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NorthRiver Midstream LP - Tender Offer 2024 (US) - Expiration & Pricing

NorthRiver Midstream Announces Expiration and Pricing Terms of Tender Offer for Any and All of Its Outstanding 5.625% Senior Secured Notes Due 2026 With Approximately US$472.9 Million Having Been Tendered - 66679NAA8 - C6681NAA7

28 JUNE 2024


Full announcement including full disclosures and disclaimers available via Prnewswire: Source: NorthRiver Midstream LP


"CALGARY, AB, June 28, 2024 /PRNewswire/ -- NorthRiver Midstream Finance LP (the "Issuer") announced today the results and the pricing terms of the previously announced cash tender offer (the "Tender Offer") for any and all of its outstanding 5.625% senior secured notes due 2026 (the "Notes"). The Tender Offer expired at 5:00 p.m., New York City time, on Friday, June 28, 2024 (the "Expiration Date"). As of the Expiration Date, US$472,937,000 or 90.08% of the US$525,000,000 outstanding aggregate principal amount of the Notes had been validly tendered and not withdrawn in the Tender Offer (excluding US$1,694,000 in aggregate principal amount of the Notes submitted pursuant to the guaranteed delivery procedures described in the Offer to Purchase, dated June 24, 2024 (the "Offer to Purchase") and the related Notice of Guaranteed Delivery (the "Notice of Guaranteed Delivery" and, together with the Offer to Purchase, the "Tender Offer Documents")).


Subject to the satisfaction or waiver of the conditions set forth in the Tender Offer Documents, the settlement date for the Notes validly tendered (and not validly withdrawn) at or prior to the Expiration Date and accepted for purchase in the Tender Offer, including Notes submitted using the Notice of Guaranteed Delivery, is expected to occur on July 3, 2024 (the "Settlement Date").


The consideration to be paid under the Tender Offer will be US$1,000.29 per US$1,000 principal amount of Notes (the "Purchase Price"), plus accrued and unpaid interest to, but not including, the Settlement Date, which was determined in the manner described in the Offer to Purchase by reference to the fixed spread for the Notes specified below plus the yield based on the bid-side price of the U.S. Treasury Reference Security specified below, as quoted on the Bloomberg Bond Trader FIT3 series of pages, at 2:00 p.m. New York City time, today, the Expiration Date.


Certain information regarding the Notes and the pricing terms is set forth in the table below.



The Issuer intends to fund the Purchase Price for the Notes tendered in the Tender Offer with net proceeds it receives from the sale of US$525,000,000 aggregate principal amount of its 6.750% senior secured notes due 2032 (the "New Financing"). The consummation of the Tender Offer and the Issuer's obligation to pay for Notes validly tendered (and not validly withdrawn) pursuant to the Tender Offer is subject to certain market and other conditions described in the Offer to Purchase, including the consummation of the New Financing and the receipt of net proceeds therefrom. Additional terms and conditions of the Tender Offer are set forth in the Tender Offer Documents."


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NorthRiver Midstream Announces Commencement of a Cash Tender Offer for its 5.625% Senior Secured Notes Due 2026 - 66679NAA8 - C6681NAA7

24 JUNE 2024


Full announcement including full disclosures and disclaimers available via Prnewswire: Source: NorthRiver Midstream LP


CALGARY, AB, June 24, 2024 /PRNewswire/ -- NorthRiver Midstream Finance LP (the "Issuer") announced today that it has commenced a cash tender offer (the "Tender Offer") for any and all of its outstanding 5.625% senior secured notes due 2026 (the "Notes"). The Tender Offer is being made pursuant to, and upon the terms and conditions set forth in, an Offer to Purchase, dated June 24, 2024 (the "Offer to Purchase"), and the accompanying Notice of Guaranteed Delivery (as they may each be amended or supplemented from time to time, the "Tender Offer Documents").

Certain information regarding the Notes and the U.S. Treasury Reference Security, the Bloomberg reference page and the fixed spread is set forth in the table below.



The consideration (the "Purchase Price") for each US$1,000 principal amount of the Notes validly tendered and accepted for purchase pursuant to the Tender Offer will be determined in the manner described in the Offer to Purchase by reference to the fixed spread for the Notes specified above plus the yield based on the bid-side price of the U.S. Treasury Reference Security specified above, as quoted on the Bloomberg Bond Trader FIT3 series of pages, at 2:00 p.m. New York City time, on June 28, 2024, unless the Tender Offer is extended or earlier terminated by the Issuer.


The Tender Offer is scheduled to expire at 5:00p.m., New York City time, on June 28, 2024 unless extended or earlier terminated as described in the Offer to Purchase (such time and date, as may be extended, the "Expiration Date"). Tendered Notes may be withdrawn prior to or at the earlier of (i) the Expiration Date, and (ii) if the Tender Offer is extended, the 10th business day after the commencement of the Tender Offer (the "Withdrawal Deadline"). Holders of the Notes are urged to read the Tender Offer Documents carefully before making any decision with respect to the Tender Offer."


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