WPX Energy Announces Early Results and Early Settlement of Cash Tender Offers
April 17 2018 - 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 $500.0 million aggregate
principal amount (the “Aggregate Maximum Tender Amount”) of its
outstanding 7.500% Senior Notes due 2020 (the “2020 Notes”), 6.000%
Senior Notes due 2022 (the “2022 Notes”) and 8.250% Senior Notes
due 2023 (the “2023 Notes” and together with the 2020 Notes and the
2022 Notes, the “Notes”).
The terms and conditions of the Tender Offers are described in
an Offer to Purchase, dated April 3, 2018 (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 5:00 p.m., New York City time, on April 16,
2018 (that date and time, the “Early Tender Date”), $328.7 million
aggregate principal amount of the 2020 Notes and $628.4 million
aggregate principal amount of the 2022 Notes were validly tendered
and not validly withdrawn pursuant to the Tender Offers.
WPX expects to accept for purchase $328.7 million aggregate
principal amount of the 2020 Notes and $171.3 million aggregate
principal amount of the 2022 Notes validly tendered (and not
validly withdrawn) at or prior to the Early Tender Date (such
notes, the “Purchased Notes”). Because the aggregate amount of 2020
Notes and 2022 Notes validly tendered (and not validly withdrawn)
at or prior to the Early Tender Date together exceeded the
Aggregate Maximum Tender Amount, 2022 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not validly withdrawn) at or prior to the Early Tender Date will be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 27.3%. Because the aggregate principal amount of the
2020 Notes and the 2022 Notes validly tendered (and not validly
withdrawn) at or prior to the Early Tender Date together exceeded
the Aggregate Maximum Tender Amount, none of the 2023 Notes will be
accepted for purchase and no Notes tendered after the Early Tender
Date will be accepted for purchase.
Holders of the Purchased Notes will receive total consideration
of $1,092.50 per $1,000 principal amount of 2020 Notes accepted for
purchase and $1,052.50 per $1,000 principal amount of 2022 Notes
accepted for purchase, which amounts include the early tender
premium of $50.00 per $1,000 principal amount of 2020 Notes and
$50.00 per $1,000 principal amount of 2022 Notes.
Holders of the Purchased Notes will also receive accrued and
unpaid interest from the last interest payment with respect to
their Purchased Notes to, but not including, April 17, 2018, the
early settlement date for 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.
The dealer managers for the Tender Offers are BofA Merrill Lynch
and Citigroup Global Markets Inc. (the “Dealer Managers”). Any
questions regarding the Tender Offers should be directed to the
Dealer Managers, BofA Merrill Lynch at (toll-free) (888) 292-0070
or (collect) (980) 388-3646, and Citigroup Global Markets Inc. at
(toll-free) (800) 558-3745 or (collect) (212) 723-6106. 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) 794-2200 (banks and
brokers call (212) 430-3774) or 65 Broadway, Suite 404, New York,
NY 10006.
About WPX Energy, Inc.
WPX is an independent energy producer with core positions in the
Permian and Williston basins. WPX’s production is approximately 80
percent oil/liquids and 20 percent natural gas. The company also
has an emerging infrastructure portfolio in the 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: https://www.businesswire.com/news/home/20180417005584/en/
WPX Energy, Inc.Media Contact:Kelly Swan,
539-573-4944orInvestor Contact:David Sullivan,
539-573-9360
WPX Energy (NYSE:WPX)
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