NBT seeks approval to extend 14% bonds to 2015, pay interest in kind

By Angela McDaniels

Tacoma, Wash., Feb. 10 - NBT AS does not have the funds to repay its 14% senior secured callable bonds at maturity on March 10, 2014 and is soliciting consents to extend the maturity date and make other changes to the bond agreement, according to a notice from trustee Norsk Tillitsmann ASA.

The amount due on March 10 is NOK 128.75 million plus accrued interest.

According to the notice, Group Alrai Holdings Ltd. plans to invest $250 million in the company but has been delayed in obtaining financing, so the company is now seeking to raise up to NOK 125 million of equity and establish an up to NOK 40 million bridge loan or working capital facility.

The company estimates its net capital requirement through June 2015 at NOK 135 million to NOK 140 million.

NBT has established an underwriting syndicate that will offer to acquire warrants that otherwise may lapse following their expiry on Feb. 24, and the syndicate will exercise any warrants it acquires. The company aims to raise NOK 100 million through the warrant exercise.

Alternatively, if all the warrants were exercised prior to Feb. 24, it would raise NOK 125 million.

Proposal

Among other things, the company wants approval to

• Extend the bonds' maturity date to June 30, 2015. The maturity price and the call price would remain unchanged at 103% of par plus accrued interest.

• Make interest payable in kind from Dec. 30, 2013 onward;

• Increase the number of days it has to make its financial statements available to 180 days after the end of the financial year from 150 days;

• Make interest payments on its convertible bonds due 2015, the first interest payment being Sept. 14, 2014;

• Repay NOK 31.2 million of short-term loans from the company's chief executive officer, Joar Viken. Specifically, the company wants approval (a) to repay NOK 7.95 million of the loans immediately, NOK 5 million during the second half of 2014 and whatever amount is needed to allow Viken to participate in the underwriting syndicate and subscribe for any leftover warrants and (b) to make interest payments each year on the remaining loans until their maturity, which would be postponed until Oct. 1, 2015;

• Incur the up to NOK 40 million bridge loan or working capital facility; and

• Amend the definition of "permitted financial indebtedness" in the bond agreement so that it will not be a cross default if the company fails to pay interest on any of its permitted financial debt.

Noteholders will vote on the proposal at a meeting in Oslo at 6 a.m. ET on Feb. 24.

In order to form a quorum, at least half of the bonds must be represented at the meeting, and the holders of two-thirds of the bonds represented at the meeting must vote in favor of the proposal in order for it to pass.

The company said it has received commitments from holders of more than two-thirds of the bonds to vote in favor of the proposal.

NBT is an Oslo-based project company focused on windpower and biomass projects.

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