top of page

Tullow Oil Plc - Tender Offer (MDA) 2025s - Nov 2023 - Final Results

Tullow Oil plc Tender Offer Final Results of the Tender Offer for 2025 Notes - USG91237AA87 -  US899415AE32

15 DECEMBER 2023


Full announcement including disclaimers and offer/distribution restrictions available via Luxse


"December 15, 2023 — Tullow Oil plc (the “Company”) announces the final results of its previously announced invitation to holders of its outstanding 7.00% Senior Notes due 2025 (the “Notes”) to tender such Notes for purchase by the Company for cash (the “Tender Offer”) up to an aggregate tender consideration, excluding any accrued and unpaid interest, of U.S.$300,000,000 (the “Aggregate Tender Consideration”) in respect of tenders from registered holders of Notes (“Holders”) who validly tendered their Notes on or prior to 5:00 p.m., New York City time, on December 14, 2023 (the “Expiration Deadline”).


As of the Expiration Deadline, U.S.$140,933,000 principal amount of Notes were validly tendered (including Notes validly tendered prior to November 29, 2023 (the “Early Tender Deadline”)). The table below identifies the principal amount of Notes validly tendered and accepted as of the Expiration Deadline:"




Richard Miller, Chief Financial Officer, Tullow, commented today:


2023 has been a transformative year for our balance sheet. Following the start-up of the Jubilee South East project earlier this year, we are now in a period of material free cash flow, with approximately $800 million expected to be generated between 2023 to 2025. This free cash flow, together with cash on balance sheet and the $400 million notes facility commitment from Glencore, will allow us to fully address all outstanding 2025 Notes and puts us in a strong position to successfully refinance the remaining 2026 Notes. We have reduced gross debt by almost $400 million this year and we remain on track to becoming a low-debt business with a sustainable capital structure.”

...


 

Tullow Oil plc Tender Offer Early Results of its Tender Offer for 2025 Notes - - USG91237AA87 -  US899415AE32


30 NOVEMBER 2023


Full announcement including disclaimers and offer/distribution restrictions available via Luxse


"November 30, 2023 — Tullow Oil plc (the “Company”) announces the early results of its previously announced invitation to holders of its outstanding 7.00% Senior Notes due 2025 (the “Notes”) to tender such Notes for purchase by the Company for cash (the “Tender Offer”) up to an aggregate tender consideration, excluding any accrued and unpaid interest, of U.S.$300,000,000 (the “Aggregate Tender Consideration”) in respect of tenders from registered holders of Notes (“Holders”) who validly tendered their Notes on or prior to 5:00 p.m., New York City time, on November 29, 2023 (the “Early Tender Deadline”).


As of the Early Tender Deadline, U.S.$130,086,000 principal amount of Notes were validly tendered. The table below identifies the principal amount of Notes validly tendered and accepted as of the Early Tender Deadline:"



...


"Amendments to the Tender Offer


The Company hereby announces that it has amended the terms of the Tender Offer, such that the Late Tender Consideration is now equal to the Early Tender Offer Consideration (including, for the avoidance of doubt, the Early Tender Offer Premium). As such, Holders whose Notes are validly tendered after the Early Tender Deadline but on or prior to the Expiration Deadline and accepted for purchase will receive U.S.$920.00, which includes the Early Tender Offer Premium (as defined in the Offer to Purchase) of U.S.$50.00 per U.S.$1,000 principal amount of Notes accepted for purchase. The terms and conditions of the Tender Offer, as set forth in the Offer to Purchase, otherwise remain unchanged."


...



 



Tullow Oil plc notice of Tender Offer - USG91237AA87 -  US899415AE32


15 NOVEMBER 2023


Full announcement including disclaimers and offer/distribution restrictions available via Luxse


...


"Invitation by Tullow Oil plc (the “Company”) to the holders of its 7.00% Senior Notes due 2025 (the “Notes”).


November 15, 2023. The Company hereby announces the commencement of its invitation to holders of the Notes (the “Holders”) to submit tenders to the Company to purchase their Notes for cash on the terms and subject to the conditions contained in the Offer to Purchase dated November 15, 2023 (the “Tender Offer”) (the “Offer to Purchase”). Capitalized terms used in this announcement have the meanings ascribed to them in the Offer to Purchase, unless the context requires otherwise. The Offer to Purchase is available, subject to eligibility confirmation and registration, on the Tender Offer Website: https://projects.morrowsodali.com/tullowoilSUN.


OVERVIEW OF THE TENDER OFFER


The Notes


7.00% Senior Notes due 2025 (Regulation S Notes – ISIN: USG91237AA87, CUSIP: G91237AA8) (Rule 144A Notes – ISIN: US899415AE32, CUSIP: 899415AE3)


Aggregate Tender Consideration


It is the current intention of the Company that the aggregate cash consideration, excluding any accrued and unpaid interest, to be paid by the Company to purchase Notes validly tendered and accepted for purchase in the Tender Offer is an amount of up to U.S.$300,000,000 (the “Aggregate Tender Consideration”).(1)


Early Tender Offer Consideration


The clearing price per U.S.$1,000 principal amount of Notes (which shall include the Early Tender Offer Premium), which will be determined pursuant to a modified Dutch auction process such that the Aggregate Tender Consideration is not exceeded (the “Clearing Price” or “Early Tender Offer Consideration”, as applicable).


Late Tender Offer Consideration


The amount per U.S.$1,000 principal amount of Notes validly tendered after the Early Tender Deadline but at or before the Expiration Deadline, which shall equal the Early Tender Offer Consideration minus the Early Tender Offer Premium (the “Late Tender Offer Consideration”).


Modified Dutch Auction Bid Range


Between U.S.$900.00 (the “Minimum Purchase Price”) and U.S.$920.00 (the “Maximum Purchase Price”), inclusive of the Early Tender Offer Premium (the “Modified Dutch Auction Bid Range”)(1)(2)


Early Tender Offer Premium


U.S.$50.00 per U.S.$1,000 principal amount of Notes, payable only in respect of Notes validly tendered at or prior to the Early Tender Deadline and accepted for purchase by the Company.


Early Tender Deadline


5:00 p.m. (New York City time) on November 29, 2023 (unless extended as provided in the Offer to Purchase)


Expiration Deadline


5:00 p.m. (New York City time) on December 14, 2023 (unless the Tender Offer is extended, re-opened, amended and/or terminated as provided in the Offer to Purchase)


Outstanding Principal Amount


U.S.$633,463,0000 (as of the date of the Offer to Purchase)



(1) Subject to applicable securities laws and the terms set forth in the Offer to Purchase, the Company reserves the right, in its sole discretion, to significantly increase or decrease the proposed Aggregate Tender Consideration. All Tender Instructions will be irrevocable except under limited circumstances described under “Expiration, Extension and Amendment-Revocation Rights” and, subject to applicable securities laws, for the avoidance of doubt, the Company will not grant revocation rights in the event that it increases or decreases the Aggregate Tender Consideration. (2) Per U.S.$1,000 principal amount of Notes accepted for purchase. The Company will also pay accrued and unpaid interest to, but not including, the applicable Payment Date (as defined below). (3) Holders who tender Notes at or prior to the Early Tender Deadline may specify a purchase price, which must be within the Modified Dutch Auction Bid Range, in increments of U.S.$1.25 per U.S.$1,000 principal amount of Notes.



The Company is undertaking the Tender Offer as part of its plan to optimize and proactively manage its debt profile and capital structure. The Company intends to fund the Aggregate Tender Consideration with drawings under its $400 million five-year notes facility agreement with Glencore Energy UK Limited which was entered into on November 11, 2023. The Company intends to fund all Accrued Interest Payments on Notes accepted for purchase pursuant to the Tender Offer with cash on hand."


...


Tags:

17 views0 comments

Comments


bottom of page