The Board of Directors of Sapura Energy Berhad ("SEB" or "the Company") is pleased to announce that its wholly owned subsidiary, Sapura TMC Sdn Bhd (“Sapura TMC”), had on 29 March 2021 executed multi-currency financing facilities agreements (collectively, the “MCF 2021”) consisting of:
1.1 the Conventional Facilities Agreement 2021; and
1.2 the Sukuk Murabahah Issuance 2021 under the Multi-Currency Sukuk Programme (as described in SEB’s announcement dated 8 September 2015)
with a consortium of Malaysian banks for the Sukuk Murabahah Issuance 2021 and Malaysian, regional and international banks for the Conventional Facilities Agreement 2021. The participating banks are Maybank Islamic Berhad, CIMB Bank Berhad, CIMB Islamic Bank Berhad, RHB Islamic Bank Berhad, AmBank (M) Berhad, AmBank Islamic Berhad, Export-Import Bank of Malaysia Berhad, United Overseas Bank Limited, Labuan Branch, United Overseas Bank Limited, Sumitomo Mitsui Banking Corporation, Labuan Branch, ING Bank N.V., Singapore Branch, Standard Chartered Bank Offshore Labuan and First Abu Dhabi Bank PJSC, Labuan Branch (“Banks”).
2. DETAILS OF THE MCF 2021
The Banks will make available a USD term loan facility amounting to approximately USD 602 million and a MYR term loan facility amounting to MYR 906 million to Sapura TMC (“Conventional Facilities Agreement 2021”) upon completion of certain conditions precedent.
The further issuance of unrated Sukuk Murabahah amounts to approximately MYR 6,380 million and USD 125 million in nominal value under the Multi-Currency Sukuk Programme.
The MCF 2021 has a tenure of 7 years and is guaranteed by SEB and material subsidiaries within the SEB group of companies (“Group”). The security package and restrictions for the MCF 2021, comprise, among others, a negative pledge over all assets of the Group (save for certain permitted security), debenture over Sapura TMC and assignments and charges over certain bank accounts.
3. UTILISATION OF PROCEEDS
The proceeds from the MCF 2021 shall be utilised towards full settlement of all amounts payable and outstanding by Sapura TMC under a 2014 conventional facility, a 2015 Islamic facility, a 2017 conventional facility and the existing outstanding Sukuk Murabahah under the Multi-Currency Sukuk Programme.
4. RATIONALE FOR THE MCF 2021
The MCF 2021 is part of the Group’s capital management program to lengthen the maturity of its debt profile.
5. CONDITIONS, COVENANTS OR RESTRICTIONS RELATING TO THE SHAREHOLDINGS OF THE MAJOR SHAREHOLDERS
Permodalan Nasional Berhad ("PNB") (and funds controlled by it) is a major shareholder of SEB. In the legal documents relating to the MCF 2021, it is a condition for PNB and funds controlled by it continue to (i) own, directly or indirectly, more than 33% of the ultimate beneficial ownership in the issued share capital of SEB; and (ii) be the single largest shareholder of SEB during the tenure of the facilities.
6. EFFECT OF THE MCF 2021
The MCF 2021 does not have any effect on the issued and paid up share capital and substantial shareholders’ shareholdings of SEB. There will be no material effect on the earnings per share, net assets per share of the Group and gearing for the financial year ending 31 January 2022.
7. INTEREST OF DIRECTORS AND/OR MAJOR SHAREHOLDERS AND PERSONS CONNECTED WITH THEM
Save for Dato’ Azmi Bin Mohd Ali, a director of Maybank Islamic Berhad, who abstained from deliberation and voting in the MCF 2021, none of SEB’s Directors, major shareholders and/or persons connected to them have any interest, direct or indirect, in the MCF 2021.
8. DIRECTORS’ STATEMENT
The Board of Directors is of the opinion that the MCF 2021 is in the best interest of the Company.
We attach herewith our press release dated 30 March 2021 titled, "Sapura Energy Seals RM10.3 billion Debt Refinancing".
This announcement is dated 30 March 2021.