Occidental (NYSE: OXY) today announced that it has elected to
terminate its previously announced offer to exchange (the “Exchange
Offer”) any and all outstanding 5.000% Senior Notes due 2029 (the
“CrownRock Notes”) issued by CrownRock, L.P. (“CrownRock”) and
CrownRock Finance, Inc. (“CrownRock Finance” and, together with
CrownRock, the “CrownRock Notes Issuers”) for up to $376,084,000
aggregate principal amount of new 5.000% Senior Notes due 2029 to
be issued by Occidental and cash. Occidental has also elected to
terminate the related solicitation of consents (the “Consent
Solicitation” and, together with the Exchange Offer, the “Exchange
Offer and Consent Solicitation”) on behalf of the CrownRock Notes
Issuers to adopt certain proposed amendments to the indenture (the
“CrownRock Indenture”) governing the CrownRock Notes.
As a result of the Exchange Offer being terminated, the total
consideration will not be paid or become payable to holders of the
CrownRock Notes who have validly tendered and not validly withdrawn
their CrownRock Notes for exchange in the Exchange Offer, and the
CrownRock Notes validly tendered and not validly withdrawn for
exchange pursuant to the Exchange Offer will be promptly returned
to the tendering holders. As a result of the Consent Solicitation
being terminated, the proposed amendments to the CrownRock
Indenture will not become effective.
Global Bondholder Services Corporation served as exchange agent
and information agent for the now terminated Exchange Offer and
Consent Solicitation. You should direct questions and requests for
assistance to Global Bondholder Services Corporation at (855)
654-2015 (toll-free) or (212) 430-3774 (banks and brokers), or by
email at contact@gbsc-usa.com.
This press release is for informational purposes only and shall
not constitute an offer to sell or a solicitation of an offer to
purchase the CrownRock Notes or any other securities, and shall not
constitute an offer, solicitation or sale in any state or
jurisdiction in which such an offer, solicitation or sale would be
unlawful.
About Occidental
Occidental is an international energy company with assets
primarily in the United States, the Middle East and North Africa.
We are one of the largest oil and gas producers in the U.S.,
including a leading producer in the Permian and DJ basins, and
offshore Gulf of Mexico. Our midstream and marketing segment
provides flow assurance and maximizes the value of our oil and gas.
Our chemical subsidiary OxyChem manufactures the building blocks
for life-enhancing products. Our Oxy Low Carbon Ventures subsidiary
is advancing leading-edge technologies and business solutions that
economically grow our business while reducing emissions. We are
committed to using our global leadership in carbon management to
advance a lower-carbon world. Visit oxy.com for more
information.
Cautionary Statement Regarding Forward-Looking
Statements
This press release contains forward-looking statements within
the meaning of the “safe harbor” provisions of the Private
Securities Litigation Reform Act of 1995, including, but not
limited to, statements about Occidental’s expectations, beliefs,
plans or forecasts. All statements other than statements of
historical fact are “forward-looking statements” for purposes of
federal and state securities laws, including, but not limited to:
any projections of earnings, revenue or other financial items or
future financial position or sources of financing; any statements
of the plans, strategies and objectives of management for future
operations or business strategy; any statements regarding future
economic conditions or performance; any statements of belief; and
any statements of assumptions underlying any of the foregoing.
Words such as “estimate,” “project,” “predict,” “will,” “would,”
“should,” “could,” “may,” “might,” “anticipate,” “plan,” “intend,”
“believe,” “expect,” “aim,” “goal,” “target,” “objective,”
"commit," "advance," “likely” or similar expressions that convey
the prospective nature of events or outcomes are generally
indicative of forward-looking statements. You should not place
undue reliance on these forward-looking statements, which speak
only as of the date of this press release unless an earlier date is
specified. Unless legally required, Occidental does not undertake
any obligation to update, modify or withdraw any forward-looking
statements as a result of new information, future events or
otherwise.
Forward-looking statements involve estimates, expectations,
projections, goals, forecasts, assumptions, risks and
uncertainties. Actual outcomes or results may differ from
anticipated results, sometimes materially. Factors that could cause
results to differ from those projected or assumed in any
forward-looking statement include, but are not limited to: general
economic conditions, including slowdowns and recessions,
domestically or internationally; Occidental’s indebtedness and
other payment obligations, including the need to generate
sufficient cash flows to fund operations; Occidental’s ability to
successfully monetize select assets and repay or refinance debt and
the impact of changes in Occidental’s credit ratings or future
increases in interest rates; assumptions about energy markets;
global and local commodity and commodity-futures pricing
fluctuations and volatility; supply and demand considerations for,
and the prices of, Occidental’s products and services; actions by
the Organization of the Petroleum Exporting Countries (“OPEC”) and
non-OPEC oil producing countries; results from operations and
competitive conditions; future impairments of Occidental's proved
and unproved oil and gas properties or equity investments, or
write-downs of productive assets, causing charges to earnings;
unexpected changes in costs; inflation, its impact on markets and
economic activity and related monetary policy actions by
governments in response to inflation; availability of capital
resources, levels of capital expenditures and contractual
obligations; the regulatory approval environment, including
Occidental's ability to timely obtain or maintain permits or other
government approvals, including those necessary for drilling and/or
development projects; Occidental's ability to successfully
complete, or any material delay of, field developments, expansion
projects, capital expenditures, efficiency projects, acquisitions
or divestitures; risks associated with acquisitions, mergers and
joint ventures, such as difficulties integrating businesses,
uncertainty associated with financial projections, projected
synergies, restructuring, increased costs and adverse tax
consequences; uncertainties and liabilities associated with
acquired and divested properties and businesses; uncertainties
about the estimated quantities of oil, natural gas liquids and
natural gas reserves; lower-than-expected production from
development projects or acquisitions; Occidental’s ability to
realize the anticipated benefits from prior or future streamlining
actions to reduce fixed costs, simplify or improve processes and
improve Occidental’s competitiveness; exploration, drilling and
other operational risks; disruptions to, capacity constraints in,
or other limitations on the pipeline systems that deliver
Occidental’s oil and natural gas and other processing and
transportation considerations; volatility in the securities,
capital or credit markets, including capital market disruptions and
instability of financial institutions; government actions, war
(including the Russia-Ukraine war and conflicts in the Middle East)
and political conditions and events; health, safety and
environmental (“HSE”) risks, costs and liability under existing or
future federal, regional, state, provincial, tribal, local and
international HSE laws, regulations and litigation (including
related to climate change or remedial actions or assessments);
legislative or regulatory changes, including changes relating to
hydraulic fracturing or other oil and natural gas operations,
retroactive royalty or production tax regimes, and deep-water and
onshore drilling and permitting regulations; Occidental's ability
to recognize intended benefits from its business strategies and
initiatives, such as Occidental's low-carbon ventures businesses or
announced greenhouse gas emissions reduction targets or net-zero
goals; potential liability resulting from pending or future
litigation, government investigations and other proceedings;
disruption or interruption of production or manufacturing or
facility damage due to accidents, chemical releases, labor unrest,
weather, power outages, natural disasters, cyber-attacks, terrorist
acts or insurgent activity; the scope and duration of global or
regional health pandemics or epidemics, and actions taken by
government authorities and other third parties in connection
therewith; the creditworthiness and performance of Occidental's
counterparties, including financial institutions, operating
partners and other parties; failure of risk management;
Occidental’s ability to retain and hire key personnel; supply,
transportation and labor constraints; reorganization or
restructuring of Occidental’s operations; changes in state, federal
or international tax rates; and actions by third parties that are
beyond Occidental’s control.
Additional information concerning these and other factors that
may cause Occidental’s results of operations and financial position
to differ from expectations can be found in Occidental’s filings
with the U.S. Securities and Exchange Commission, including
Occidental’s 2023 Annual Report on Form 10-K, Quarterly Reports on
Form 10-Q and Current Reports on Form 8-K.
Contacts
Media |
Investors |
|
|
Eric Moses713-497-2017eric_moses@oxy.com |
R. Jordan Tanner713-552-8811investors@oxy.com |
Occidental Petroleum (NYSE:OXY)
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