Berry Petroleum wraps oversubscribed tender offer for 10¼% notes

By Susanna Moon

Chicago, April 3 - Berry Petroleum Co. said it received total tenders for about $184.2 million of its $355,256,000 of outstanding 10¼% senior notes due 2014 in the modified Dutch auction cash tender offer for up to $150 million principal amount.

The offer ended at 11:59 p.m. ET on April 2. It began on March 6.

Of the $150 million accepted for purchase, holders of $149.9 million notes tendered by the early date will receive the total payment, $1,175 per $1,000 principal amount of notes, and holders of about $100,000 of the notes will receive the base payout, according to a company press release. The base payout is $1,145, which is the total payment minus a $30 early tender fee.

Berry said on March 20 that it had received tenders for about $184 million, or 52%, of the notes by the early deadline, 5 p.m. ET on March 19.

As already reported, the bid price range was $1,155 to $1,175, including the $30 early tender fee, for each $1,000 principal amount of 10¼% notes tendered by the early deadline.

Holders who tendered notes without specifying a bid price were deemed to have specified $1,155 per $1,000 principal amount of notes.

Holders also will receive accrued interest up to but excluding the settlement date, which was slated for April 3.

The notes were accepted on a prorated basis.

Funding for the tender offer will come from a public offering of $600 million principal amount of 6 3/8% senior notes due 2022 that was completed on March 9. Proceeds also will be used to redeem all $200 million of the company's 8¼% notes and to reduce outstanding borrowings under its senior secured revolving credit facility.

Wells Fargo Securities, LLC (866 309-6316 or collect 704 715-8341) was the dealer manager. D.F. King & Co., Inc. (800 628-8536 or banks and brokers call 212 269-5550) was the tender agent and information agent.

Berry Petroleum is a Denver-based oil and gas production and exploitation company.

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