Conyers provided Bermuda law advice to Citigroup Global Markets Inc. and Itau BBA Securities, Inc. in connection with the pricing of its US$350 million aggregate principal amount of 5.500% senior notes due 2027 (the Notes) by GeoPark Limited (GeoPark) (NYSE:GPRK). The Notes were offered in a private placement to qualified institutional buyers in accordance with Rule 144A under the Securities Act of 1933, as amended (the Securities Act), and outside the United States to non-U.S. persons in accordance with Regulation S under the Securities Act. The Notes will be fully and unconditionally guaranteed jointly and severally by GeoPark Chile SpA and GeoPark Colombia S.L.U.
The net proceeds from the Notes offering will be used by the Company to pay the purchase price in connection with the previously announced acquisition by the Company of Amerisur Resources Plc. (Amerisur) (LON: AMER) and for general corporate purposes, including capital expenditures. GeoPark acquired the entire issued share capital of Amerisur for a total cash consideration of approximately US$314 million (approximately £242 million at an offer price of 19.21 pence per share). On January 14, 2020, the Amerisur Acquisition was approved by the UK courts without condition. No other regulatory conditions must be satisfied before consummating the acquisition.
GeoPark is a leading independent Latin American oil and gas explorer, operator and consolidator with operations and growth platforms in Colombia, Peru, Argentina, Brazil, Chile and Ecuador.
Amerisur is a cashflow positive, growing business with low operating costs and a strong balance sheet with no debt, and a cash position of US$36 million as of September 30, 2019. The Amerisur acquisition incorporates 13 production, development and exploration blocks in Colombia, including 12 operated blocks in the Putumayo basin and the non-operated CPO-5 block in the Llanos basin, the Oleoducto Binacional Amerisur (an export oil pipeline from Colombia to Ecuador), and valuable partnerships with Oxy and ONGC (the national oil company of India and operator of the CPO-5 block).
Director Jason Piney, Counsel Angela Atherden and Associate Jennifer Panchaud of Conyers’ Bermuda office advised on this matter, working alongside Milbank.