Conyers has advised Macquarie Group on a credit and guarantee agreement with NG Energy International Corp. (TSXV: GASX) (OTCQX: GASXF) (the “Company”) for a financing of up to US$100 million of which US$50 million is committed funding (the “Financing”).

The Company and its wholly owned subsidiaries Bochica Investment Holdings Ltd., Pentanova BVI, Ltd. and MKMS Enerji Anonim Sirketi S.A. (the “Guarantors”) will guarantee the Financing. The Financing is secured by a first priority lien over all the assets of the Company, a trust formed in Colombia and the Guarantors, and matures on 29 December 2028.

The net proceeds of the Financing and related LC facility for up to US$13.6 million under discussion will be used: (i) to simplify the Company’s capital structure; (ii) to optimise the Company’s balance sheet; (iii) to reduce the overall leverage of the Company; (iv) to guarantee work commitments under the Company’s contracts with midstream partners and with the Agencia Nacional de Hidrocarburos in Colombia; and (v) for general corporate purposes as the Company continues to develop its asset base.

Counsel Nicholas Kuria and Associate Nina Goodman of Conyers’ BVI office advised on the transaction, working alongside Skadden, Arps, Slate, Meagher & Flom LLP, New York.


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