Valero offers to buy all 2.7% notes, up to $1 billion of eight series

Chicago, Nov. 18 – Valero Energy Corp. started both an any-and-all offer for one series of notes on Thursday and a capped offer for eight series of notes, according to a press release.

For the single series in the any-and-all offer, the company is offering to buy the $850 million outstanding 2.7% senior notes due 2023 (Cusip: 91913YAX8) with a price that will be determined using the 0.25% U.S. Treasury due April 15, 2023 plus 40 basis points.

In the capped offer, the company will buy up to $1 billion of notes from eight series.

The company will buy up to $400 million of the 1.2% senior notes due 2024 (Cusip: 91913YBA7) with pricing based on the 0.75% U.S. Treasury due Nov. 15, 2024 plus a 20 bps spread.

Lower in priority level and still part of the capped tender offer, Valero is offering to buy a subcap of up to $400 million from the following three series, listed by acceptance priority level:

• The $600 million outstanding 3.65% senior notes due 2025 (Cusip: 91913YAS9) with pricing based on the 1.125% U.S. Treasury due Oct. 31, 2026 plus 10 bps;

• The $500 million outstanding 4.375% senior notes due 2026 issued by Valero Energy Partners LP (Cusip: 91914JAA0) to be priced using the 1.125% U.S. Treasury due Oct. 31, 2026 plus 55 bps; and

• The $1.05 billion outstanding 2.85% senior notes due 2025 (Cusip: 91913YAY6) to be priced using the 1.125% U.S. Treasury due Oct. 31, 2026 plus 25 bps.

For the last four series, Valero is offering to purchase up to $200 million of the notes.

The last four series, in descending acceptance priority level, are the:

• $250 million outstanding 10.5% senior notes due 2039 (Cusip: 91913YAP5) with pricing to be based on the 2% U.S. Treasury due Nov. 15, 2041 plus 175 bps;

• $200 million outstanding 8.75% senior notes due 2030 (Cusip: 91913YAB6) with pricing to be based on the 1.375% U.S. Treasury due 125 bps;

• $750 million outstanding 7.5% senior notes due 2032 (Cusip: 91913YAE0) with pricing to be based on the 1.375% U.S. Treasury due Nov. 15, 2031 plus 135 bps; and

• $1.5 billion outstanding 6.625% senior notes due 2037 (Cusip: 91913YAL4) with pricing to be based on the 2% U.S. Treasury due Nov. 15, 2041 plus 140 bps.

In the capped tender offer, the considerations will be based on $1,000 per note and will include a $30 early participation fee for noteholders who tender their notes by the early deadline. Noteholders who tender after the early deadline will receive the total consideration minus the early participation amount.

Pricing for the any-and-all offer will take place at 2 p.m. ET on Nov. 24.

The any-and-all offer will expire at 5 p.m. ET on Nov. 24, also the withdrawal deadline.

Settlement for the any-and-all offer is expected on Nov. 30.

The maximum tender offer has an early participation deadline at 5 p.m. ET on Dec. 2, also the withdrawal deadline.

Pricing for the capped offer will take place at 10 a.m. ET on Dec. 3.

Early settlement for this offer is scheduled for Dec. 6.

The maximum offer expires at midnight ET on Dec. 16.

Final settlement is planned for Dec. 20.

The offers are subject to a financing condition.

Notes may be tendered via guaranteed delivery procedures.

J.P. Morgan Securities LLC (866 834-4666, 212 834-3424), Citigroup Global Markets Inc. (800 831-9146), BofA Securities, Inc., Mizuho Securities USA LLC and MUFG Securities Americas Inc. are the dealer managers for the offer.

D.F. King & Co., Inc is the information and tender agent for the offer (888 334 0384, 212 269-5550, vlo@dfking.com, www.dfking.com/vlo).

San Antonio-based Valero is an oil refinery owner and operator.

© 2015 Prospect News.
All content on this website is protected by copyright law in the U.S. and elsewhere. For the use of the person downloading only.
Redistribution and copying are prohibited by law without written permission in advance from Prospect News.
Redistribution or copying includes e-mailing, printing multiple copies or any other form of reproduction.