Contemplated private placement & Operational update
SeaBird Exploration Plc (“SeaBird” or the “Company”) intends to carry out a private placement of new Class A shares (the “Offer Shares”) in the Company, each with a nominal value of USD 0.001, at a subscription price (the “Offer Price”) of NOK 0.10 per Offer Share (the “Private Placement”). The Private Placement will be for a minimum of NOK 95 million and a maximum of NOK 100 million corresponding to 950,000,000 to 1,000,000,000 Offer Shares. As further described below, the Offer Shares will initially be issued on a separate ISIN, and will be converted into ordinary shares of the Company following a reduction of the nominal value of the Company’s existing share capital.
The net proceeds from the Private Placement will be used for working capital purposes to strengthen the financial position of the Company as well as for general corporate purposes. The Company has received irrevocable pre subscriptions for NOK 95 million (the “Pre-subscribers”), who are guaranteed 100% allocation. ABG Sundal Collier ASA and Arctic Securities AS have been engaged as Joint Bookrunners for the Private Placement (the “Managers”).
SeaBird has taken pro active measures to address its cost base in light of the weaker seismic market conditions. From an SG&A level of around USD 20 million in 2015, the Company reduced its SG&A to USD 13 million in 2016. Further reductions during 2017 lead to an expected run rate below USD 6 million by year end 2017.
In addition to the previously announced backlog, the Company has entered into two letters of intent, which are subject to the clients obtaining funding for their surveys.
For third quarter 2017, the Company estimates revenues in the range of USD 2.5 to 3.5 million, with an estimated EBITDA, net of any restructuring and non recurring items, of approximately USD negative 6 to negative 8 million.
Relative to the third quarter 2017, the Company expects improved utilisation in the fourth quarter 2017. With this restructuring, the Company has secured substantial improved runway in anticipation of better market conditions.
ABG Sundal Collier ASA and Arctic Securities AS act as financial advisors to the Company. Advokatfirmaet Schjødt AS acts as Norwegian legal counsel to the Company.