Midstates Petroleum Announces Final Results of Its Tender Offer
15 Febrero 2019 - 3:15PM
Business Wire
Midstates Petroleum Company, Inc. (“Midstates” or the
“Company”) (NYSE: MPO) announced today the final results of
its tender offer to purchase for cash up to 5,000,000 shares of its
common stock (the “shares”) at a price of $10.00 per share, which
expired at 5:00 p.m., New York City time, on Tuesday, February 12,
2019.
Midstates has accepted for purchase 5,000,000 shares of its
common stock at a purchase price of $10.00 per share, for an
aggregate purchase price of approximately $50 million, excluding
fees and expenses relating to the offer.
Based on the final tabulation by American Stock Transfer &
Trust Company, LLC, the depositary for the tender offer, 18,718,599
shares of the common stock were properly tendered and neither
withdrawn nor tendered conditionally by stockholders with
conditions that were not met. Midstates has been informed by the
depositary that the final proration factor for the tender offer is
approximately 26.7%. The shares acquired represented approximately
19.7% of the Company’s outstanding shares as of January 14,
2019.
The depositary will promptly issue payment for the shares
validly tendered and accepted for purchase and will return all
other shares tendered.
Midstates may, in the future, decide to purchase additional
shares in the open market subject to market conditions and private
transactions, tender offers or otherwise subject to applicable law.
Any such purchases may be on the same terms as, or on terms that
are more or less favorable to stockholders than, the terms of the
offer. Whether Midstates makes additional repurchases in the future
will depend on many factors, including but not limited to its
business and financial performance, the business and market
conditions at the time, including the price of the shares, and
other factors Midstates considers relevant.
D. F. King & Co., Inc. acted as the information agent for
the tender offer. BofA Merrill Lynch acted as the dealer manager
for the tender offer.
Important Information About the Tender
Offer
This press release is for informational purposes only and is not
an offer to buy or the solicitation of an offer to sell any shares
of the Company’s common stock. The offer was made solely pursuant
to the Offer to Purchase and the related Letter of Transmittal, as
they may be amended or supplemented. Stockholders and investors are
urged to read the Company’s tender offer statement on Schedule TO,
which includes as exhibits the Offer to Purchase, the related
Letter of Transmittal and other offer materials, as well as any
amendments or supplements to the Schedule TO when they become
available, because they contain important information. Each of
these documents has been filed with the SEC, and investors may
obtain them for free from the SEC at its website (www.sec.gov) or
from D.F. King & Co., the information agent for the tender
offer, by telephone at: (800) 591-6313 (toll-free), by email at:
mpo@dfking.com or in writing to: D.F. King & Co., Inc., 48 Wall
Street, 22nd Floor, New York, New York 10005; or from BofA Merrill
Lynch, the dealer manager for the tender offer, by telephone at:
(888) 803-9655.
Forward-Looking Statements and
Additional Disclosure
This press release includes “forward-looking statements” within
the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as
amended. All statements, other than statements of historical facts,
included in this press release that address activities, events or
developments that Midstates expects, believes or anticipates will
or may occur in the future are forward-looking statements.
Terminology such as “will,” “would,” “should,” “could,” “expect,”
“anticipate,” “plan,” “project,” “intend,” “estimate,” “believe,”
“target,” “continue,” “potential,” the negative of such terms or
other comparable terminology are intended to identify
forward-looking statements. Midstates believes that these
statements are based on reasonable assumptions, but such
assumptions may prove to be inaccurate. Such statements are also
subject to a number of risks and uncertainties, most of which are
difficult to predict and many of which are beyond the control of
Midstates, which may cause Midstates’ actual results to differ
materially from those implied or expressed by the forward-looking
statements. These include risks relating to, among other things,
the Company’s ability to consummate the tender offer. Please read
the Company’s filings with the SEC, including “Risk Factors” in its
Annual Report on Form 10-K, and if applicable, its Quarterly
Reports on Form 10-Q and Current Reports on Form 8-K, and other
public filings and press releases for a discussion of risks and
uncertainties that could cause actual results to differ from those
in such forward-looking statements. All forward-looking statements
speak only as of the date of this press release. All
forward-looking statements in this press release are qualified in
their entirety by these cautionary statements. Midstates undertakes
no obligation and does not intend to update or revise any
forward-looking statements, whether as a result of new information,
future results or otherwise.
About Midstates Petroleum Company,
Inc.
Midstates Petroleum Company, Inc. is an independent exploration
and production company focused on the application of modern
drilling and completion techniques in oil and liquids-rich basins
in the onshore U.S. The Company’s operations are currently focused
on oilfields in the Mississippian Lime play in Oklahoma.
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Midstates Petroleum Company, Inc.Jason McGlynn, Investor
Relations, (918) 947-4614Jason.McGlynn@midstatespetroleum.com
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