NJSC Naftogaz Ukrainy, through the issuer of its Eurobonds, Kondor Finance plc, has approached the holders of these securities in the amount of almost $1.5 billion with a proposal to defer coupon payments on them for two years, including postponing the repayment of Eurobonds for the same period – 2022 for $335 million.
“In light of the protracted circumstances affecting Ukraine as a result of the ongoing full-scale Russian military intervention and its impact on Ukraine’s energy security, the Issuer, at the request of the Borrower, has initiated this Consent Request in order to obtain the approval of the Noteholders to facilitate the Borrower’s retention of available cash to support strategic priorities. Ukraine,” the stock exchange said.
As reported, there are currently three issues of Naftogaz Eurobonds circulating on the market, all of which were placed in 2019: in July – three-year for $335 million at 7.375% and five-year for EUR600 million at 7.125% (one fifth of the euro bonds were bought by the EBRD ), and in November – 7-year for $500 million with a yield of 7.625%. The maturity date for the $335 million issue is July 18, 2022.
Naftogaz proposes to pay all coupons on 2022 and 2024 Eurobonds on July 19, 2024 and redeem 2022 Eurobonds on the same day. And NAC would like to pay coupons for Eurobonds-2026 on November 8, 2024.
The offer also includes a waiver of any default that occurs as a result of such a deferred payment and compliance with certain covenants for a two-year period (from July 19, 2022 to July 19, 2024 for Eurobonds 2022 and 2024 and until November 8, 2024 for Eurobonds-2026)
Naftogaz, in the argumentation of its request, indicates that the government, by Decree No. 691 of June 17 of this year, obliged the group to ensure the availability of natural gas in storage facilities as of October 1 in an amount sufficient for the stable passage of the autumn-winter period, including to meet the needs household consumers and heat supply organizations.
“Thus, the borrower needs to purchase and import natural gas in the amount of up to 5.6 billion cubic meters of natural gas for a total amount of more than UAH 230 billion (about $7.8 billion). Naftogaz is also obliged to provide natural gas to the most vulnerable consumers ( primarily the population of Ukraine) at fixed prices, which in many cases are many times lower than market prices for natural gas in Ukraine and Europe,” the stock exchange said.
The NAC adds that the Russian invasion of Ukraine has led to a significant economic and business downturn in the country, the inability of many Naftogaz customers to pay for the consumed gas has increased debt on the company’s balance sheet and negatively affected its liquidity, and any continuation of aggression will put additional pressure on NAC balance.
“It is possible that the borrower may not be able to comply with the current provisions of the relevant loan agreements (…) while the invasion continues. Therefore, the borrower considers it necessary and prudent to remove restrictions that may jeopardize its priorities and objectives, in addition to removing the administrative burden on the borrower in these exceptional circumstances,” the company argues for the need to lift covenants.
According to the report, Naftogaz does not plan to pay any premium to holders of its bonds for deferring payments.
In accordance with the document, the deadline for voting on proposals expires in the afternoon on July 21, and the meeting and announcement of the results are scheduled for July 26.
Naftogaz attracted Citigroup Global Markets Limited as an agent for this proposal.
This announcement led to a drop in quotations of NAK Eurobonds maturing in 2024 on the Frankfurt Stock Exchange, according to information on its website, from 29% to 10% of face value, and Eurobonds-2026 – from 24.44% to 20% of face value.
