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Published on 7/22/2010 in the Prospect News Convertibles Daily.

New Issue: Apache sells $1.1 billion 6% three-year mandatory convertible preferreds at par, up 24%

By Rebecca Melvin

New York, July 22 - Apache Corp. priced $1.1 billion of 6% three-year mandatory convertible preferred stock at par of $50.00 after the close of markets Thursday with an initial conversion premium of 24%, a syndicate source said.

The registered, off-the-shelf offering priced at the rich end of dividend talk of 6% to 6.5% and beyond the rich end of talk for the initial conversion premium, which was 18% to 22%.

Apache also priced 23 million shares of common stock at $88.00 per share. That offering was upsized from an originally talked 21 million of shares.

Goldman Sachs & Co., Bank of America Merrill Lynch, Citigroup Global Markets Inc. and J.P. Morgan Securities Inc. were the joint bookrunners for the offerings.

Proceeds are expected to fund a portion of the $5 billion deposit associated with the acquisition of properties from BP plc.

Houston-based Apache is an oil and gas exploration and production company with operations in the United States, Canada, Egypt, the U.K. North Sea, Australia and Argentina.

Issuer:Apache Corp.
Issue:Mandatory convertible preferreds
Amount:$1.1 billion
Concurrent offering:23 million common shares, at $88.00 per share, upsized from 21 million shares
Maturity:Aug. 1, 2013
Bookrunners:Goldman Sachs & Co., Bank of America Merrill Lynch, Citigroup Global Markets Inc., J.P. Morgan Securities Inc.
Dividend:6%
Price:Par, $50.00
Conversion premium:24%
Call protection:Non-callable
Puts:No puts
Price talk:6%-6.5%, up 18%-22%
Takeover protection:Yes
Dividend protection:Yes
Pricing date:July 22
Distribution:Registered, off the shelf
Stock symbol:NYSE: APA
Stock reference price:$88.00
Closing stock price:$89.28 close July 22

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