QEP Resources, Inc. (NYSE:QEP) (“QEP” or the “Company”) today
announced early results of the previously announced offers to
purchase for cash (the “Tender Offers”) up to $361,000,000
aggregate principal amount (such principal amount, the “Aggregate
Maximum Principal Amount”) of its outstanding senior notes listed
in the table below (collectively, the “Notes”), upon the terms and
conditions described in the Company’s Offer to Purchase dated
November 6, 2017 (the “Offer to Purchase”).
According to information received from D.F. King & Co., Inc.
(“D.F. King”), the Tender Agent and Information Agent for the
Tender Offers, as of 5:00 p.m., New York City time, on November 20,
2017 (that date and time, the “Early Tender Time”), the Company had
received valid tenders from holders of the Notes as outlined in the
table below.
|
|
Aggregate Principal Amount
Outstanding (U.S. $)(1) |
Principal Amount Tendered and
Accepted(U.S. $) |
Acceptance Priority Level |
Total Consideration per U.S. $1,000
Principal Amount of Notes(2)(3) (U.S. $) |
Title of Notes |
CUSIP Number |
6.80% Senior Notes due
2020 |
74836JAF0 |
$135,968,000 |
$84,210,000 |
1 |
$1,075.00 |
6.875% Senior Notes due
2021 |
74733VAA8 |
$625,000,000 |
$227,187,000 |
2 |
$1,085.00 |
________________
(1) As of September 30, 2017. (2) Does not include
Accrued Interest, which will also be payable to but not including
the settlement date.(3) Includes the Early Tender Premium (as
defined below).
The financing condition described in the Offer to Purchase, and
to which the Tender Offers is subject, is expected to be satisfied
on the date hereof. Subject to the satisfaction or waiver of all
remaining conditions to the Tender Offers described in the
Company’s Offer to Purchase having been either satisfied or waived
by the Company, the Company intends to accept for purchase all of
the 6.80% Senior Notes due 2020 and all of the 6.875% Senior Notes
due 2021 (the “Accepted Notes”), validly tendered (and not validly
withdrawn) before the Early Tender Time. These notes will be
purchased on the “Early Settlement Date,” which is currently
expected to occur on the date hereof.
Holders of Accepted Notes that were validly tendered (and not
validly withdrawn) prior to the Early Tender Time and accepted for
purchase pursuant to the Tender Offers will receive the applicable
Total Consideration (as set forth in the table above) for such
series, which includes the early tender premium of $30.00 (the
“Early Tender Premium”) for each series of Notes as set forth in
the Offer to Purchase, together with accrued and unpaid interest up
to, but not including, the Early Settlement Date.
The Tender Offers will each expire at 12:00 midnight, New York
City time, at the end of the day on December 5, 2017 (such date and
time, as it may be extended, the “Expiration Date”). Holders of
Notes validly tendered after the Early Tender Time and on or before
the Expiration Date and accepted for purchase pursuant to the
Tender Offers will receive the applicable Tender Offer
Consideration, but no Early Tender Premium, as described in the
Offer to Purchase, plus accrued and unpaid interest up to, but not
including, the final settlement date. The Tender Offers are
subject to the remaining conditions described in the Offer to
Purchase. Full details of the terms and conditions of the Tender
Offers are set forth in the Offer to Purchase, which is available
from D.F. King.
Wells Fargo Securities, LLC, Deutsche Bank Securities Inc. and
MUFG Securities Americas Inc. are serving as Dealer Managers in
connection with the Tender Offers. D.F. King is serving as the
Tender Agent and the Information Agent for the Tender Offers.
Persons with questions regarding the Tender Offers should contact
Wells Fargo Securities, LLC at (toll free) (866) 309-6316 or
(collect) (704) 410-4760. Requests for the Offer to Purchase should
be directed to D.F. King at (212) 269-5550, (toll free) (800)
370-1749 or by email to qep@dfking.com.
This press release shall not constitute an offer to sell, a
solicitation to buy or an offer to purchase or sell any securities.
The Tender Offers are being made only pursuant to the Offer to
Purchase and only in such jurisdictions as is permitted under
applicable law. In any jurisdiction in which the Tender Offers are
required to be made by a licensed broker or dealer, the Tender
Offers will be deemed to be made on behalf of the Company by the
Dealer Managers, or one or more registered brokers or dealers that
are licensed under the laws of such jurisdiction.
About QEP Resources, Inc.
QEP Resources, Inc. (NYSE:QEP) is an independent crude oil and
natural gas exploration and production company focused in two
regions of the United States: the Northern Region (primarily in
North Dakota and Utah) and the Southern Region (primarily in Texas
and Louisiana).
Forward-Looking Statements
This release includes forward-looking statements within the
meaning of Section 27(a) of the Securities Act of 1933, as amended,
and Section 21(e) of the Securities Exchange Act of 1934, as
amended. Forward-looking statements can be identified by words such
as “anticipates,” “believes,” “forecasts,” “plans,” “estimates,”
“expects,” “intends”, “should,” “will” or other similar
expressions. Such statements are based on management’s current
expectations, estimates and projections, which are subject to a
wide range of uncertainties and business risks. Forward-looking
statements in this press release include, but are not limited to,
statements regarding: the early settlement of the Tender Offers and
the satisfaction of the financing condition set forth in the Offer
to Purchase. Actual results may differ materially from those
included in the forward-looking statements due to a number of
factors, including, but not limited to: disruptions of QEP's
ongoing business, general economic conditions, including the
performance of the financial markets and interest rates; changes in
local, regional, national and global demand for natural gas, oil
and NGL; changes in, adoption of and compliance with laws and
regulations, including decisions and policies concerning the
environment, climate change, greenhouse gas or other emissions,
natural resources, and fish and wildlife, hydraulic fracturing,
water use and drilling and completion techniques, as well as the
risk of legal and other proceedings arising from such matters,
whether involving public or private claimants or regulatory
investigative or enforcement measures; and the other risks
discussed in the Company’s periodic filings with the SEC, including
the Risk Factors section of the Company’s Annual Report on Form
10-K for the year ended December 31, 2016 (the 2016 Annual
Report on Form 10-K), and Quarterly Reports on Form 10-Q for
the quarters ended March 31, 2017, June 30, 2017 and September 30,
2017. QEP undertakes no obligation to publicly correct or update
the forward-looking statements in this news release, in other
documents, or on the website to reflect future events or
circumstances. All such statements are expressly qualified by this
cautionary statement.
Contact |
|
Investors: |
Media: |
William I. Kent,
IRC |
Brent Rockwood |
Director, Investor
Relations |
Director,
Communications |
303-405-6665 |
303-672-6999 |
Qep Resources (NYSE:QEP)
Historical Stock Chart
From Mar 2024 to Apr 2024
Qep Resources (NYSE:QEP)
Historical Stock Chart
From Apr 2023 to Apr 2024