Baxter <karenb@stockwatch.com>
Subject: Strategic and Funding Process: Alternative Proposed Balance SheetRestructuring
PLAIN TEXT:
http://www.marketwired.com/press-release/strategic-and-funding-process-alternative-proposed-balance-sheet-restructurin
--->g-2216531.htm
*SOURCE: Paladin Energy Ltd*
Paladin Energy Ltd <http://www.paladinenergy.com.au/>
May 16, 2017 04:35 ET
Strategic and Funding Process: Alternative Proposed Balance Sheet
Restructuring
**
PERTH, WESTERN AUSTRALIA--(Marketwired - May 16, 2017) - Paladin Energy
Limited (*Paladin* or the *Company*) (ASX: PDN) (TSX: PDN
<http://www.marketwired.com/news_room/Stock?ticker=TSX:PDN>) refers to
its previous announcements regarding the Restructure Proposal and the
independent valuation process being undertaken to value Paladin's 75%
interest in the Langer Heinrich Mine (*LHM*) in response to the decision
by CNNC Overseas Uranium Holdings Limited (*CNNC*) to pursue its
potential option to acquire Paladin's interest in LHM (*Potential CNNC
Option*).
Paladin remains of the belief that the Restructure Proposal (as
announced on 10 January 2017) represents a holistic solution that
provides a stable and sustainable capital structure and a platform for
future growth when the uranium market improves. Furthermore, the
Restructure Proposal quickly received the support of bondholders and
shareholders. However, it is subject to the condition that Paladin
continues to own 75% of LHM, which is in doubt given CNNC's decision to
require the valuation of LHM in order to decide if it will exercise its
potential option.
In the event CNNC does not acquire Paladin's 75% interest in LHM, the
Company intends to pursue the original Restructure Proposal. However, as
is prudent in the current circumstances, Paladin has also progressed
with its stakeholders an alternative solvent restructuring proposal
which can be implemented in circumstances where it ceases to hold an
interest in LHM (*Alternative Restructure Proposal*).
The Alternative Restructure Proposal allows Paladin to materially reduce
its debt obligations, extend the maturity of any remaining debt and
preserve the Long Term Supply Contract (*LTSC*) dated 8 August 2012 with
A{ ‰}lectricitAcopyright de France S.A. (*EDF*).
As opposed to the original Restructure Proposal, existing shareholders
will not be immediately diluted on implementation of the Alternative
Restructure Proposal. Shareholders will retain an equity position in the
Company under the terms of the Alternative Restructure Proposal and the
value to shareholders will increase depending on the sale price of
Paladin's interest in LHM, the continuation of the LTSC and the value of
the non-LHM uranium assets.
The key terms of the Alternative Restructure Proposal are set out below.
*HIGHLIGHTS*
* *Net proceeds from any sale of Paladin's 75% interest in LHM to be
distributed between EDF (repaid in priority) and the holders of the
Existing Convertible Bonds*
* *Balance of any Existing Convertible Bonds (if any and including
accrued interest to the closing date), to be exchanged into New 2022
Secured Convertible Bonds*
* *EDF LTSC to remain on foot on terms acceptable to EDF*
* *Bondholders representing 57.6% of the 2017 Convertible Bonds and
55.0% of the 2020 Convertible Bonds have signed binding undertakings
in support of the Alternative Restructure Proposal (and negotiations
are continuing with the balance of bondholders)*
* *Key conditions to the Alternative Restructure Proposal:*
o *CNNC completing the acquisition of Paladin's 75% interest in
LHM for net proceeds of at least US$500 million;*
o *formal approval of holders of the Existing Convertible Bonds;*
o *approval of EDF;*
o *approval of shareholders;*
o *agreement being reached between the Company and an ad-hoc
committee of bondholders as to the long form version of
documentation to implement the Alternative Restructure Proposal;*
o *there being no superior proposal; and*
o *all necessary regulatory approvals, including Australia's
Foreign Investment Review Board*
* *Concurrent with implementation of the Alternative Restructure
Proposal, Paladin proposes to undertake a 20:1 consolidation of its
shares *
/Alternative Restructure Proposal/
A number of holders of the 2017 Convertible Bonds and 2020 Convertible
Bonds (*Existing Convertible Bonds*) have signed binding undertakings
(*Commitment Deeds*) pursuant to which those bondholders have agreed to
support the Alternative Restructure Proposal in circumstances where
Paladin no longer has an interest in LHM.
The Alternative Restructure Proposal is the result of discussions with a
number of key stakeholders over the past few weeks. To date, the
bondholders that have entered into Commitment Deeds to support the
Alternative Restructure Proposal own 57.6% of the 2017 Convertible Bonds
and 55.0% of the 2020 Convertible Bonds. Paladin remains in discussion
with the other bondholders and stakeholders in respect of the
Alternative Restructure Proposal.
In order to implement the Alternative Restructure Proposal, the Company
will require the support of bondholders representing up to 75% of each
of the 2017 Convertible Bonds and the 2020 Convertible Bonds. Until
there is resolution of the Potential CNNC Option and the other key
conditions have been satisfied (set out below), the Alternative
Restructure Proposal remains highly conditional. At this stage EDF has
not reviewed and/or discussed the Alternative Restructure Proposal.
Paladin believes that in the circumstances where the Company no longer
has an interest in LHM, the implementation of the Alternative
Restructure Proposal will be a positive outcome. The Alternative
Restructure Proposal will enable the Company to address its Existing
Convertible Bond obligations whilst preserving value for other
stakeholders and shareholders and positioning them to benefit when
uranium prices recover with a stable and sustainable debt structure.
Regarding the Alternative Restructure Proposal CEO, Alex Molyneux said:
*/"Whilst we're disappointed in the actions of CNNC given all the
support our 'Plan A' restructure proposal got, we are pleased that our
bondholders remain supportive of the Company and have been able to agree
an Alternative Restructuring Proposal in the event that CNNC acquires
Paladin's interest in LHM."/* /and *"Whilst there are still a
significant number of conditions precedent to complete the Alternative
Restructure Proposal, we believe it offers us a clear path to address
the Company's balance sheet position and maintain an asset portfolio
that can capture the substantial potential upside from a recovery in the
uranium market."*/
/Benefits of the Alternative Restructure Proposal/
Key benefits of the Alternative Restructure Proposal, if implemented,
include:
* *Substantial reduction in total debt* -- Paladin's total debt of
approximately US$665 million (including US$20 million drawn under
the LHM Revolving Credit Facility and US$273 million prepayment from
EDF as at 31 March 2017) will be materially reduced and potentially
completely eliminated on implementation (depending on the sale price
of Paladin's interest in LHM).
* *Resolution of uncertainty* created by the Potential CNNC Option and
the maturity of the 2017 Convertible Bonds.
* *Shareholders* -- Existing shareholders will not be immediately
diluted on implementation of the Alternative Restructure Proposal.
Shareholders will retain an equity position in the Company under the
terms of the Alternative Restructure Proposal and the value to
shareholders will increase depending on the sale price of Paladin's
interest in LHM, the continuation of the LTSC, the value of the
remaining assets and whether they support any future equity raisings
to refinance any remaining debt (if any).
* *Exposure to uranium upside maintained* -- The Company will continue
to be positioned as the 'senior' ASX listed uranium company with
better leverage to an improved uranium market, albeit with a lower
risk balance sheet to enable equity investors to benefit from such
upside when uranium markets recover further.
* *Extension of maturity profile for debt* -- The New Secured Bonds
will be repayable in 2022 compared to the present position where all
of the Company's Existing Convertible Bond debt is due within or
before 2020.
* *Better positioned for growth* -- As the market improves, the lower
debt position will ensure Paladin is better positioned to consider
consolidation and growth opportunities in the future.
/Exchange offer/
If Paladin implements the Alternative Restructure Proposal, for every
US$1,000 in principal amount of the Existing Convertible Bonds,
bondholders will receive:
a{ €} cents a cash payment to reduce the outstanding principal amount (including
the pro rata share of the relevant portion of the LHM sale proceeds);
a{ €} cents the balance of principal plus accrued interest (if any after the cash
payment) will be exchanged for New Secured Bonds; and
a{ €} cents 828 equity warrants, (subject to an adjustment), with a strike price
of US$0.0125 (pre-consolidation) (*Equity Warrants*).
The amount of any cash payment will depend on the independent valuation
of Paladin's 75% interest in LHM. The Alternative Restructure Proposal
is contingent on net proceeds for the 75% interest in LHM of at least
US$500 million which represents a discount to the sale price previously
agreed with CNNC for the sale of a 24% interest in LHM in July 2016.
/New Secured Bonds/
The New Secured Bonds will have a maturity date of 5 years from the
closing date and carry a coupon rate of 7.50% per annum capitalised in
arrears in equal instalments on 31 December and 30 June in each year.
The New Secured Bonds will have second-ranking security over certain
assets currently subject to security which security will not be released
(*Existing Security*); and a first-ranking security over other assets
that are not subject to the Existing Security or new material assets or
an asset acquired after the closing date with a value above US$2 million
(together, *Bond Security*). Paladin will have the right to redeem any
of the New Secured Bonds at any time at a redemption price equal to the
outstanding principal amount plus any accrued but unpaid interest.
Paladin will also undertake quarterly mandatory purchases of the New
Secured Bonds for rolling cash balances above an agreed threshold.
The New Secured Bond documentation will contain a clause that restricts
the payment of dividends to shareholders until the New Secured Bonds are
repaid.
/Equity warrant issue/
Each Equity Warrant will confer on the holder the right to receive 1
fully-paid ordinary Paladin share. The exercise price will be US$0.0125
(pre-consolidation) and the Equity Warrants will expire 5 years from the
closing date. It is proposed that the Equity Warrants will be listed on
the ASX and TSX and include customary anti-dilution protections.
The equity warrants have been provided to the holders of the Existing
Convertible Bonds as an incentive for them to vote in favour of the
Alternative Restructure Proposal in the event that they are
substantially fully repaid from proceeds from the sale of Paladin's 75%
interest in LHM.
/Alternative Restructure Proposal Key Conditions and Indicative Milestones/
The Alternative Restructure Proposal is subject to a number of
conditions as outlined above.
The bondholders that have provided their support for the Alternative
Restructure Proposal have agreed a standstill on obligations under the
Existing Convertible Bonds until 30 September 2017 to facilitate
sufficient time for the launch of the Alternative Restructure Proposal.
The standstill can lapse on certain events, for example bondholders may
elect to terminate the standstill where an insolvency event occurs.
In the circumstances where the Company no longer has an interest in LHM,
a timeline of indicative key milestones for completion of the
Alternative Restructure Proposal includes:
* May to July 2017:
o resolution of the Potential CNNC Option.
o EDF to agree in principle to the Alternative Restructure
Proposal with binding agreements to follow; and
o receipt of undertakings from 75% of holder of 2017 Convertible
Bonds and 2020 Convertible bonds, or failing that, proceeding to
formal bondholder extraordinary general meetings.
* Late July to early-December 2017: Complete conditions.
* Late-December 2017: Close transaction, issue New Secured Bonds and
Equity Warrants.
/Other creditor discussions/
*EDF: *As announced on 28 December 2016, if the expert appointed by EDF
and Paladin determines that the value of the additional security
proposed by Paladin for the prepayment made by EDF is less than the
value required by the LTSC, the outstanding amount (being approximately
US$273 million as at 31 March 2017)) must be repaid within 30 days of
that determination. Based on initial feedback from the expert, and
subject to finalisation of the expert's report, the value of the
additional security is likely to be insufficient. The expert's final
decision is expected to be made by the end of May. Paladin and EDF are
in discussions about a possible standstill from EDF if that repayment
becomes due and payable.
*Nedbank: *Discussions between the Company and Nedbank also continue in
relation to the preservation of Nedbank's security position under the
Alternative Restructure Proposal and Nedbank's current rights under
their facilities given the continuing Event of Default under those
facilities. Nedbank remains supportive and terms of the earlier
standstill are subject to ongoing constructive negotiations.
/Suspension of Paladin's securities/
As Paladin has now outlined the terms on which it expects the
Restructure Proposal or the Alternative Restructure Proposal to
progress, and reflecting Paladin's view that trading in its securities
is no longer likely to be materially prejudicial to its ability to
successfully complete a solvent restructure, Paladin's shares will now
resume trading on both the ASX and TSX. Paladin recommends that
investors exercise caution and seek independent professional advice
before trading in the Company's shares at this time.
Yours faithfully
Paladin Energy Ltd
*ALEXANDER MOLYNEUX
**CEO*
PALADIN ENERGY LTD ACN 061 681 098
Contact Information
*
*CONTACTS *
For additional information, please contact:
*Andrew Mirco *
Investor Relations Contact (Perth)
Tel: +61-8-9423-8162 or Mobile: +61-409-087-171
Email: andrew.mirco@paladinenergy.com.au
<mailto:andrew.mirco@paladinenergy.com.au>
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<p id="news-date">May 16, 2017 04:35 ET</p>
<h1>Strategic and Funding Process: Alternative Proposed Balance
Sheet Restructuring</h1>
<p><strong></strong></p>
<div class="mw_release">
<p><span class="mw_region">PERTH, WESTERN AUSTRALIA</span><span>--(Marketwired
- May 16, 2017) - </span>Paladin Energy Limited (<strong>Paladin</strong>
or the <strong>Company</strong>) (<exchange name="ASX">ASX</exchange>:
<ticker name="PDN" nolink="">PDN) (TSX: <a
href="http://www.marketwired.com/news_room/Stock?ticker=TSX:PDN"
rel="nofollow">PDN</a>) refers to its previous announcements
regarding the Restructure Proposal and the independent
valuation process being undertaken to value Paladin's 75%
interest in the Langer Heinrich Mine (<strong>LHM</strong>) in
response to the decision by CNNC Overseas Uranium Holdings
Limited (<strong>CNNC</strong>) to pursue its potential option
to acquire Paladin's interest in LHM (<strong>Potential CNNC
Option</strong>). </ticker></p>
<p>Paladin remains of the belief that the Restructure Proposal (as
announced on 10 January 2017) represents a holistic solution
that provides a stable and sustainable capital structure and a
platform for future growth when the uranium market improves.
Furthermore, the Restructure Proposal quickly received the
support of bondholders and shareholders. However, it is subject
to the condition that Paladin continues to own 75% of LHM, which
is in doubt given CNNC's decision to require the valuation of
LHM in order to decide if it will exercise its potential option.</p>
<p>In the event CNNC does not acquire Paladin's 75% interest in
LHM, the Company intends to pursue the original Restructure
Proposal. However, as is prudent in the current circumstances,
Paladin has also progressed with its stakeholders an alternative
solvent restructuring proposal which can be implemented in
circumstances where it ceases to hold an interest in LHM (<strong>Alternative
Restructure Proposal</strong>).</p>
<p>The Alternative Restructure Proposal allows Paladin to
materially reduce its debt obligations, extend the maturity of
any remaining debt and preserve the Long Term Supply Contract (<strong>LTSC</strong>)
dated 8 August 2012 with Electricite de France S.A. (<strong>EDF</strong>).
</p>
<p>As opposed to the original Restructure Proposal, existing
shareholders will not be immediately diluted on implementation
of the Alternative Restructure Proposal. Shareholders will
retain an equity position in the Company under the terms of the
Alternative Restructure Proposal and the value to shareholders
will increase depending on the sale price of Paladin's interest
in LHM, the continuation of the LTSC and the value of the
non-LHM uranium assets.</p>
<p>The key terms of the Alternative Restructure Proposal are set
out below.</p>
<p><strong>HIGHLIGHTS</strong></p>
<ul style="list-style-type: disc;">
<li><strong>Net proceeds from any sale of Paladin's 75% interest
in LHM to be distributed between EDF (repaid in priority)
and the holders of the Existing Convertible Bonds</strong></li>
<li><strong>Balance of any Existing Convertible Bonds (if any
and including accrued interest to the closing date), to be
exchanged into New 2022 Secured Convertible Bonds</strong></li>
<li><strong>EDF LTSC to remain on foot on terms acceptable to
EDF</strong></li>
<li><strong>Bondholders representing 57.6% of the 2017
Convertible Bonds and 55.0% of the 2020 Convertible Bonds
have signed binding undertakings in support of the
Alternative Restructure Proposal (and negotiations are
continuing with the balance of bondholders)</strong></li>
<li><strong>Key conditions to the Alternative Restructure
Proposal:</strong>
<ul style="list-style-type: circle;">
<li><strong>CNNC completing the acquisition of Paladin's 75%
interest in LHM for net proceeds of at least US$500
million;</strong></li>
<li><strong>formal approval of holders of the Existing
Convertible Bonds;</strong></li>
<li><strong>approval of EDF;</strong></li>
<li><strong>approval of shareholders;</strong></li>
<li><strong>agreement being reached between the Company and
an ad-hoc committee of bondholders as to the long form
version of documentation to implement the Alternative
Restructure Proposal;</strong></li>
<li><strong>there being no superior proposal; and</strong></li>
<li><strong>all necessary regulatory approvals, including
Australia's Foreign Investment Review Board</strong></li>
</ul>
</li>
<li><strong>Concurrent with implementation of the Alternative
Restructure Proposal, Paladin proposes to undertake a 20:1
consolidation of its shares </strong></li>
</ul>
<p><em><span style="text-decoration: underline;">Alternative
Restructure Proposal</span></em></p>
<p>A number of holders of the 2017 Convertible Bonds and 2020
Convertible Bonds (<strong>Existing Convertible Bonds</strong>)
have signed binding undertakings (<strong>Commitment Deeds</strong>)
pursuant to which those bondholders have agreed to support the
Alternative Restructure Proposal in circumstances where Paladin
no longer has an interest in LHM. </p>
<p>The Alternative Restructure Proposal is the result of
discussions with a number of key stakeholders over the past few
weeks. To date, the bondholders that have entered into
Commitment Deeds to support the Alternative Restructure Proposal
own 57.6% of the 2017 Convertible Bonds and 55.0% of the 2020
Convertible Bonds. Paladin remains in discussion with the other
bondholders and stakeholders in respect of the Alternative
Restructure Proposal.</p>
<p>In order to implement the Alternative Restructure Proposal, the
Company will require the support of bondholders representing up
to 75% of each of the 2017 Convertible Bonds and the 2020
Convertible Bonds. Until there is resolution of the Potential
CNNC Option and the other key conditions have been satisfied
(set out below), the Alternative Restructure Proposal remains
highly conditional. At this stage EDF has not reviewed and/or
discussed the Alternative Restructure Proposal.</p>
<p>Paladin believes that in the circumstances where the Company no
longer has an interest in LHM, the implementation of the
Alternative Restructure Proposal will be a positive outcome. The
Alternative Restructure Proposal will enable the Company to
address its Existing Convertible Bond obligations whilst
preserving value for other stakeholders and shareholders and
positioning them to benefit when uranium prices recover with a
stable and sustainable debt structure.</p>
<p>Regarding the Alternative Restructure Proposal CEO, Alex
Molyneux said: <strong><em>"Whilst we're disappointed in the
actions of CNNC given all the support our 'Plan A'
restructure proposal got, we are pleased that our
bondholders remain supportive of the Company and have been
able to agree an Alternative Restructuring Proposal in the
event that CNNC acquires Paladin's interest in LHM."</em></strong>
<em>and <strong>"Whilst there are still a significant number of
conditions precedent to complete the Alternative Restructure
Proposal, we believe it offers us a clear path to address
the Company's balance sheet position and maintain an asset
portfolio that can capture the substantial potential upside
from a recovery in the uranium market."</strong></em></p>
<p><em><span style="text-decoration: underline;">Benefits of the
Alternative Restructure Proposal</span></em></p>
<p>Key benefits of the Alternative Restructure Proposal, if
implemented, include:</p>
<ul style="list-style-type: disc;">
<li><strong>Substantial reduction in total debt</strong> --
Paladin's total debt of approximately US$665 million
(including US$20 million drawn under the LHM Revolving Credit
Facility and US$273 million prepayment from EDF as at 31 March
2017) will be materially reduced and potentially completely
eliminated on implementation (depending on the sale price of
Paladin's interest in LHM). </li>
<li><strong>Resolution of uncertainty</strong> created by the
Potential CNNC Option and the maturity of the 2017 Convertible
Bonds.</li>
<li><strong>Shareholders</strong> -- Existing shareholders will
not be immediately diluted on implementation of the
Alternative Restructure Proposal. Shareholders will retain an
equity position in the Company under the terms of the
Alternative Restructure Proposal and the value to shareholders
will increase depending on the sale price of Paladin's
interest in LHM, the continuation of the LTSC, the value of
the remaining assets and whether they support any future
equity raisings to refinance any remaining debt (if any).</li>
<li><strong>Exposure to uranium upside maintained</strong> --
The Company will continue to be positioned as the 'senior' ASX
listed uranium company with better leverage to an improved
uranium market, albeit with a lower risk balance sheet to
enable equity investors to benefit from such upside when
uranium markets recover further.</li>
<li><strong>Extension of maturity profile for debt</strong> --
The New Secured Bonds will be repayable in 2022 compared to
the present position where all of the Company's Existing
Convertible Bond debt is due within or before 2020.</li>
<li><strong>Better positioned for growth</strong> -- As the
market improves, the lower debt position will ensure Paladin
is better positioned to consider consolidation and growth
opportunities in the future.</li>
</ul>
<p><em><span style="text-decoration: underline;">Exchange offer</span></em></p>
<p>If Paladin implements the Alternative Restructure Proposal, for
every US$1,000 in principal amount of the Existing Convertible
Bonds, bondholders will receive:</p>
<p>*bullet* a cash payment to reduce the outstanding principal amount
(including the pro rata share of the relevant portion of the LHM
sale proceeds);</p>
<p>*bullet* the balance of principal plus accrued interest (if any after
the cash payment) will be exchanged for New Secured Bonds; and</p>
<p>*bullet* 828 equity warrants, (subject to an adjustment), with a
strike price of US$0.0125 (pre-consolidation) (<strong>Equity
Warrants</strong>).</p>
<p>The amount of any cash payment will depend on the independent
valuation of Paladin's 75% interest in LHM. The Alternative
Restructure Proposal is contingent on net proceeds for the 75%
interest in LHM of at least US$500 million which represents a
discount to the sale price previously agreed with CNNC for the
sale of a 24% interest in LHM in July 2016.</p>
<p><em><span style="text-decoration: underline;">New Secured Bonds</span></em></p>
<p>The New Secured Bonds will have a maturity date of 5 years from
the closing date and carry a coupon rate of 7.50% per annum
capitalised in arrears in equal instalments on 31 December and
30 June in each year.</p>
<p>The New Secured Bonds will have second-ranking security over
certain assets currently subject to security which security will
not be released (<strong>Existing Security</strong>); and a
first-ranking security over other assets that are not subject to
the Existing Security or new material assets or an asset
acquired after the closing date with a value above US$2 million
(together, <strong>Bond Security</strong>). Paladin will have
the right to redeem any of the New Secured Bonds at any time at
a redemption price equal to the outstanding principal amount
plus any accrued but unpaid interest. Paladin will also
undertake quarterly mandatory purchases of the New Secured Bonds
for rolling cash balances above an agreed threshold.</p>
<p>The New Secured Bond documentation will contain a clause that
restricts the payment of dividends to shareholders until the New
Secured Bonds are repaid.</p>
<p><em><span style="text-decoration: underline;">Equity warrant
issue</span></em></p>
<p>Each Equity Warrant will confer on the holder the right to
receive 1 fully-paid ordinary Paladin share. The exercise price
will be US$0.0125 (pre-consolidation) and the Equity Warrants
will expire 5 years from the closing date. It is proposed that
the Equity Warrants will be listed on the ASX and TSX and
include customary anti-dilution protections. </p>
<p>The equity warrants have been provided to the holders of the
Existing Convertible Bonds as an incentive for them to vote in
favour of the Alternative Restructure Proposal in the event that
they are substantially fully repaid from proceeds from the sale
of Paladin's 75% interest in LHM.</p>
<p><em><span style="text-decoration: underline;">Alternative
Restructure Proposal Key Conditions and Indicative
Milestones</span></em></p>
<p>The Alternative Restructure Proposal is subject to a number of
conditions as outlined above. </p>
<p>The bondholders that have provided their support for the
Alternative Restructure Proposal have agreed a standstill on
obligations under the Existing Convertible Bonds until 30
September 2017 to facilitate sufficient time for the launch of
the Alternative Restructure Proposal. The standstill can lapse
on certain events, for example bondholders may elect to
terminate the standstill where an insolvency event occurs. </p>
<p>In the circumstances where the Company no longer has an
interest in LHM, a timeline of indicative key milestones for
completion of the Alternative Restructure Proposal includes:</p>
<ul style="list-style-type: disc;">
<li>May to July 2017:
<ul style="list-style-type: circle;">
<li>resolution of the Potential CNNC Option.</li>
<li>EDF to agree in principle to the Alternative Restructure
Proposal with binding agreements to follow; and </li>
<li>receipt of undertakings from 75% of holder of 2017
Convertible Bonds and 2020 Convertible bonds, or failing
that, proceeding to formal bondholder extraordinary
general meetings. </li>
</ul>
</li>
<li>Late July to early-December 2017: Complete conditions.</li>
<li>Late-December 2017: Close transaction, issue New Secured
Bonds and Equity Warrants.</li>
</ul>
<p><em><span style="text-decoration: underline;">Other creditor
discussions</span></em></p>
<p><strong>EDF: </strong>As announced on 28 December 2016, if the
expert appointed by EDF and Paladin determines that the value of
the additional security proposed by Paladin for the prepayment
made by EDF is less than the value required by the LTSC, the
outstanding amount (being approximately US$273 million as at 31
March 2017)) must be repaid within 30 days of that
determination. Based on initial feedback from the expert, and
subject to finalisation of the expert's report, the value of the
additional security is likely to be insufficient. The expert's
final decision is expected to be made by the end of May. Paladin
and EDF are in discussions about a possible standstill from EDF
if that repayment becomes due and payable.</p>
<p><strong>Nedbank: </strong>Discussions between the Company and
Nedbank also continue in relation to the preservation of
Nedbank's security position under the Alternative Restructure
Proposal and Nedbank's current rights under their facilities
given the continuing Event of Default under those facilities.
Nedbank remains supportive and terms of the earlier standstill
are subject to ongoing constructive negotiations.</p>
<p><em><span style="text-decoration: underline;">Suspension of
Paladin's securities</span></em></p>
<p>As Paladin has now outlined the terms on which it expects the
Restructure Proposal or the Alternative Restructure Proposal to
progress, and reflecting Paladin's view that trading in its
securities is no longer likely to be materially prejudicial to
its ability to successfully complete a solvent restructure,
Paladin's shares will now resume trading on both the ASX and
TSX. Paladin recommends that investors exercise caution and seek
independent professional advice before trading in the Company's
shares at this time. </p>
<p>Yours faithfully</p>
<p>Paladin Energy Ltd<br>
<strong>ALEXANDER MOLYNEUX<br>
</strong><strong>CEO</strong></p>
<p align="left">PALADIN ENERGY LTD ACN 061 681 098</p>
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<h2>Contact Information</h2>
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<p><strong>CONTACTS </strong><br>
For additional information, please contact: <br>
<strong>Andrew Mirco </strong><br>
Investor Relations Contact (Perth) <br>
Tel: +61-8-9423-8162 or Mobile: +61-409-087-171 <br>
Email: <a
href="mailto:andrew.mirco@paladinenergy.com.au"
rel="nofollow">andrew.mirco@paladinenergy.com.au</a></p>
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