Rooster Energy Ltd.
TSX VENTURE : COQ

Rooster Energy Ltd.

March 13, 2017 18:01 ET

Rooster Energy Enters Into Third Amendment to Note Purchase Agreement With Holders of Senior Secured Notes

CALGARY, ALBERTA--(Marketwired - March 13, 2017) - ROOSTER ENERGY LTD. (or the "Company") (www.roosterenergyltd.com) (TSX VENTURE:COQ) today announces that on March 10, 2017 it entered into effective as of January 31, 2017, the Third Amendment to the Amended and Restated Note Purchase Agreement dated as of November 17, 2014, as amended and restated as of June 25, 2015 (the "NPA") with the holders of the senior secured notes (the "Notes") issued pursuant to the NPA. The Notes are secured by a first priority security interest, lien and mortgage on all of the assets of the Company. As previously reported, the Company received a notice of default for non-compliance with certain covenants of the Second Amendment and that it was operating under a waiver of same that expired on December 31, 2016. Subsequently, the Company and holders entered into a Limited Forbearance and Reservation of Rights Agreement (the "Forbearance Agreement") whereby the holders agreed to forbear from exercising certain of their rights and remedies under the Second Amendment during a standstill period. The Forbearance Agreement and standstill period established therein terminated on March 3, 2017.

The holders have refused to amend the Forbearance Agreement and/or extend the standstill period while negotiations continue to restructure the terms and conditions of the Second Amendment and the Company's obligations thereunder. However, pursuant to the Third Amendment, if an acceptable restructuring agreement is reached prior to March 24, 2017 then the holders will waive the additional interest at 8% per annum payable in kind and a forbearance fee payable in kind in an amount equal to 50 basis points of the aggregate principal amount of the Notes that the Company became obligated to pay at termination of the Forbearance Agreement. Additionally, in the Third Amendment, the holders also agreed to extend until March 24, 2017 each of the dates for payment of the applicable interest due on the Notes that was due and payable on January 31, 2017 and February 28, 2017 and which the Company refused to pay. No other defaults by the Company have been waived or cured by the Third Amendment.

The Company is and continues to conduct business as usual and also continues in negotiations with the holders to restructure the terms and conditions of the Second Amendment and its obligations thereunder. However, the holders of the Notes may exercise their remedies against the Company at any time since there is no forbearance agreement in place. In that event, or if the Company is ultimately unable to restructure the financial and performance covenants of the credit facility, then the Company would in all likelihood seek relief under applicable bankruptcy or reorganization laws to preserve the going concern value of the Company.

ABOUT ROOSTER ENERGY LTD.

Rooster Energy Ltd. is a Houston, Texas, based vertically integrated oil and gas production company combined with a well service intervention/plugging and abandonment subsidiary focused in the shallow waters of the U.S. Gulf of Mexico. Our primary business is a service company whose assets consist of rigless well plugging and abandonment/intervention units and our oil and gas assets consist of producing oil and gas wells located on US federal oil and gas leases. Investors are welcome to visit our website at www.roosterenergyltd.com or contact the following for all corporate updates and investor inquiries:

Gary L. Nuschler, Jr.
Chief Financial Officer
16285 Park Ten Place, Suite 120
Houston, Texas, USA 77084
Telephone: (832) 772-6313 ext. 555

Forward-Looking Information and Statements

Certain statements and information in this press release may constitute "forward-looking information" or statements as such terms are used in applicable Canadian securities laws. Any statement that expresses, involves or includes expectations of the anticipated benefits of the refinancing, restructuring or modification of existing debt or failure to obtain same or future operations (including drill rig commitments and use of proceeds), commerciality of any hydrocarbon discovered, production rates, operating costs, commodity prices, administrative costs, commodity price risk and other components of cash flow and earnings, management activity, acquisitions and dispositions, capital spending, access to credit facilities taxes, regulatory changes, projections, objective, assumptions or future events that are not statements of historical fact should be viewed as "forward-looking statements". Events or circumstances may cause actual results to differ materially from those predicted, a result of numerous known and unknown risks, uncertainties, and other factors, many of which are beyond the control of the Company. These risks include, but are not limited to, the risks associated with the oil and gas industry, commodity prices, and interest and exchange rate changes. Industry related risks could include, but are not limited to, operational risks in exploration, development and production, delays or changes in plans, risks associated with the uncertainty of reserve estimates, or reservoir performance, health and safety risks and the uncertainty of estimates and projections of production, costs and expenses. The reader is cautioned not to place undue reliance on any forward-looking statement in this press release. The Company disclaims any intention or obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by applicable law.

Financial outlook information contained in this press release about the Company's prospective cash flows and/or financial position is based on assumptions about future events, including economic conditions and proposed courses of action, based on management's assessment of the relevant information currently available. Readers are cautioned that any such financial outlook information contained herein should not be used for purposes other than for which it is disclosed herein.

NEITHER THE TSX VENTURE EXCHANGE NOR ITS REGULATION SERVICE PROVIDER (AS THAT TERM IS DEFINED IN THE POLICIES OF THE TSX VENTURE EXCHANGE) ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS PRESS RELEASE.

Contact Information

  • Gary L. Nuschler, Jr.
    Chief Financial Officer
    (832) 772-6313 ext. 555