TransAtlantic Petroleum Announces Entry into Amended and Restated Loan and Security Agreement
HAMILTON, Bermuda, Sept. 22, 2020 (GLOBE NEWSWIRE) -- TransAtlantic Petroleum Ltd. (TSX: TNP) (NYSE American: TAT) (the “Company” or “TransAtlantic”) today
announced that the Company has entered into an Amended and Restated Loan and Security Agreement.
Amended and Restated Loan and Security Agreement
On September 22, 2020, the Company entered into an Amended and Restated Loan and Security Agreement (the “A&R Loan Agreement”) with Dalea Investment Group, LLC (the “Lender”), an entity controlled by a group of holders (the “Preferred Shareholder Group”) representing 100% of the Company’s outstanding 12.0% Series A Convertible Redeemable Preferred Shares, which was also executed by N. Malone Mitchell 3rd (“Mr. Mitchell”), Selami Erdem Uras (“Mr. Uras”), and Gundem Turizm Yatirim Ve Isletmeleri A.S., a Turkish Joint stock company (“Gundem” and with Mr. Mitchell and Mr. Uras, the “Denizbank Pledgors”), which are third party beneficiaries with respect to certain provisions thereunder, in order to accept and agree to only certain provisions thereunder.
The members of the Preferred Shareholder Group are Longfellow Energy, LP (“Longfellow”), Dalea Partners, LP (“Dalea”), the Alexandria Nicole Mitchell Trust 2005, the Elizabeth Lee Mitchell Trust 2005, the Noah Malone Mitchell Trust 2005, Stevenson Briggs Mitchell, KMF Investments Partners, LP, West Investment Holdings, LLC, Randall I. Rochman, and Betsy Rochman. Longfellow and Dalea are affiliates of the Chairman of the Company’s Board of Directors and Chief Executive Officer, Mr. Mitchell.
The A&R Loan Agreement amends and restates that certain Loan and Security Agreement, dated as of August 7, 2020 by and between the Company and the Lender (the “Loan Agreement”) to provide that the Lender commits (the “Pledge Commitment”) to cause the pledges by (a) Mr. Mitchell and Mr. Uras of their ownership interests in the Diyarbakir real estate, and (b) Gundem of its ownership interests in the Gundem Resort Hotel, Asarlik Mevkii Gumbet, Bodrum Turkey and the Muratli real estate (the “Denizbank Pledges”) in favor of Denizbank A.S. (“Denizbank”) to be continued in order to secure that certain General Credit Agreement, dated August 23, 2016, by and among, TransAtlantic Exploration Mediterranean International Pty Ltd, TransAtlantic Turkey, Ltd., DMLP, Ltd., and Talon Exploration, Ltd. (the “Denizbank Credit Agreement”) in furtherance of the Company obtaining concessions from Denizbank under the Denizbank Credit Agreement, which may include, without limitation, an extension of maturity, a decrease of required amortization payments, an amortization payment holiday, and/or any other concessions to improve the liquidity situation of Company. The Pledge Commitment is subject to certain conditions set forth in the A&R Loan Agreement including, among others, the Company filing with the Securities and Exchange Commission (the “SEC”) the proxy statement related to the Agreement and Plan of Merger (the “Merger Agreement”), dated as of August 7, 2020, by and among the Company, TAT Holdco LLC, a Texas limited liability company (“Parent”), and TAT Merger Sub LLC, a Texas limited liability company and wholly-owned subsidiary of Parent (“Merger Sub”), pursuant to which the Company shall be merged with and into Merger Sub with Merger Sub surviving as a Texas limited liability company and wholly-owned subsidiary of Parent (the “Merger”), in form and substance reasonably satisfactory to Lender, and only so long as the Company has not withdrawn or ceased to diligently pursue approval thereof.