Ultra Petroleum unit begins exchange offer for 7 1/8% senior notes

By Sarah Lizee

Olympia, Wash., May 9 – Ultra Petroleum Corp. wholly owned subsidiary Ultra Resources, Inc. began a private offer to exchange its $225 million of outstanding 7 1/8% senior notes due 2025 for up to $90 million of its new 9% cash/2½% PIK senior secured third-lien notes due 2024, according to a press release.

The offer will expire at 5 p.m. ET on June 10. Holders may withdraw their tenders until 5 p.m. ET on May 23.

The exchange consideration for each $1,000 principal amount of 2025 notes is $475 principal amount of third-lien notes, not including the early tender premium. Holders who validly tender for exchange and do not withdraw their 2025 notes prior to 5 p.m. ET on May 23 will also receive an early tender premium equal to $50 principal amount of third-lien notes per $1,000 principal amount of 2025 notes accepted for exchange.

Holders will also receive accrued interest from April 15 up to the date that the exchange offer is settled.

Assuming the maximum exchange amount is issued in exchange for 2025 notes and that all such 2025 notes tender on or prior to the early participation date, about $171 million principal amount, or roughly 76%, of the 2025 notes outstanding as of May 8 would be exchanged in the exchange offer, resulting in about $54 million principal amount, or roughly 24%, of the 2025 notes remaining outstanding.

The information and exchange agent is D.F. King & Co., Inc. (800 967-5074 toll-free or 212 269-5550 for banks and brokers; www.dfking.com/UPL; e-mail upl@dfking.com).

Ultra Petroleum is a natural gas and oil exploration, development and production company based in Englewood, Colo.

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