («UK MAR»).
6 June 2022
Celtic Resources Holdings Designated Activity Company
For immediate release
U.S.$400,000,000 4.125% guaranteed notes due 2024 (ISINs: XS2060792236; US15119CAA71) (the «Notes») issued by the Issuer and unconditionally, irrevocably and fully guaranteed on a joint and several basis by «Neryungri-Metallik» LLC, «Rudnik Taborny» LLC, «Berezitovy Rudnik» LLC, High River Gold Mines Ltd., Société Minière de Dinguiraye and JSC FIC Alel (the «Guarantors»)
Reference is made to (a) the trust deed dated 9 October 2019 between the Issuer and Citibank, N.A., London Branch as trustee (the «Trustee»); and (b) the paying agency agreement dated 9 October 2019 between the Issuer, the Trustee as trustee, principal paying agent and transfer agent and Citigroup Global Markets Europe AG as registrar. Unless otherwise specified herein, the terms defined in the terms and conditions of the Notes shall bear the same meaning in this announcement.
On 2 June 2022, The Department of the Treasury’s Office of Foreign Assets Control («OFAC») added Nord Gold plc (the «Parent»), a parent company of the Group, to the Specially Designated Nationals (SDN) list pursuant to Executive Order (E.O.) 14024.
OFAC issued a General Licence No. 37 dated 2 June 2022 (the «Wind Down Licence»), which permits all transactions prohibited by Executive Order (E.O.) 14024 that are ordinarily incident and necessary to the wind down of transactions involving the Parent or any entity in which the Parent owns, directly or indirectly, a 50% or greater interest, including the Issuer and the Guarantors.
The Wind Down Licence is effective until 12:01 am eastern daylight time on 1 July 2022 (the «Cut-Off Date»).
As a part of the general wind down process, the Issuer invites the Noteholders to contact the Issuer with respect to existing debt constituted by the Notes using the contact details below and to make their proposals to sell their Notes to the Group. For further information please contact:
- Evgeny Belov
- Head of Investor Relations
The buyback of the Notes from the Noteholders and any related interactions of Noteholders with the Group will be conducted in accordance with terms of the Wind Down Licence and in compliance with applicable laws.
THE ISSUER AND THE GUARANTORS MAY BE LIMITED IN THEIR ABILITY TO MAKE PAYMENTS IN U.S. DOLLARS AFTER THE CUT-OFF DATE, INCLUDING ANY PAYMENTS CONTEMPLATED BY THE NOTES.
This notice is given by:
Celtic Resources Holdings DAC
4th Floor, Investment House
8-34 Percy Place
Dublin 4, Ireland
This notice may contain «forward-looking statements», which include all statements other than statements of historical facts. These statements typically contain words such as «targets», «believes», «expects», «aims», «intends», «will», «may», «anticipates», «would», «could» and words of similar import. Such forward-looking statements involve known and unknown risks, uncertainties and other important factors, which may cause actual results, performance or achievements of the Group to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Forward-looking statements are based on numerous assumptions regarding the Group’s present and future business strategies and the environment, in which the Group will operate in the future. None of the future projections, expectations, estimates or prospects in this notice should be taken as forecasts or promises nor should they be taken as implying any indication, assurance or guarantee that the assumptions on which such future projections, expectations, estimates or prospects have been prepared are correct or exhaustive or fully stated in the notice. These forward-looking statements speak only as at the date as of which they are made, and the Group expressly disclaims any obligation or undertaking to disseminate any updates or revisions to any forward-looking statements contained in this notice to reflect actual results, changes in assumptions or changes in factors affecting these statements. Post-performance should not be taken or an inception, or guarantee of future results and no representation or warranty, express or implied, is made regarding future performance.