TIDMTLW
RNS Number : 2186V
Tullow Oil PLC
30 November 2023
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO, OR TO
ANY PERSON LOCATED OR RESIDENT IN, OR AT ANY ADDRESS IN, THE UNITED
STATES OF AMERICA, ITS TERRITORIES AND POSSESSIONS (INCLUDING
PUERTO RICO, THE U.S. VIRGIN ISLANDS, GUAM, AMERICAN SAMOA, WAKE
ISLAND AND THE NORTHERN MARIANA ISLANDS), ANY STATE OF THE UNITED
STATES OF AMERICA OR THE DISTRICT OF COLUMBIA (THE "UNITED STATES")
OR TO ANY U.S. PERSON (AS DEFINED IN REGULATION S OF THE UNITED
STATES SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT")),
OR IN OR INTO ANY JURISDICTION WHERE IT IS UNLAWFUL TO RELEASE,
PUBLISH OR DISTRIBUTE THIS ANNOUNCEMENT.
THIS ANNOUNCEMENT IS FOR INFORMATION ONLY AND IS NOT AN OFFER TO
PURCHASE OR A SOLICITATION OF AN OFFER TO SELL ANY NOTES.
Tullow Oil plc
Result of the Offer for 2026 Notes
November 30, 2023 - Tullow Oil plc (the "Company" or "Tullow")
announces the results of its offer to purchase a portion of its
outstanding 10.25% Senior Secured Notes due 2026 bearing ISIN :
USG91237AB60 and CUSIP: G91237AB6 (the " Reg S Notes ") for cash
(the "Offer"), which was announced on November 15, 2023, on the
terms and subject to the conditions set out in the Offer to
Purchase dated November 15, 2023 (the "Offer to Purchase") prepared
in accordance with the Offer. Capitalized terms used and not
otherwise defined in this announcement have the meanings ascribed
to them in the Offer to Purchase.
Tullow has increased the aggregate Tender Consideration to
$102,515,736.25.
The Final Acceptance Amount, representing the final aggregate
principal amount of Reg S Notes accepted for purchase by the
Company pursuant to the Offer, is $ 114,755,000.
Tullow will use approximately $102.5 million of cash on balance
sheet to fund the purchase of $114,755,000 in aggregate principal
amount of Reg S Notes, excluding Accrued Interest. This transaction
delivers a value accretion of $ 41.1 million from a combination of
$ 12.2 million net debt reduction and coupon savings to maturity of
$ 28.9 million.
Tullow elects to set the Maximum Purchase Price, as determined
pursuant to the Unmodified Dutch Auction Procedure, at 90.500%,
achieving a weighted average purchase price of 89.334%.
Richard Miller, Chief Financial Officer, commented today:
"Deploying cash from our balance sheet to buy back the 2026
Notes demonstrates our confidence in the business and our ongoing
cash flow generation. Through this transaction we are reducing
gross debt by $114.8 million and we will be saving $28.9 million on
coupon payments. Together with the $100 million annual repayment of
2026 Notes in May and the purchase of $166.5 million of 2025 Notes
in June this brings our total debt reduction this year to $381.3
million and marks the next step in our objective to be a low-debt
business by 2025."
Full details of the results of the Offer are as follows:
Description of the Final Acceptance
Reg S Notes CUSIP / ISIN Amount
------------------------------ --------------------------- ------------------
10.25% Senior Secured
Notes due 2026 represented
by the Regulation
S Global Notes G91237AB6 / USG91237AB60 $114,755,000.00
As the aggregate principal amount of the Reg S Notes validly
tendered up to and including the Maximum Purchase Price is equal to
the Final Acceptance Amount, the Company has accepted for purchase
Reg S Notes tendered at the Maximum Purchase Price without
proration.
The Settlement Date for the Offer will be December 1, 2023.
Notes accepted for purchase by the Company pursuant to the Offer
will be retired and cancelled.
Investor Contact Information
For further details, please read the Offer to Purchase, which is
available, subject to eligibility and registration, on the Tender
Offer Website: https://projects.morrowsodali.com/tullowoilSSN .
Questions about the terms of the Offer should be directed to the
Lead Dealer Managers.
Beneficial owners of the Notes may also contact their brokers,
dealers, commercial banks, trust companies or other nominee for
assistance concerning the Offer.
LEAD DEALER MANAGERS
ING BANK N.V., LONDON BRANCH STANDARD CHARTERED BANK
8-10 Moorgate 1 Basinghall Avenue
London EC2R 6DA London EC2V 5DD
United Kingdom United Kingdom
Attention: Liability Management Attention: Liability Management
Group
Telephone: +44 20 7885 5739 /
Telephone: +44 20 7767 6784 +65 655 78286 / +852 398 38658
Email: liability_management@sc.com
Email: liability.management@ing.com
CO-DEALER MANAGERS
Absa Bank DNB Markets, J.P. Morgan Securities Nedbank The Standard
Limited Inc. plc Limited Bank of
( acting (acting South Africa
through through Limited
its Corporate its Nedbank
and Investment Corporate
Banking and Investment
Division) Banking
Division)
INFORMATION AND TENDER AGENT
MORROW SODALI LIMITED
In Hong Kong: In London:
29/F. No 28 Stanley Street 103 Wigmore Street
Central Hong Kong London W1U 1QS
United Kingdom
Telephone: +852 2319 4130 Telephone: +44 20 4513 6933
Email: tullowoil@investor.morrowsodali.com
Tender Offer Website: https://projects.morrowsodali.com/tullowoilSSN
This announcement contains inside information for the purposes
of Article 7 of Regulation 2014/596/EU which is part of domestic UK
law pursuant to the Market Abuse (Amendment) (EU Exit) Regulations
(SI 2019/310) ("UK MAR"). Upon the publication of this
announcement, this inside information (as defined in UK MAR) is now
considered to be in the public domain. This announcement is being
made on behalf of Tullow by Adam Holland, Company Secretary.
DISCLAIMER
This announcement must be read in conjunction with the Offer to
Purchase distributed separately. This announcement and the Offer to
Purchase contain important information which should be read
carefully before any decision is made with respect to the Offer.
The contents of this announcement and the Offer to Purchase are not
to be construed as legal, business or tax advice. Each Holder 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. None of the Company,
the Lead Dealer Managers, the Co-Dealer Managers, the Information
and Tender Agent and any of their respective affiliates or agents
makes any recommendation in this announcement or otherwise as to
whether Eligible Holders should tender Reg S Notes pursuant to the
Offer and, if given or made, any such recommendation may not be
relied upon as authorized by the Company, the Lead Dealer Managers,
the Co-Dealer Managers, the Information and Tender Agent or any of
their respective affiliates or agents.
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END
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