Gulf Keystone Petrol GKP Settlement and closing of convertible bonds

  Gulf Keystone Petrol (GKP) - Settlement and closing of convertible bonds

RNS Number : 0561P
Gulf Keystone Petroleum Ltd.
19 October 2012




 NOT FOR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES,
CANADA, JAPAN, AUSTRALIA OR IN ANY OTHER JURISDICTION IN WHICH OFFERS OR SALES
                    WOULD BE PROHIBITED BY APPLICABLE LAW

                                      

                                      

19 October 2012

                                      

                                      

                   Gulf Keystone Petroleum Ltd. (AIM: GKP)

                      ("Gulf Keystone" or "the Company")



            Settlement and closing of offering of USD 275 million
                      Convertible Bonds due October 2017

                                      

Gulf Keystone  is  pleased to  announce  the  settlement and  closing  of  its 
successful offering (the "Offering") of senior unsecured convertible bonds due
October 2017 (the "Convertible Bonds").



The Company intends  to make an  application for the  Convertible Bonds to  be 
admitted to  listing on  the Official  List of  the UK  Listing Authority  and 
admitted to trading on the Professional Securities Market of the London  Stock 
Exchange by no later than 30 November 2012.

BNP Paribas acted as Sole Bookrunner and Lead Manager of the Offering.
Mirabaud Securities LLP and Natixis acted as Co-Bookrunners of the Offering.

Ewen Ainsworth, Gulf Keystone's Finance Director commented:

"We are extremely pleased with the response received from existing and new
investors to this important financing initiative. This is the first time Gulf
Keystone has accessed the debt capital markets, and the success of the
offering demonstrates investors' confidence in the Company's on-going move
from appraisal to development of its world class Shaikan field and the
maturing hydrocarbon profile of the Kurdistan Region of Iraq."



Enquiries:



Gulf Keystone Petroleum:                    +44 (0) 20 7514 1400
Todd Kozel, Executive Chairman and

Chief Executive Officer
Ewen Ainsworth, Finance Director

Strand Hanson Limited                       +44 (0) 20 7409 3494
Simon Raggett / Rory Murphy / James Harris

Pelham Bell Pottinger                       +44 (0) 20 7861 3232
Mark Antelme

BNP Paribas
Florence Sztuder (Syndicate Desk)           +33 (0) 144 95 4100
Ben Canning (Equity Capital Markets)        +44 (0) 20 7595 1000


Mirabaud Securities LLP
Peter Krens                                 +44 (0) 20 7595 1000



or visit: www.gulfkeystone.com







Notes to Editors:



§ Gulf  Keystone Petroleum  Ltd. (AIM:  GKP)  is an  independent oil  and  gas 
exploration and production  company focused  on exploration  in the  Kurdistan 
Region of Iraq.

§ Gulf  Keystone Petroleum  Limited is  registered in  Hamilton, Bermuda  with 
further offices in Erbil, Kurdistan (Iraq), Algiers, Algeria and London, UK.

§ Gulf  Keystone  Petroleum  International  (GKPI)  holds  Production  Sharing 
Contracts for four  exploration blocks  in Kurdistan,  including the  Shaikan, 
Sheikh Adi, Ber Bahr and Akri-Bijeel blocks.

§ GKPI is the Operator of the Shaikan Block with a working interest of 75  per 
cent and is partnered  with Kalegran Ltd.  (a 100 per  cent subsidiary of  MOL 
Hungarian Oil  and Gas  Plc.)  and Texas  Keystone  Inc., which  have  working 
interests of 20  per cent  and 5 per  cent respectively.  Texas Keystone  Inc. 
holds its  interest  in trust  for  Gulf  Keystone, pending  transfer  of  its 
interest to the Company. 

§ Shaikan is a major  discovery with independently audited gross  oil-in-place 
volumes of between 12.4  billion barrels to 15  billion barrels calculated  on 
the P90 to P10 basis, with a mean value of 13.7 billion barrels.

§ The Company's  shares have  traded on  the AIM  market of  the London  Stock 
Exchange since listing on 8 September 2004.





THIS ANNOUNCEMENT IS NOT FOR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR  INTO 
THE UNITED STATES (AS DEFINED IN REGULATION  S UNDER THE US SECURITIES ACT  OF 
1933, AS AMENDED ("REGULATION S"). THIS  ANNOUNCEMENT IS NOT AN OFFER TO  SELL 
SECURITIES OR THE  SOLICITATION OF  ANY OFFER  TO BUY  CONVERTIBLE BONDS,  NOR 
SHALL THERE BE  ANY OFFER OF  CONVERTIBLE BONDS IN  ANY JURISDICTION IN  WHICH 
SUCH OFFER  OR  SALE  WOULD  BE  UNLAWFUL.  THE  CONVERTIBLE  BONDS  OR  OTHER 
SECURITIES MENTIONED  IN THIS  ANNOUNCEMENT  HAVE NOT  BEEN  AND WILL  NOT  BE 
REGISTERED IN THE  UNITED STATES  UNDER THE  UNITED STATES  SECURITIES ACT  OF 
1933, AS AMENDED,  AND MAY NOT  BE OFFERED OR  SOLD IN THE  UNITED STATES  (AS 
DEFINED IN REGULATION S) OR  TO, OR FOR THE ACCOUNT  OR BENEFIT OF US  PERSONS 
(AS  DEFINED  IN  REGULATION  S),   ABSENT  REGISTRATION  OR  EXEMPTION   FROM 
REGISTRATION UNDER THE SECURITIES  ACT. THERE WILL BE  NO PUBLIC OFFER OF  THE 
CONVERTIBLE BONDS OR OTHER  SECURITIES MENTIONED IN  THIS ANNOUNCEMENT IN  THE 
UNITED STATES.

THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER TO SELL OR THE SOLICITATION  OF 
AN OFFER TO BUY ANY CONVERTIBLE BONDS.

THIS ANNOUNCEMENT IS DIRECTED AT AND  IS ONLY BEING DISTRIBUTED IN THE  UNITED 
KINGDOM TO (I) PERSONS WHO HAVE PROFESSIONAL EXPERIENCE IN MATTERS RELATING TO
INVESTMENTS FALLING WITHIN ARTICLE 19(5) OF THE FINANCIAL SERVICES AND MARKETS
ACT 2000 (FINANCIAL PROMOTION) ORDER 2005  (THE "ORDER"), (II) HIGH NET  WORTH 
ENTITIES, AND OTHER PERSONS TO WHOM IT MAY OTHERWISE LAWFULLY BE  COMMUNICATED 
FALLING WITHIN ARTICLE  49 OF  THE ORDER,  AND (III)  PERSONS TO  WHOM IT  MAY 
OTHERWISE LAWFULLY BE COMMUNICATED (ALL  SUCH PERSONS TOGETHER BEING  REFERRED 
TO AS "RELEVANT  PERSONS"). THIS ANNOUNCEMENT  MUST NOT BE  READ, ACTED ON  OR 
RELIED ON BY PERSONS IN THE UNITED  KINGDOM WHO ARE NOT RELEVANT PERSONS.  ANY 
INVESTMENT OR  INVESTMENT  ACTIVITY  TO WHICH  THIS  ANNOUNCEMENT  RELATES  IS 
AVAILABLE ONLY TO RELEVANT PERSONS IN  THE UNITED KINGDOM AND WILL BE  ENGAGED 
IN ONLY  WITH  RELEVANT  PERSONS  IN  THE  UNITED  KINGDOM.  BY  READING  THIS 
ANNOUNCEMENT, THE READER ACKNOWLEDGES THAT IT  IS A PERSON EITHER (I)  OUTSIDE 
THE UNITED KINGDOM OR (II) FALLING WITHIN ONE OF THE FOREGOING CATEGORIES.

THIS ANNOUNCEMENT DOES NOT PURPORT TO IDENTIFY OR SUGGEST THE RISKS (DIRECT OR
INDIRECT) WHICH MAY BE ASSOCIATED WITH AN INVESTMENT IN THE CONVERTIBLE BONDS.

THE LEAD MANAGER AND  THE CO-BOOKRUNNERS (TOGETHER,  THE "MANAGERS") ACTED  ON 
BEHALF OF THE COMPANY AND NO ONE ELSE IN CONNECTION WITH THE CONVERTIBLE BONDS
AND WILL NOT BE RESPONSIBLE TO ANY OTHER PERSON FOR PROVIDING THE  PROTECTIONS 
AFFORDED TO CLIENTS OF THE LEAD  MANAGER, OR FOR PROVIDING ADVICE IN  RELATION 
TO THE CONVERTIBLE BONDS.

NO REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED,  IS OR WILL BE MADE AS  TO, 
OR IN RELATION TO, AND NO RESPONSIBILITY  OR LIABILITY IS OR WILL BE  ACCEPTED 
BY THE MANAGERS, OR BY ANY OF THEIR RESPECTIVE AFFILIATES, OFFICERS, EMPLOYEES
OR AGENTS AS TO OR IN  RELATION TO THE ACCURACY, COMPLETENESS OR  VERIFICATION 
OF THISANNOUNCEMENT, PUBLICLY  AVAILABLE INFORMATION  ON THE  COMPANY OR  ANY 
OTHER WRITTEN OR ORAL  INFORMATION MADE AVAILABLE TO  ANY INTERESTED PARTY  OR 
ITS ADVISERS AND ANY LIABILITY THEREFOR IS HEREBY EXPRESSLY DISCLAIMED.

                     This information is provided by RNS
           The company news service from the London Stock Exchange

END


MSCFFMEDAFESEFS -0- Oct/19/2012 06:00 GMT