Early Results of its Tender Offer for 2025 Notes
Tullow Oil tender offer for 2025 Notes receives $130.1m of $300m bids by early deadline.
- Notes tendered by early deadline U.S.$130,086,000
- Aggregate tender consideration limit U.S.$300,000,000
- Outstanding principal amount of Notes U.S.$633,463,000
- Early tender offer consideration per $1,000 U.S.$920.00
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NOT FOR DISTRIBUTION IN ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS DOCUMENT.
THIS ANNOUNCEMENT IS FOR INFORMATION ONLY AND IS NOT AN OFFER TO PURCHASE OR A SOLICITATION OF AN OFFER TO SELL ANY NOTES.
Tullow Oil plc
Early Results of its Tender Offer for 2025 Notes
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:
| Title of Security | CUSIP/ISIN | Outstanding Principal Amount as at the date of the Offer to Purchase | Principal Amount Tendered and Accepted | Early Tender Offer Consideration (1) |
| 7.00% Senior Notes due 2025 (the " Notes ") | Rule 144A: 899415AE3 / US899415AE32 Regulation S: G91237AA8 / USG91237AA87 | U.S.$633,463,000 | U.S.$130,086,000 | U.S.$920.00 |
Notes:
- The clearing price per U.S.$1,000 principal amount of Notes validly tendered prior to the Early Tender Deadline and accepted for purchase (the "Clearing Price" or "Early Tender Offer Consideration", as applicable) (exclusive of any accrued and unpaid interest on such Notes from, and including, the last interest payment date applicable to such Notes, which will be paid in addition to the applicable Consideration to, but not including, the Final Payment Date (as defined herein)).
Capitalized terms used in this announcement but not defined herein have the meanings given to them in the offer to purchase dated November 15, 2023 (the "Offer to Purchase").
The Early Tender Offer Consideration for each U.S.$1,000 principal amount of Notes validly tendered on or prior to the Early Tender Deadline and accepted for purchase pursuant to the Tender Offer shall be 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.
Pursuant to the terms of the Tender Offer, the Company has elected that the settlement date for the Notes tendered on or prior to the Early Tender Deadline and accepted for purchase is expected to be December 20, 2023, unless extended by the Company (the "Final Payment Date"). Holders will also receive with respect to any Notes validly tendered and accepted for purchase accrued and unpaid interest on such Notes from, and including, the last interest payment date applicable to such Notes to, but not including, the Final Payment Date.
The Tender Offer will remain open until 5:00 p.m., New York City time, on December 14, 2023, unless extended by the Company (the "Expiration Deadline"). The settlement date for the Notes tendered after the Early Tender Deadline and on or prior to the Expiration Deadline and accepted for purchase is expected to be the Final Payment Date.
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.
Questions and requests for assistance in connection with the Tender Offer should be directed to the Lead Dealer Managers:
| ING Bank N.V., London Branch 8-10 Moorgate London EC2R 6DA United Kingdom Attention: Liability Management Group Telephone: +44 20 7767 6784 Email: liability.management@ing.com | Standard Chartered Bank 1 Basinghall Avenue London EC2V 5DD United Kingdom Attention: Liability Management Telephone: +1 212 667 0351 / +44 20 7885 5739 / + 852 3983 8658 / +65 6557 8286 Email: liability_management@sc.com |
The Co-Dealer Managers in connection with the Tender Offer are:
| Absa Bank Limited (acting through its Corporate and Investment Banking Division) | DNB Markets, Inc. | J.P. Morgan Securities LLC | Nedbank Limited (acting through its Nedbank Corporate and Investment Banking Division) | The Standard Bank of South Africa Limited |
Questions and requests for assistance in connection with tendering Notes and participating in the Tender Offer and the submission of a Tender Instruction should be directed to the Information and Tender Agent:
Information and Tender Agent
Morrow Sodali Limited 29/F. No. 28 Stanley Street Central Hong Kong Telephone: +852 2319 4130 103 Wigmore Street London W1U 1QS United Kingdom Telephone: +44 20 4513 6933 333 Ludlow Street South Tower, 5 th Floor Stamford, CT 06902 United States Telephone: +1 203 658 9457 Email: tullowoil@investor.morrowsodali.com
Electronic copies of all documents related to the Tender Offer will be available from the website of the Luxembourg Stock Exchange, the London Stock Exchange and/or online via the Tender Offer Website at https://projects.morrowsodali.com/tullowoilSUN until the consummation or termination of the Tender Offer.
This announcement is being made on behalf of Tullow by Adam Holland, Company Secretary.
Cleaned text: letterheads, contacts and legal notices removed. View the original announcement ↗ · Company filings. Not investment advice.