Noble Energy Commences Tender Offer for Its 4.15% Senior Notes Due 2021
September 24 2019 - 8:45AM
Business Wire
Noble Energy, Inc. (NYSE: NBL) (“Noble Energy” or “the
Company”) announced today that it has commenced a cash tender offer
for any and all of its $1 billion 4.15% notes due 2021 (“the 2021
notes”). The tender offer is being made on the terms and subject to
the conditions set forth in the offer to purchase dated September
24, 2019 and the related letter of transmittal and notice of
guaranteed delivery.
The tender offer will expire at 5:00 p.m., New York City time,
on September 30, 2019, unless extended or earlier terminated as
described in the offer to purchase (such time and date, as they may
be extended, the “Expiration Time”). Holders of the 2021 notes who
validly tender (and do not validly withdraw) their notes prior to
the Expiration Time, or who deliver to the depositary and
information agent a properly completed and duly executed notice of
guaranteed delivery in accordance with the instructions described
in the offer to purchase, will be eligible to receive in cash the
Tender Offer Consideration described below.
Title of Security
CUSIP / ISIN
Outstanding Principal
Amount
U.S. Treasury Reference
Security
Bloomberg Reference
Page
Fixed Spread
4.15% Senior Notes due 2021
655044AF2 US655044AF28
$1,000,000,000
2.75% UST due 9/15/21
FIT4
+35 bps
The "Tender Offer Consideration" for each $1,000 principal
amount of the 2021 notes validly tendered and accepted for purchase
pursuant to the tender offer will be determined in the manner
described in the offer to purchase by reference to a fixed spread
specified for the 2021 notes and specified in the table above plus
the yield based on the bid-side price of the U.S. Treasury
Reference Security specified in the table above at 2:00 p.m., New
York City time, on September 30, 2019, unless extended or earlier
terminated.
Holders will also receive accrued and unpaid interest on the
2021 notes validly tendered and accepted for purchase from the June
15, 2019 interest payment date up to, but not including, the date
the Company makes payment for such 2021 notes, which date is
anticipated to be October 1, 2019 (the "Settlement Date"). Tendered
notes may be withdrawn at any time at or prior to the Expiration
Time. The Company reserves the right to terminate, withdraw or
amend the tender offer at any time, subject to applicable law.
The tender offer is subject to the satisfaction or waiver of
certain conditions, including receipt by the Company of proceeds
from a proposed debt financing on terms reasonably satisfactory to
the Company that generates net proceeds in an amount that is
sufficient to effect the repurchase of the 2021 notes validly
tendered and accepted for purchase pursuant to the tender offer. If
any 2021 notes remain outstanding after the consummation of the
tender offer, the Company expects (but is not obligated) to redeem
such notes in accordance with the terms and conditions set forth in
the related indenture.
The Company has engaged MUFG Securities Americas Inc. to act as
dealer manager in connection with the tender offer and has
appointed Global Bondholder Services Corporation (“GBS”) to serve
as the depositary and information agent for the tender offer.
For additional information regarding the terms of the tender
offer, please contact MUFG Securities Americas Inc. at (212)
405-7481. Questions regarding the tender offer should be directed
to GBS at (212) 430-3774 (banks and brokers) or (866) 470-3700 (all
others).
The complete terms and conditions of the tender offer are
described in the offer to purchase and the related letter of
transmittal and notice of guaranteed delivery. These documents are
available at http://www.gbsc-usa.com/Noble/ and may also be
obtained by contacting GBS by telephone.
None of the Company, its board of directors, the dealer manager,
GBS or the trustee for the notes, or any of their respective
affiliates, is making any recommendation as to whether holders
should tender any 2021 notes in response to the tender offer.
Holders must make their own decision as to whether to tender any of
their 2021 notes and, if so, the principal amount of 2021 notes to
tender.
This announcement is not an offer to purchase or a solicitation
of an offer to sell any securities and shall not constitute a
notice of redemption under the indenture governing the 2021 notes.
The tender offer is being made solely by means of the offer to
purchase and the related letter of transmittal.
Noble Energy (NYSE: NBL) is an independent oil and
natural gas exploration and production company committed to meeting
the world’s growing energy needs and delivering leading returns to
shareholders. The Company operates a high-quality portfolio of
assets onshore in the United States and offshore in the Eastern
Mediterranean and off the west coast of Africa. Founded more than
85 years ago, Noble Energy is guided by its values, its commitment
to safety, and respect for stakeholders, communities and the
environment. For more information on how the Company fulfills its
purpose: Energizing the World, Bettering People’s Lives®, visit
https://www.nblenergy.com.
Forward Looking Statements
This news release contains certain “forward-looking statements”
within the meaning of federal securities laws. Words such as
“anticipates”, “believes”, “expects”, “intends”, “will”, “should”,
“may”, and similar expressions may be used to identify
forward-looking statements. Forward-looking statements are not
statements of historical fact and reflect Noble Energy’s current
views about future events and are subject to a number of risks and
uncertainties that could cause actual results to differ materially
from those projected. These risks and uncertainties include,
without limitation, the effects of global, national and regional
economic and market conditions, changes in the financial markets
and interest rates, the volatility in commodity prices for crude
oil and natural gas, the ability to consummate the tender offer or
redemption or the proposed debt financing and other risks inherent
in Noble Energy’s businesses that are discussed in Noble Energy’s
most recent annual report on Form 10-K and in other Noble Energy
reports on file with the Securities and Exchange Commission.
Forward-looking statements are based on the estimates and opinions
of management at the time the statements are made. Noble Energy
does not assume any obligation to update any forward-looking
statements should circumstances or management’s estimates or
opinions change.
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version on businesswire.com: https://www.businesswire.com/news/home/20190924005651/en/
Investor Contacts: Brad Whitmarsh (281) 943-1670
brad.whitmarsh@nblenergy.com
Media Contacts: Paula Beasley (281) 876-8441
media@nblenergy.com
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