Nordgold’s Celtic Resources gets needed noteholder consents at adjourned meeting

By Marisa Wong

Los Angeles, Nov. 7 – Celtic Resources Holdings DAC said the extraordinary resolution was passed at the adjourned meeting of holders of its $400 million 4 1/8% guaranteed notes due 2024 (ISIN: XS2060792236, US15119CAA71), according to a Tuesday press release.

Celtic Resources had launched the consent solicitation in relation to the outstanding notes on Aug. 25.

As previously reported, the issuer asked holders to pass an extraordinary resolution approving the appointment of LCP Investor Services to replace i2 Capital Trust Corp. Ltd. as trustee under the trust deed dated Oct. 9, 2019 and to approve some proposed amendments to the trust deed that include termination of guarantees.

Additionally, Celtic Resources sought to postpone payment of interest on the notes to the final maturity date, discharge the issuer and the guarantors from covenants and some events of defaults, change the arbitration venue to Hong Kong International Arbitration Centre and reduce the quorum for passing the written resolution of noteholders.

Further, the issuer proposed to increase the number of outstanding notes required for the holders to request the trustee to give notice to the issuer that the notes are immediately due and repayable, effect changes to the trust deed to ensure the notes held by the group are deemed to be outstanding for voting purposes, allow the redemption of the notes in specie or in-kind, waive any events of default or breaches of the trust deed, which occurred on or before the date the amendments are signed, and remove the requirement that any replacement trustee be a trust corporation.

The retirement and appointment and the amendments will become effective upon execution of a deed of retirement and appointment and a supplemental trust deed, the issuer said in Tuesday’s notice.

The solicitation ran through 11 a.m. ET on Sept. 28, with the original meeting set for 11 a.m. ET on Sept. 29. The adjourned meeting was held on Nov. 3.

i2 Capital Markets Ltd. (+44 20 3633 1212; celticresources@i2capmark.com; https://i2capmark.com/event-details/90/Holder/celtic-resources-holdings-dac) is the information and tabulation agent.

Celtic Resources is a Dublin-based wholly owned subsidiary of Moscow-based gold mining company Nord Gold SE (Nordgold).

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