Cenovus ups cap to $1.25 billion, announces results of tender offer

Chicago, Sept. 23 – Cenovus Energy Inc. provided the early tender results of its tender offer for a capped amount from five series of notes, according to a press release.

The issuer also raised the maximum amount it will accept from the five series to $1.25 billion from $1 billion.

Cenovus was conducting a concurrent tender offer for two other series of notes in a separate any-and-all offer.

Maximum offer

Cenovus is only accepting notes from three of the five series in the maximum tender offer. The company will be accepting notes from the 2025 series, at acceptance priority level three, on a prorated basis.

The company reported that at the early deadline it had receive tenders for the following amounts of notes from the first three series:

• $334,712,000 of the $450 million outstanding 3.8% notes due 2023 (Cusip: 15135UAJ8), with pricing based on the 0.125% U.S. Treasury due Aug. 31, 2023 and a fixed spread of 35 basis points;

• $481,224,000 of the $750 million outstanding 4% notes due 2024 (Cusip: 448055AK9), with pricing based on the 0.375% U.S. Treasury due Aug. 15, 2024 and a fixed spread of 35 bps;

• $747,727,000 of the $1 billion outstanding 5.375% notes due 2025 (Cusip: 15135UAS8), that was subject to a $300 million series sub-cap which has been eliminated, with pricing based on the 0.75% U.S. Treasury due Aug. 31, 2026 and a fixed spread of 45 bps;

• An unreported amount of the $961,851,000 outstanding 4.25% senior notes due 2027 (Cusip: 15135UAL3, 15135UAM1, C23555AF9), subject to a $200 million series sub-cap, with pricing based on the 0.75% U.S. Treasury due Aug. 31, 2026 and a fixed spread of 105 bps; and

• An unreported amount of the $750 million outstanding 4.4% notes due 2029 (Cusip: 448055AP8), with pricing based on the 1.25% U.S. Treasury due Aug. 15, 2031 and a fixed spread of 110 bps.

Pricing will be set at 10 a.m. ET on Sept. 23.

The total consideration includes an early tender payment of $30 per $1,000 principal amount of notes tendered by 5 p.m. ET on Sept. 22, the early tender date.

Holders tendering their notes after the early deadline would be eligible to receive the total consideration less the early tender payment, but will only have their notes accepted if the company decides to further increase the maximum aggregate purchase price.

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

The maximum tender offer expires at midnight ET at the end of Oct. 6.

Settlement of early tenders is expected to be on Sept. 24, and final settlement had been slated for Oct. 8.

Tenders may no longer be withdrawn.

The tender offer was subject to a financing condition. The company sold $1.25 billion of notes on Sept. 9.

J.P. Morgan Securities LLC (866 834-4666 or 212 834-3424), BofA Securities (980 387-3907) and MUFG Securities Americas Inc. (877 744-4532 or 212 405-7481) are dealer managers for the tender offers.

D.F. King & Co., Inc. (212 269-5550 for banks and brokers only or 888 605-1958 for all others; cve@dfking.com; www.dfking.com/cve) is the tender and information agent.

The oil and natural gas company is based in Calgary, Alta.

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