WPX Energy Announces Early Results and Early Settlement of Cash Tender Offers
August 22 2017 - 7:00AM
Business Wire
WPX Energy (NYSE: WPX) announced today the early results and
early settlement of its previously announced cash tender offers
(the “Tender Offers”) to purchase up to $150,000,000 aggregate
principal amount (the “Aggregate Maximum Tender Amount”) of its
outstanding 7.500% Senior Notes due 2020 (the “2020 Notes”), 8.250%
Senior Notes due 2023 (the “2023 Notes”) and 6.000% Senior Notes
due 2022 (the “2022 Notes” and together with the 2020 Notes and the
2023 Notes, the “Notes”).
The terms and conditions of the Tender Offers are described in
an Offer to Purchase, dated Aug. 8, 2017 (the “Offer to Purchase”),
which was previously distributed to holders of the Notes.
According to information received from Global Bondholder
Services Corporation, the Depositary and Information Agent for the
Tender Offers, as of 5 p.m., New York City time, on Aug. 21, 2017
(that date and time, the “Early Tender Date”), $454,565,000
aggregate principal amount of the 2020 Notes were validly tendered
and not validly withdrawn pursuant to the Tender Offers.
WPX expects to accept for purchase $150,000,000 aggregate
principal amount of the 2020 Notes validly tendered (and not
validly withdrawn) at or prior to the Early Tender Date (such
notes, the “Early Tender Notes”). Because the aggregate amount of
2020 Notes validly tendered (and not validly withdrawn) at or prior
to the Early Tender Date exceeded the Aggregate Maximum Tender
Amount, 2020 Notes validly tendered (and not validly withdrawn) at
or prior to the Early Tender Date will be accepted on a pro rata
basis, subject to a proration factor of approximately 33.0%.
Because the aggregate principal amount of the 2020 Notes validly
tendered (and not validly withdrawn) at or prior to the Early
Tender Date exceeded the Aggregate Maximum Tender Amount, none of
the 2023 Notes or 2022 Notes will be accepted for purchase and no
2020 Notes tendered after the Early Tender Date will be accepted
for purchase.
Holders of the Early Tender Notes will receive total
consideration of $1,100 per $1,000 principal amount of 2020 Notes,
which amount includes the early tender premium of $30.00 per $1,000
principal amount of 2020 Notes. Holders of the Early Tender Notes
will also receive accrued and unpaid interest from the last
interest payment with respect to their Early Tender Notes to, but
not including, Aug. 22, 2017.
Payment for the Early Tender Notes is expected to occur today,
concurrently with the completion of WPX’s previously announced
underwritten public offering of $150 million of its 5.25% Senior
Notes due 2024 (the “2024 Notes”). The 2024 Notes are expected to
rank equally with, and be treated as a single class with, the $500
million aggregate principal amount of currently outstanding 5.25%
Senior Notes due 2024 previously issued by WPX. The net proceeds of
the offering of 2024 Notes will be used to fund a portion of the
consideration for the Tender Offers. The completion of the offering
of the 2024 Notes will satisfy the financing condition to the
Tender Offers.
This press release is neither an offer to purchase nor a
solicitation of an offer to purchase or sell securities. No offer,
solicitation, purchase or sale will be made in any jurisdiction in
which such offer, solicitation, purchase or sale would be unlawful.
The Tender Offers were made solely pursuant to terms and conditions
set forth in the Offer to Purchase. Nothing contained herein shall
constitute an offer of the 2024 Notes.
The dealer manager for the Tender Offers is Wells Fargo
Securities, LLC (the “Dealer Manager”). Any questions regarding the
Tender Offers should be directed to the Dealer Manager at
(toll-free) (866) 309-6316 or (collect) (704) 410-4760. Requests
for documentation regarding the Tender Offers should be directed to
the Information Agent for the Tender Offers, Global Bondholder
Services Corporation, toll-free at (866) 470-4200 (banks and
brokers call (212) 430-3774) or 65 Broadway, Suite 404, New York,
NY 10006.
About WPX Energy, Inc.
WPX has posted double-digit oil volume growth each of the past
five years. The company is active in the Delaware, Williston
and San Juan basins. The Delaware Basin is the western
portion of the greater Permian Basin.
This press release includes “forward-looking statements.” All
statements, other than statements of historical facts, included in
this press release that address activities, events or developments
that the company expects, believes or anticipates will or may occur
in the future are forward-looking statements. Such statements are
subject to a number of assumptions, risks and uncertainties, many
of which are beyond the control of the company. Investors are
cautioned that any such statements are not guarantees of future
performance and that actual results or developments may differ
materially from those projected in the forward-looking statements.
The forward-looking statements in this press release are made as of
the date of this press release, even if subsequently made available
by WPX on its website or otherwise. WPX does not undertake and
expressly disclaims any obligation to update the forward-looking
statements as a result of new information, future events or
otherwise. Investors are urged to consider carefully the disclosure
in our filings with the Securities and Exchange Commission at
www.sec.gov.
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version on businesswire.com: http://www.businesswire.com/news/home/20170822005316/en/
WPX Energy, Inc.Media Contact:Kelly Swan,
539-573-4944orInvestor Contact:David Sullivan,
539-573-9360
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