Noble gives early results in oversubscribed tender for three notes

By Susanna Moon

Chicago, Jan. 21 – Noble Energy, Inc. announced the early results of the cash tender offers for up to $1.4 billion principal amount of its 5.875% senior notes due 2024, 5.875% senior notes due 2022 and 5.625% senior notes due 2021.

Investors had tendered the following amount of notes, listed in order of priority acceptance level, as of 5 p.m. ET time on Jan. 20, the early tender date, according to a company news release:

• $490,442,000 of $498,786,000 outstanding 5.875% senior notes due 2024;

• $579,151,000 of $597,436,000 outstanding 5.875% senior notes due 2022; and

• $651,292,000 of $692,964,000 outstanding 5.625% senior notes due 2021.

Noble said it accepted for purchase all of the tendered 5.875% notes and will accept for purchase $313,906,000 of the 5.625% notes using a proration factor of 48%, with settlement on Jan. 21.

The company said that because the offer cap has been reached, it will not accept for purchase any notes tendered after the early tender deadline.

The company previously said it was offering to purchase up to an aggregate principal amount of the notes that will not result in a total purchase price exceeding $1.39 billion and that it reserved the right to increase the tender cap at any time.

The tender offer was set to end at 11:59 p.m. ET on Feb. 3. The offer began on Jan. 6.

As previously announced, the total purchase price for each $1,000 principal amount will be par for the 5.875% notes due 2024, $1,010 for the 5.875% notes due 2022 and $1,015 for the 5.625% notes.

The total amount includes an early tender premium of $30 per $1,000 principal amount.

Holders tendering after the early tender date would have received the total payment less the early premium.

The company will also pay accrued interest to the settlement date.

Tenders may no longer be withdrawn as of 5 p.m. ET time on Jan. 20.

The offers were not conditioned on any minimum amount of notes being tendered. The offers were subject to closing of a new term loan, with proceeds to be used to fund the offer.

All three series of notes were originally assumed as part of the company’s merger with Rosetta Resources Inc.

Citigroup Global Markets Inc. (800 558-3745 or 212 723-6106) and Mizuho Securities USA Inc. (866 271-7403 or 212 205-7736) are the dealer managers in the tender offers. Global Bondholder Services Corp. (866 794-2200 or 212 430-3774) is the depositary and information agent.

Noble Energy is a Houston-based crude oil and natural gas exploration and production company.

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