Teekay Offshore Partners Announces Early Results of Tender Offer for Any and All of Its 6.00% Senior Notes Due 2019
July 03 2018 - 2:50PM
Teekay Offshore Partners L.P. (Teekay Offshore or the Partnership)
(NYSE:TOO) announced today, with its wholly-owned subsidiary,
Teekay Finance Corp. (Finance Corp. and, together with the
Partnership, the Issuers), the early tender results of their
previously announced cash tender offer and related consent
solicitation (the Offer) to purchase any and all of their
outstanding $300 million in aggregate principal amount of 6.00%
Senior Notes due 2019 (the Notes).
The aggregate principal amount of Notes validly
tendered and not validly withdrawn (the Tendered Notes) as of 5:00
p.m., New York City time, on July 2, 2018 (the Early Tender and
Consent Date) are specified in the table below.
Title of Notes |
Aggregate PrincipalAmount
Outstanding |
Aggregate PrincipalAmount
Tendered |
Total Considerationper $1,000
PrincipalAmount(1)(2) |
% Tendered |
6.00%
Senior Notes due 2019 |
$300,000,000 |
$222,029,000 |
$1,025.00 |
74.01% |
____________________(1) Inclusive of an early
tender premium of $30 per $1,000 principal amount of Notes validly
tendered and accepted(2) Excluding accrued and unpaid interest
On July 3, 2018, the Issuers accepted the
Tendered Notes from the tendering holders in exchange for an
aggregate payment of approximately $229,911,030, which represents
the total consideration payable under the Offer plus accrued and
unpaid interest (the Tender Offer Payment). The Issuers funded the
Tender Offer Payment with the net proceeds from their concurrent
offering of 8.5% Senior Notes due 2023, which closed on July 2,
2018. The Offer will expire at 11:59 p.m., New York City time, on
July 10, 2018, unless extended or earlier terminated by the
Issuers. The Early Tender and Consent Date has now passed and
withdrawal rights under the Offer have expired. Accordingly, the
Tendered Notes may not be withdrawn nor may consents be revoked,
except as required by applicable law.
As previously announced, in connection with the
Offer, the Issuers sought consents from holders to amend the
indenture governing the Notes to eliminate substantially all of the
restrictive covenants and certain events of default and related
provisions (the Proposed Amendments). Adoption of the Proposed
Amendments required the consent of a majority in aggregate
principal amount of the outstanding Notes (the Requisite Consents).
As of the Early Tender and Consent Date, the Issuers had received
the Requisite Consents and, following receipt of the Requisite
Consents, the Issuers and the trustee entered into a second
supplemental indenture effecting the Proposed Amendments on July 3,
2018, which became effective and operative immediately.
The Offer is being made pursuant to the terms
and conditions contained in the Offer to Purchase and Consent
Solicitation Statement, dated as of June 12, 2018 and the related
letter of transmittal, copies of which may be requested from the
Depositary and Information Agent for the Offer, Global Bondholder
Services Corporation, by telephone at (866) 470-3900 or (212)
430-3774 (for eligible institutions only).
Persons with questions regarding the Offer
should contact the Dealer Manager and Solicitation Agent for the
Offer, Citigroup Global Markets Inc., at 388 Greenwich Street, 7th
Floor, New York, New York 10013, Attn: Liability Management Group,
(800) 558-3745 (U.S. Toll-Free) or (212) 723-6106 (Collect).
This news release does not constitute an offer
to sell or a solicitation of an offer to buy the securities
described herein, nor shall there be any sale of these securities
in any state or jurisdiction in which such an offer, solicitation
or sale would be unlawful prior to registration or qualification
under the securities laws of any such jurisdiction.
About Teekay Offshore
Teekay Offshore Partners L.P. is a leading
international midstream services provider to the offshore oil
production industry, focused on the ownership and operation of
critical infrastructure assets in offshore oil regions of the North
Sea, Brazil and the East Coast of Canada. Teekay Offshore is
structured as a publicly-traded master limited partnership (MLP)
with consolidated assets of approximately $5.7 billion, comprised
of 62 offshore assets, including floating production, storage and
offloading (FPSO) units, shuttle tankers, floating storage and
offtake (FSO) units, long distance towing and offshore installation
vessels, a floating accommodation unit (FAU), and conventional
tankers. The majority of Teekay Offshore's fleet is employed on
medium-term, stable contracts.
Teekay Offshore's common units and preferred
units trade on the New York Stock Exchange under the symbols "TOO",
"TOO PR A", "TOO PR B" and “TOO PR E”, respectively.
For Investor Relations enquiries
contact:Ryan HamiltonTel: +1 (604) 609-2963Website:
www.teekay.com
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