Devon Energy Announces Tender Offers for up to $1.2 Billion Aggregate Purchase Price for Certain Outstanding Debt SecuritiesDownload
Any and All of the Outstanding Securities Listed Below
|8.250% notes due 2018(a)(b)||674812AK8||$125,000,000||
0.750% UST due 7/31/2018
|6.300% notes due 2019(c)||25179MAH6||$700,000,000||0.750% UST due 7/15/2019||FIT1||+95 bps|
Up to the Aggregate Maximum Repurchase Amount of the Outstanding Securities Listed Below
|2.250% notes due 2018(c)||25179MAT0||$750,000,000||1||0.750% UST due 7/31/2018||FIT1||+65 bps||$30|
|7.500% notes due 2027(a)||812007AE2||$150,000,000||2||1.625% UST due 5/15/2026||FIT1||+290 bps||$30|
|7.875% debentures due 2031(f)||25179SAD2||$1,250,000,000||3||2.500% UST due 5/15/2046||FIT1||+325 bps||$30|
|7.950% debentures due 2032(c)||251799AA0||$1,000,000,000||4||2.500% UST due 5/15/2046||FIT1||+335 bps||$30|
|4.000% notes due 2021(c)||25179MAK9||$500,000,000||5||1.125% UST due 7/31/2021||FIT1||+185 bps||$30|
|5.600% notes due 2041(c)||25179MAL7||$1,250,000,000||6||2.500% UST due 5/15/2046||FIT1||+340 bps||$30|
|(a) Issuer: Devon OEI Operating, L.L.C.|
|(b) Includes approximately $48 million principal amount of privately placed notes.|
|(c) Issuer: Devon Energy Corporation.|
|(d) Per $1,000 principal amount.|
(e) The Total Consideration (as defined below) for Maximum Tender Offer Notes (as defined below) validly tendered prior to or at the Early Tender Date (as defined below) and accepted for purchase is calculated using the applicable Fixed Spread (as defined below) and is inclusive of the Early Tender Payment (as defined below).
|(f) Issuer: Devon Financing Company, L.L.C.|
This announcement does not contain the full terms and conditions of the tender offers, which are contained in the offer to purchase dated
The tender offers consist of offers on the terms and conditions set forth in the offer to purchase, dated
The Aggregate Maximum Repurchase Amount will not be determined until the aggregate Total Consideration payable for the Any and All Notes validly tendered and accepted for purchase by the Company in the Any and All Tender Offers is determined. The Any and All Tender Offers will expire at
The Maximum Tender Offers will expire at
All Maximum Tender Offer Notes tendered prior to or at the Early Tender Date will have priority over Maximum Tender Offer Notes tendered after the Early Tender Date. Subject to applicable law, the Company may increase or decrease any Aggregate Maximum Repurchase Amount in its sole discretion.
Any and All Notes may be validly withdrawn at any time prior to or at
” for each
Holders will also receive accrued and unpaid interest on Securities validly tendered and accepted for purchase from the applicable last interest payment date up to, but not including, the date the Company makes payment for such Securities, which date is anticipated to be (i)
The tender offers are subject to the satisfaction or waiver of certain conditions specified in the Tender Offer Documents but the tender offers are not subject to minimum tender conditions. Following the completion of the tender offers, the Company or its affiliates may purchase additional Securities in the open market, in privately negotiated transactions, through tender or exchange offers, or otherwise, or the applicable issuer may redeem Securities that the issuer is permitted to redeem pursuant to their terms. The Company is not obligated to redeem any Securities that are not tendered and accepted in the tender offers.
Information Relating to the Tender Offers
The Tender Offer Documents for all of the Securities are being distributed to holders beginning today.
None of the Company or its affiliates, their respective boards of directors, the dealer managers, the tender and information agent or the trustee with respect to any series of Securities is making any recommendation as to whether holders should tender any Securities in response to any of the tender offers, and neither the Company nor any such other person has authorized any person to make any such recommendation. Holders must make their own decision as to whether to tender any of their Securities, and, if so, the principal amount of Securities to tender.
This press release is for informational purposes only and is not an offer to buy, or the solicitation of an offer to sell, any of the Securities and the tender offers do not constitute offers to buy or the solicitation of offers to sell Securities in any jurisdiction or in any circumstances in which such offers or solicitations are unlawful. The full details of the tender offers, including complete instructions on how to tender Securities, are included in the Tender Offer Documents. Holders are strongly encouraged to read carefully the Tender Offer Documents, including materials incorporated by reference therein, because they will contain important information. The Tender Offer Documents may be downloaded from D.F.
This press release contains forward-looking statements within the meaning of the federal securities laws. Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of the Company. These risks include, but are not limited to, the Company’s ability to complete any of the tender offers and reduce its outstanding indebtedness and the other risks identified in the offer to purchase relating to the tender offers, the Company’s Annual Report on Form 10-K and its other filings with the