Chevron gives early results on exchange offer for 10 Noble Energy notes

By Taylor Fox

New York, Dec. 17 – Chevron Corp. and Chevron USA Inc. announced the early participation results in its offer to exchange 10 series of notes issued by Noble Energy, Inc. for identical notes to be issued by Chevron USA and guaranteed by Chevron, according to a company press release.

Chevron also received requisite consents to modify or eliminate certain reporting requirements, restrictive covenants and events of default in the indentures of the notes to be exchanged and align the provisions with the terms of all the existing senior notes issued by Chevron USA and guaranteed by Chevron.

As of the early participation deadline of 5 p.m. ET Dec. 16, the following Noble Energy notes were tendered and consents were received from:

• $90,399,000, or 90.4%, of the $100 million of Noble Energy’s 7¼% notes due 2023 (Cusip: 654894AE4) originally issued by Noble Affiliates, Inc.;

• $624,373,000, or 96.06%, of the $650 million of Noble Energy’s 3.9% notes due 2024 (Cusip: 655044AH8);

• $234,038,000, or 93.62%, of the $250 million of Noble Energy’s 8% notes due 2027 (Cusip: 654894AF1) originally issued by Noble Affiliates;

• $596,604,000, or 99.43%, of the $600 million of Noble Energy’s 3.85% notes due 2028 (Cusip: 655044AP0);

• $499,205,000, or 99.84%, of the $500 million of Noble Energy’s 3¼% notes due 2029 (Cusip: 655044AQ8);

• $831,679,000, or 97.84%, of the $850 million of Noble Energy’s 6% notes due 2041 (Cusip: 655044AE5);

• $995,653,000, or 99.57%, of the $1 billion of Noble Energy’s 5¼% notes due 2043 (Cusip: 655044AG0);

• $842,407,000, or 99.11%, of the $850 million of Noble Energy’s 5.05% notes due 2044 (Cusip: 655044AJ4);

• $492,385,000, or 98.48%, of the $500 million of Noble Energy’s 4.95% notes due 2047 (Cusip: 655044AN5); and

• $474,340,000, or 94.87%, of the $500 million of Noble Energy’s 4.2% notes due 2049 (Cusip: 655044AR6).

The even exchange of $1,000 of new notes for each $1,000 of old notes early participation premium was also extended to 9 a.m. ET Jan. 4.

As previously reported, the new notes will each have the same coupon and maturity date as the old notes.

Noteholders who tender after the early deadline will receive $970 of new notes for each $1,000 of old notes.

The offer expires at 9 a.m. ET Jan. 4.

Settlement is expected to be the second business day following the expiration date.

BofA Securities, Inc. (704 999-4067, debt_advisory@bofa.com) will be the dealer manager for the exchanges and consent solicitations.

D.F. King & Co., Inc. (212 269-5550, chevron@dfking.com, www.dfking.com/chevron) is the exchange and information agent.

The petroleum, chemical, mining, power and energy company is based in San Ramon, Calif.

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