Apache Corporation Announces Upsizing, Expiration and Results of Cash Tender Offer for Any and All of Certain of its Outstanding Notes
The Offers were made on the terms and subject to the conditions set forth in the Offer to Purchase and the related notice of guaranteed delivery (the “Notice of Guaranteed Delivery” and, together with the Offer to Purchase, the “Offer Documents”).
The table below sets forth certain information about the Offers, including the aggregate principal amount of Notes validly tendered and accepted in the Offers, and the aggregate principal amount of Notes reflected in Notices of Guaranteed Delivery delivered at or prior to the Expiration Time pursuant to the Offer Documents.
|Title of Security||CUSIP||Acceptance Priority Level||Principal Amount Outstanding||Purchase Price(1)||Principal Amount Tendered(2)||Principal Amount Accepted(2)||Principal Amount Reflected in Notices of Guaranteed Delivery to be Accepted|
|4.625% Notes due 2025||037411 BH7||1|
|4.375% Notes due 2028||037411 BE4||2|
|4.250% Notes due 2030||037411 BF1||3||—|
|4.875% Notes due 2027||037411 BJ3||4|
|7.750% Notes due 2029||03746 AAA8||5||—|
|7.700% Notes due 2026||037411 AJ4||6||—|
|7.950% Notes due 2026||037411 AK1||7||—|
(2) The amounts exclude the principal amounts of Notes for which holders have complied with certain procedures applicable to guaranteed delivery pursuant to the Guaranteed Delivery Procedures (as defined in the Offer to Purchase). Such amounts remain subject to the Guaranteed Delivery Procedures. Notes tendered pursuant to the Guaranteed Delivery Procedures are required to be tendered at or prior to 5:00 p.m., New York City time, on
Overall, $1,083,371,000 principal amount of Notes have been tendered and accepted for purchase for an aggregate Purchase Price of approximately
Settlement for Notes validly tendered at or prior to the Expiration Time is expected to occur on
In addition to the Purchase Price, all Notes validly tendered and accepted for purchase pursuant to the Offers, will, on the Settlement Date or the Guaranteed Delivery Settlement Date, as applicable, also receive Accrued Interest in respect of such Notes. For the avoidance of doubt, Accrued Interest will cease to accrue on the Settlement Date for all Notes accepted in the Offers and holders of the Notes whose Notes are tendered pursuant to the Guaranteed Delivery Procedures described in the Offer Documents and are accepted for purchase will not receive payment in respect of any interest for the period from and including the Settlement Date.
Apache’s obligation to accept Notes tendered in each Offer was subject to the satisfaction or waiver of certain conditions described in the Offer to Purchase, including the Maximum Purchase Condition (as defined in the Offer to Purchase).
The Maximum Purchase Condition has been satisfied with respect to all Offers. Accordingly, all Notes of the Series indicated in the table above validly tendered and not validly withdrawn at or prior to the Expiration Time have been accepted for purchase.
All other conditions described in the Offer to Purchase that were to be satisfied or waived on or prior to the Expiration Time have been satisfied.
Apache engaged Citigroup Global Markets Inc.,
This release is for informational purposes only and is not an offer to purchase, a solicitation of an offer to purchase, or a solicitation of consents with respect to any securities. The terms and conditions of the Offers are described in the Offer to Purchase, and this release must be read in conjunction with the Offer to Purchase. If any holder of Notes is in any doubt as to the contents of this release, or the Offer to Purchase, or the action it should take, it is recommended to seek its own financial and legal advice, including in respect of any tax consequences, immediately from its stockbroker, bank manager, solicitor, accountant, or other independent financial, tax, or legal adviser.
This release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements can be identified by words such as “anticipates,” “intends,” “plans,” “seeks,” “believes,” “continues,” “could,” “estimates,” “expects,” “guidance,” “may,” “might,” “outlook,” “possibly,” “potential,” “projects,” “prospects,” “should,” “will,” “would,” and similar references to future periods, but the absence of these words does not mean that a statement is not forward-looking. These statements include, but are not limited to, statements about future plans, expectations, and objectives for Apache’s operations, including statements about our capital plans, drilling plans, production expectations, asset sales, and monetizations. While forward-looking statements are based on assumptions and analyses made by us that we believe to be reasonable under the circumstances, whether actual results and developments will meet our expectations and predictions depend on a number of risks and uncertainties which could cause our actual results, performance, and financial condition to differ materially from our expectations. All of the forward-looking statements are qualified in their entirety by reference to the factors discussed under “TERMS OF THE OFFERS—Certain Significant Consequences to Holders” in the Offer to Purchase and under “Forward-Looking Statements and Risk” and “Risk Factors” in Apache’s Annual Report on Form 10-K for the year ended
Source: Apache Corporation