Denbury gets tenders for $815 million 8¼% notes so far, calls remainder

By Angela McDaniels

Tacoma, Wash., April 30 - Denbury Resources Inc. holders had tendered $815 million principal amount, or 82%, of its 8¼% senior subordinated notes due 2020 as of 5 p.m. ET on April 29, according to a company news release.

April 29 at 5 p.m. ET was the consent payment date in the company's tender offer and consent solicitation for the $996,273,000 outstanding principal amount of notes. The tender offer began April 16 and will end at 11:59 p.m. ET on May 13.

The company accepted for purchase all of the notes tendered by the consent payment date, and payment was made April 30.

Holders received $1,101.58 for each $1,000 principal amount of notes, which includes a $30.00 consent payment, plus accrued interest up to but excluding the payment date.

Denbury also announced that it has called for redemption all of the remaining outstanding notes. The redemption date is May 30, and the redemption price is par plus a make-whole premium and accrued interest.

Based on the amount of notes tendered and accepted for purchase, the company received a sufficient number of consents to adopt the proposed amendments to the indenture governing the notes. These amendments were adopted on April 30 via a supplemental indenture that eliminated most of the restrictive covenants and some events of default in that indenture.

Holders who tender their notes are considered to have delivered their consents to the amendments.

Holders must tender a minimum of $2,000 principal amount of notes or integral multiples of $1,000 after that in order to participate.

The offer is conditioned on the company obtaining consents from the holders of at least a majority of the outstanding notes and proceeds of at least $1.1 billion from an offering of new senior subordinated notes. Both conditions have been met.

On April 30, the company closed its sale of $1.25 billion principal amount of 5½% senior subordinated notes due 2022, the proceeds of which are being used to fund the tender offer, to reduce borrowings under the company's bank credit facility and for general corporate purposes.

Wells Fargo Securities (866 309-6316 or 704 410-4760) is the dealer manager and solicitation agent. MacKenzie Partners, Inc. (800 322-2885, 212 929-5500 or tenderoffer@mackenziepartners.com) is the information agent.

Denbury Resources is a Plano, Texas-based oil-focused exploration and production company.

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