Energean Announces Pricing of an Offering Senior Secured Notes

Source: www.gulfoilandgas.com 3/10/2021, Location: Middle East

Energean PLC (Energean) (ENOG) is pleased to announce that its subsidiary, Energean Israel Finance Ltd. (the Issuer), has priced the offering of US$2.5 billion aggregate principal amount of senior secured notes (the "Notes"). The Notes will be issued in four series as follows:

- Notes in an aggregate principal amount of US$625 million, maturing on March 30, 2024, with a fixed annual interest rate of 4.500%.

- Notes in an aggregate principal amount of US$625 million, maturing on March 30, 2026, with a fixed annual interest rate of 4.875%.

- Notes in an aggregate principal amount of US$625 million, maturing on March 30, 2028, with a fixed annual interest rate of 5.375%.

- Notes in an aggregate principal amount of US$625 million, maturing on March 30, 2031, with a fixed annual interest rate of 5.875%.

The interest on each series of the Notes will be paid semi-annually, on March 30 and on September 30 of each year, beginning on September 30, 2021.

The Issuer intends to deposit the gross proceeds of the Offering into a segregated escrow account until the date that certain escrow release conditions are satisfied. Among other things, the escrow release conditions include the receipt of regulatory approvals and registration of certain pledges.

Upon satisfaction of the escrow release conditions and release of the proceeds of the Offering from escrow, the proceeds from the Offering are expected to be used:

- to repay outstanding indebtedness under Energean's and its subsidiaries' (collectively, the "Group") US$1.45 billion project finance facility and a US$700 million term loan;

- to replace the existing undrawn amounts available under those facilities;

- to fund certain reserve accounts; and

- for transaction expenses and the Group's general corporate purposes.

The issuance of the Notes is expected to be completed on March 24, 2021 (the "Issue Date").

If the escrow release conditions are not satisfied on or prior to 30 calendar days following the Issue Date (the "Initial Outside Date"), the Notes will be redeemed in full at a price equal to 100% of the aggregate issue price of the Notes from the date of issuance of such Notes up to, but excluding, the payment date of such mandatory redemption. The Issuer may, in its sole discretion, elect to extent the Initial Outside Date prior to the expiry thereof by up to five periods of up to 30 calendar days each.

The Notes are expected to be listed for trading on the TACT Institutional of the Tel Aviv Stock Exchange Ltd. (the "TASE"), subject to the approval of the TASE.

The Notes may not be offered or sold in the United States without registration or pursuant to an exemption therefrom. The Notes will be offered to (a) qualified institutional buyers in the United States pursuant to Rule 144A of the United States Securities Act 1933, as amended (the "Securities Act") that are qualified purchasers (as defined in section 2(a)(51) of the Investment Company Act of 1940, as amended (the "Investment Company Act")), or (b) non-U.S. persons (as defined in Regulation S of the Securities Act) outside the United States in reliance on Regulation S.

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