Venoco, Inc. Announces Advanced Financing Discussions
August 16 2012 - 7:10AM
Marketwired
Venoco, Inc. (NYSE: VQ) announced today that it has been informed
by Denver Parent Corporation ("DPC"), an affiliate of Timothy
Marquez, Venoco's Executive Chairman, that DPC is engaged in
advanced discussions regarding the financing of the merger
contemplated by the merger agreement among Venoco, Mr. Marquez, DPC
and another affiliate of Mr. Marquez (the "Merger Agreement").
DPC has advised Venoco that it expects the $436.5 million
financing package to consist of a $21.5 million initial draw on a
new first lien revolving credit facility with an initial borrowing
base of $125 million, a $175 million second lien term loan at
Venoco, an asset sale from Venoco to DPC in the amount of $210
million and capital raises by DPC in the amount of $240 million,
including a volumetric production payment on the assets sold to DPC
by Venoco. All of the financing transactions, including Venoco's
new credit facility and term loan and its asset sale to DPC, would
be structured to close contemporaneously with the closing of the
merger contemplated by the Merger Agreement. Thus, the loan
transactions and asset sale would not occur unless the merger is
consummated. A completion date of the financing and closing of the
merger has not been set although the transactions are currently
expected to close prior to September 14, 2012.
Neither Venoco nor DPC has entered into definitive agreements
with respect to any aspect of the financing. Completion of the
financing is subject to finalization of terms, negotiation and
execution of definitive agreements, other customary conditions,
including satisfactory completion of due diligence by financing
sources, and, in the case of the asset sale described above,
approval by the independent members of Venoco's Board of Directors.
Accordingly, there can be no assurance that all or any of the
financing transactions, or the merger, will be completed within the
expected time period, on the terms contemplated, or at all.
A DPC presentation with additional details about its financing
plan has been posted on Venoco's website, www.venocoinc.com, on the
Investor Relations page under the Webcasts & Presentations
heading.
About the Company
Venoco is an independent energy company primarily engaged in the
acquisition, exploitation and development of oil and natural gas
properties primarily in California. Venoco operates three offshore
platforms in the Santa Barbara Channel, has non-operated interests
in three other platforms, operates several onshore properties in
Southern California, and has extensive operations in Northern
California's Sacramento Basin.
Forward-looking Statements
All statements in this press release except statements of
historical fact are forward-looking statements within the meaning
of Section 27A of the Securities Act of 1933 and Section 21E of the
Securities Exchange Act of 1934, and these statements are subject
to numerous risks and uncertainties. The closing of the merger
agreement with Mr. Marquez and his affiliates is subject to a
number of conditions, including a financing condition, and those
conditions may not be satisfied. The negotiations relating to the
financing transactions referred to above may not result in any
definitive agreement or any consummated transaction. All
forward-looking statements are made only as of the date hereof and
the company undertakes no obligation to update any such statement.
Further information on risks and uncertainties that may affect the
company's operations and financial performance, and the
forward-looking statements made herein, is available in the
company's filings with the Securities and Exchange Commission,
which are incorporated by this reference as though fully set forth
herein.
For further information, please contact Mike Edwards Vice
President (303) 626-8320 http://www.venocoinc.com E-Mail Email
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