Bond Offering Memorandum 23 July 2014 - page 78

58
CAPITALIZATION
The following table sets out the Group’s consolidated capitalization and cash and cash equivalents as at 31 March 2014
on an actual and “as adjusted” basis to give effect to the Refinancing as described in “
Use of proceeds
”, as if these events
had occurred on such date. The historical consolidated financial information has been derived from the Group’s
unaudited interim condensed consolidated financial statements as at 31 March 2014 prepared in accordance with
accounting policies which are consistent with those used in the audited financial statements for the year ended 31
December 2013 included in this Offering Memorandum. See “
Presentation of financial and other information
.” The
unaudited interim condensed consolidated financial statements are included elsewhere in this Offering Memorandum.
You should read this table in conjunction with “
Use of proceeds
”, “
Selected historical consolidated financial
information
”, “
Management’s discussion and analysis of financial condition and results of operations
” and the
consolidated financial statements and the related notes thereto included elsewhere in this Offering Memorandum.
($ in millions)
Actual
Adjustments
As adjusted for the
Offering
As at 31 March
2014
(unaudited)
(unaudited)
Cash and bank balances ..................................................................................117.3
81.1
(1)
198.4
Third party borrowings
Borrowing Base Facilities
(2)
...............................................................................103.9
(103.9)
Arab Bank Facility
(3)
.......................................................................................... 55.0
(55.0)
Abraaj Convertible Loan
(4)
................................................................................ 58.3
58.3
QFB Convertible Murabaha
(4)
............................................................................ 56.5
56.5
Notes offered hereby
(5)
....................................................................................... —
250.0
250.0
Total third party borrowings..........................................................................273.7
91.1
364.8
Total equity ......................................................................................................532.0
532.0
Total capitalization
(6)
.......................................................................................805.7
91.1
896.8
(1)
Adjustments to cash and bank balances are shown net of estimated fees and expenses of $10.0 million. See “
Use
of proceeds.
(2)
Represents the amounts outstanding under the Borrowing Base Facilities Agreement as at 31 March 2014. As
part of the Refinancing, the outstanding indebtedness under the Borrowing Base Facilities Agreement, including
accrued interest thereon, will be repaid in full (and terminated) on or about the Issue Date with the proceeds of
the Offering. See “
Use of proceeds
.”
(3)
Represents the amount outstanding under the Arab Bank Facility Agreement as at 31 March 2014. As part of
the Refinancing, the outstanding indebtedness under the Arab Bank Facility Agreement, including accrued
interest thereon, will be repaid in full (and terminated) on or about the Issue Date with the proceeds of the
Offering. See “
Use of proceeds
.”
(4)
Represents the amounts outstanding under each of the Convertible Loans Agreements as at 31 March 2014. See
Description of other indebtedness—Convertible Loans
.”
(5)
Represents the nominal value of the Notes offered hereby.
(6)
Capitalization is the aggregate of the Group’s total borrowings and total equity.
Aside from the foregoing, as at the date of this Offering Memorandum there have been no material changes to the
Group’s capitalization since 31 March 2014.
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