Occidental Petroleum Corporation (“Occidental”) (NYSE:OXY) today announced the
expiration and final results of (i) the offers to exchange any and
all validly tendered (and not validly withdrawn) and accepted notes
of the 23 series of notes described in the table below
(collectively, the “Old Notes”) for
the new notes of a corresponding series to be issued by Occidental
as described in the table below (collectively, the “Oxy Notes”) and cash and (ii) the related
solicitation of consents (together with the offers to exchange, the
“Exchange Offers”) being made by
Occidental on behalf of Anadarko Petroleum Corporation
(“Anadarko”), Anadarko Holding
Company, as successor in interest to Union Pacific Resources Group
Inc. (“Anadarko HoldCo”), Anadarko
Finance Company (“Anadarko Finance”)
and Kerr-McGee Corporation (“Kerr-McGee”) to adopt certain proposed amendments
(the “Proposed Amendments”) to the
terms of the indentures governing the Old Notes (the “Old Notes Indentures”).
The Exchange Offers commenced on August 15, 2019 and expired at
12:01 a.m., New York City time, on September 13, 2019 (the
“Expiration Date”). As of the
Expiration Date, the principal amounts of Old Notes set forth in
the table below had been validly tendered and not validly
withdrawn:
Aggregate Principal
Amount
Title of Series of Old
Notes
Issuer
CUSIP/ISIN No.
Title of Series of Oxy
Notes
Total
Consideration(1)(2)
Old Notes Tendered at the
Expiration Date
Oxy Notes (principal
amount)
Cash
Aggregate Principal
Amount
Percentage
$677,035,000
4.850% Senior Notes due 2021
Anadarko
032511BM8 / US032511BM81
4.850% Senior Notes due 2021
$1,000
$1.00
$653,019,000
96.45%
$247,965,000
3.450% Senior Notes due 2024
Anadarko
032511BJ5 / US032511BJ52
3.450% Senior Notes due 2024
$1,000
$1.00
$233,062,000
93.99%
$650,000,000
6.950% Senior Notes due 2024
Kerr-McGee
492386AU1 / US492386AU15
6.950% Senior Notes due 2024
$1,000
$1.00
$582,523,000
89.62%
$310,000
7.250% Debentures due 2025
Anadarko
032511AH0 / US032511AH06
7.250% Debentures due 2025
$1,000
$1.00
$25,000
8.06%
$1,100,000,000
5.550% Senior Notes due 2026
Anadarko
032511BN6 / US032511BN64
5.550% Senior Notes due 2026
$1,000
$1.00
$1,081,892,000
98.35%
$111,856,000
7.500% Debentures due 2026
Anadarko HoldCo
907834AB1 / US907834AB13
7.500% Debentures due 2026
$1,000
$1.00
$88,208,000
78.86%
$47,750,000
7.000% Debentures due 2027
Anadarko
032511AL1 / US032511AL18
7.000% Debentures due 2027
$1,000
$1.00
$29,802,000
62.41%
$150,000,000
7.125% Debentures due 2027
Kerr-McGee
492386AK3 / US492386AK33
7.125% Debentures due 2027
$1,000
$1.00
$122,636,000
81.76%
$235,133,000
7.150% Debentures due 2028
Anadarko HoldCo
907834AG0 / US907834AG00
7.150% Debentures due 2028
$1,000
$1.00
$224,267,000
95.38%
$14,153,000
6.625% Debentures due 2028
Anadarko
032511AM9 / US032511AM90
6.625% Debentures due 2028
$1,000
$1.00
$13,811,000
97.58%
$135,005,000
7.200% Debentures due 2029
Anadarko
032511AN7 / US032511AN73
7.200% Debentures due 2029
$1,000
$1.00
$126,005,000
93.33%
$116,275,000
7.950% Debentures due 2029
Anadarko HoldCo
907834AJ4 / US907834AJ49
7.950% Debentures due 2029
$1,000
$1.00
$80,881,000
69.56%
$900,000,000
7.500% Senior Notes due 2031
Anadarko Finance
032479AD9 / US032479AD91
7.500% Senior Notes due 2031
$1,000
$1.00
$869,550,000
96.62%
$500,000,000
7.875% Senior Notes due 2031
Kerr-McGee
492386AT4 / US492386AT42
7.875% Senior Notes due 2031
$1,000
$1.00
$484,677,000
96.94%
$1,750,000,000
6.450% Senior Notes due 2036
Anadarko
032511AY3 / US032511AY39
6.450% Senior Notes due 2036
$1,000
$1.00
$1,734,194,000
99.10%
$2,270,600,000(3)
Zero Coupon Senior Notes due 2036
(the “Zero Coupon Notes”)
Anadarko
032511BB2 / US032511BB27
Zero Coupon Senior Notes due
2036
$1,000
$1.00
$2,270,292,000
99.99%
$325,000,000
7.950% Senior Notes due 2039
Anadarko
032511BG1 / US032511BG14
7.950% Senior Notes due 2039
$1,000
$1.00
$321,591,000
98.95%
$750,000,000
6.200% Senior Notes due 2040
Anadarko
032510AC3 / US032510AC36
6.200% Senior Notes due 2040
$1,000
$1.00
$737,496,000
98.33%
$625,000,000
4.500% Senior Notes due 2044
Anadarko
032511BK2 / US032511BK26
4.500% Senior Notes due 2044
$1,000
$1.00
$623,462,000
99.75%
$1,100,000,000
6.600% Senior Notes due 2046
Anadarko
032511BP1 / US032511BP13
6.600% Senior Notes due 2046
$1,000
$1.00
$1,099,221,000
99.93%
$48,800,000
7.250% Debentures due 2096
Anadarko
032511AK3 / US032511AK35
7.250% Debentures due 2096
$1,000
$1.00
$3,790,000
7.77%
$60,500,000
7.730% Debentures due 2096
Anadarko
032511AJ6 / US032511AJ61
7.730% Debentures due 2096
$1,000
$1.00
$54,624,000
90.29%
$77,970,000
7.500% Debentures due 2096
Anadarko HoldCo
907834AC9 / US907834AC95
7.500% Debentures due 2096
$1,000
$1.00
$59,783,000
76.67%
(1)
Consideration per $1,000 principal amount
of Old Notes validly tendered and accepted for exchange. No
additional payment will be made for a holder’s consent to the
Proposed Amendments.
(2)
The term “Oxy Notes” in this column
refers, in each case, to the series of Oxy Notes corresponding to
the series of Old Notes of like tenor and coupon.
(3)
Aggregate principal amount at maturity.
The accreted amount as of September 18, 2019, the anticipated
settlement date of the applicable Exchange Offer, will be
approximately $413,739.22 per $1,000,000 aggregate principal amount
at maturity of Zero Coupon Notes. Except where otherwise indicated,
the term “aggregate principal amount,” when used in reference to
the Zero Coupon Notes, refers to the accreted amount as of the
anticipated settlement date.
The Exchange Offers were made pursuant to the terms and
conditions set forth in Occidental’s prospectus, dated as of August
15, 2019 (the “Prospectus”), as
amended by a press release issued by Occidental on August 29, 2019,
and the related Letter of Transmittal and Consent (the
“Letter of Transmittal”). The
Prospectus forms a part of the Registration Statement on Form S-4,
which was filed with the Securities and Exchange Commission
(“SEC”) on August 1, 2019, as amended
by Amendment No. 1 thereto filed with the SEC on August 13, 2019
(the “Registration Statement”), and
declared effective on August 15, 2019.
Following the Expiration Date, tenders of Old Notes may not be
validly withdrawn. As of the Expiration Date, all conditions to the
Exchange Offers were satisfied, other than (a) the conditions that
Occidental obtains (i) the requisite consents applicable to each
series of Old Notes to adopt the Proposed Amendments for all series
of Old Notes at or by the Expiration Date (the “Requisite Consents”) and (ii) the valid tender
(without valid withdrawal) of a majority in aggregate principal
amount of the Old Notes of all series at or by the Expiration Date,
each of which Occidental waived as announced on August 29, 2019,
and (b) the condition that Occidental obtains the receipt of the
Requisite Consents for the 7.250% Debentures due 2025 issued by
Anadarko and the 7.250% Debentures due 2096 issued by Anadarko
(together, the “Specified Old Notes”).
Occidental currently anticipates that the settlement date of the
Exchange Offers will be September 18, 2019. Eligible holders of Old
Notes other than the Specified Old Notes who validly tendered and
did not validly withdraw such notes at or prior to the Expiration
Date are eligible to receive the total consideration set forth in
the table above. Occidental will not accept any Specified Old Notes
tendered for exchange in the Exchange Offers.
With respect to the Old Notes other than the Specified Old
Notes, at 5:00 p.m., New York City time, on August 28, 2019,
Occidental had obtained the Requisite Consents. Accordingly,
supplemental indentures to the applicable Old Notes Indentures that
implement the Proposed Amendments were executed by Anadarko,
Anadarko HoldCo, Anadarko Finance and Kerr-McGee on August 29,
2019. Such supplemental indentures will become operative upon the
settlement of the Exchange Offers.
This press release is not an offer to sell or a solicitation of
an offer to buy any of the securities described herein and is also
not a solicitation of the related consents. The Exchange Offers
were made solely pursuant to the terms and conditions of the
Prospectus, the Letter of Transmittal and the other related
materials. The Exchange Offers were not made in any state or
jurisdiction in which such offers would have been unlawful prior to
registration or qualification under the securities laws of any such
state or jurisdiction.
Cautionary Statement
Concerning Forward-Looking Statements
This communication contains forward-looking statements within
the meaning of the federal securities including Section 27A of the
Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. In this context,
forward-looking statements often address expected future business
and financial performance and financial condition, and often
contain words such as “expect,” “anticipate,” “intend,” “plan,”
“believe,” “seek,” “will,” “would,” “target,” similar expressions,
and variations or negatives of these words. Forward-looking
statements by their nature address matters that are, to different
degrees, uncertain, such as the expected timing of completion of
the Exchange Offers. These and other forward-looking statements are
not guarantees of future results and are subject to risks,
uncertainties and assumptions that could cause actual results to
differ materially from those expressed in any forward-looking
statements, including the failure to make any filing or take other
action required to consummate the Exchange Offers in a timely
matter or at all.
Factors that could cause actual results to differ and that may
affect Occidental’s results of operations and financial position
appear in Part I, Item 1A “Risk Factors” of Occidental’s Annual
Report on Form 10-K for the year ended December 31, 2018, and in
Occidental’s other filings with the SEC. Additional factors related
to the Exchange Offers appear in the Registration Statement.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20190916005445/en/
Media: Melissa E. Schoeb 713-366-5615 melissa_schoeb@oxy.com or
Investors: Jeff Alvarez 713-215-7864 jeff_alvarez@oxy.com On the
web: oxy.com
Occidental Petroleum (NYSE:OXY)
Historical Stock Chart
From Aug 2024 to Sep 2024
Occidental Petroleum (NYSE:OXY)
Historical Stock Chart
From Sep 2023 to Sep 2024