Antero begins any-and-all, capped tender offers for 2026, 2029 notes

By Marisa Wong

Los Angeles, Aug. 4 – Antero Resources Corp. announced it has begun tender offers to purchase any and all of its $285,548,000 outstanding 8 3/8% senior notes due 2026 (Cusip: 03674XAN6, U0018LAF7) and up to a maximum amount of its $534 million outstanding 7 5/8% senior notes due 2029 (Cusip: 03674XAQ9, U0018LAG5), according to a press release on Thursday.

Any-and-all offer

Antero is offering a total consideration of $1,090 for each $1,000 principal amount of 2026 notes.

The any-and-all tender offer will expire at 5 p.m. ET on Aug. 10 and settle on Aug. 11.

Tenders delivered under guaranteed delivery procedures will settle on Aug. 15.

Tenders may be withdrawn at or prior to the Aug. 10 expiration time.

Capped offer

The maximum tender amount of 2029 notes that Antero will accept will be equal to the difference between $300 million and the amount of 2026 notes accepted for purchase.

The total consideration is $1,070 per $1,000 of 2029 notes, inclusive of a $50 early tender premium payable to holders who tender their notes by the early tender deadline at 5 p.m. ET on Aug. 17.

Holders tendering after the early deadline will only be eligible to receive the tender consideration of $1,020 per $1,000 principal amount.

The maximum tender offer will expire at 11:59 p.m. ET on Aug. 31.

Tenders of 2029 notes may be withdrawn at or prior to the Aug. 17 early tender deadline.

If the amount of 2029 notes tendered by the early deadline exceeds the maximum tender amount, holders tendering after the early deadline will not have any of their notes accepted for purchase unless the company raises the offer cap.

Notes may be subject to proration if the amount tendered would cause the offer cap to be exceeded.

The company said it reserves the right, but is not obligated, to increase or eliminate the offer cap at any time without extending the withdrawal deadline.

The company has the option to settle early tendered notes on an early settlement date, which would occur on Aug .19.

The final settlement date, if any, is expected to be Sept. 2.

Other details

Under both offers, holders will also be entitled to receive accrued interest to but excluding the applicable settlement date.

The tender offers are separate, and no offer is conditioned on any minimum amount being tendered or the consummation of the other offer.

Wells Fargo Securities, LLC (866 309-6316 or 704 410-4756) is acting as lead dealer manager. Truist Securities, Inc. and CIBC World Capital Markets Corp. are acting as co-dealer managers.

Ipreo LLC (888 593-9546, 212 849-3880 or ipreo-tenderoffer@ihsmarkit.com) is acting as tender agent and information agent for the offers.

The independent natural gas and oil company is based in Denver.

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