Aker BP prices any-and-all tender offer for 2025 notes

By William Gullotti

Buffalo, N.Y., June 13 – Aker BP ASA priced its offer to purchase for cash any and all of its $500 million outstanding 3% senior notes due Jan. 15, 2025 (Cusip: 00973RAE3, R0139KAA8), according to a press release on Tuesday.

Any-and-all pricing update

Aker BP is offering to purchase any and all of its 2025 notes at $960.67 per $1,000 principal amount of notes.

The purchase price is based on the 4.25% U.S. Treasury due May 31, 2025 and a fixed spread of 105 basis points for a reference yield of 4.584%.

As previously reported, the any-and-all tender offer will expire at 5 p.m. ET on June 13. Tenders may be withdrawn prior to that time.

The guaranteed delivery deadline is 5 p.m. ET on June 15.

Unless otherwise extended, Aker expects to announce results as soon as practicable on June 14, with settlement still expected to occur on June 16.

Concurrent capped offer

No updates were included in Tuesday’s press release regarding Aker’s concurrent offer to purchase up to a maximum amount of the January 2026 notes and July 2026 notes.

As previously reported June 8, the capped maximum amount is an amount of notes corresponding to a combined aggregate total consideration or late tender offer consideration, as applicable (excluding accrued interest), now equal to $1 billion (increased from $500 million) less the aggregate total consideration (excluding accrued interest) applied in connection with the any-and-all tender offer.

The company will accept notes under the capped offer in the following order of priority:

• First, to the extent the capped maximum amount has not been exceeded, January 2026 notes that are tendered on or before the early tender date;

• Second, to the extent the capped maximum amount has not been exceeded, July 2026 notes that are tendered on or before the early tender date;

• Third, to the extent the capped maximum amount has not been exceeded, January 2026 notes tendered after the early tender date but on or before the expiration date; and

• Finally, to the extent the capped maximum amount has not been exceeded, July 2026 notes tendered after the early tender date but on or before the expiration date.

In other words, all notes tendered by the early tender date will be accepted in priority to all notes tendered after the early deadline, with the January 2026 notes having priority in acceptance over the July 2026 notes.

Pricing will be based on the 3.625% U.S. Treasury due May 15, 2026 and a fixed spread of 110 bps for the January 2026 notes and 115 bps for the July 2026 notes.

The total consideration will include an early tender payment of $50 per $1,000 of notes tendered by the early tender date.

If the capped maximum amount is exceeded by the early tender date, then no notes tendered after the early deadline will be accepted.

Tenders may be subject to proration.

The early tender date for the capped tender offer will be at 5 p.m. ET on June 21, which is also the withdrawal deadline.

Settlement of any early tenders under the capped offer will occur on June 23.

The capped offer will expire at 5 p.m. ET on July 7.

Final settlement of the capped offer is slated for July 11.

More details

The offers remain conditioned on the satisfaction or waiver of pricing of no less than $1 billion aggregate principal amount of new notes.

As previously reported, the company said it reserves the right to waive any and all conditions to any or all of the offers, including increasing the capped maximum amount.

The dealer managers for the tender offers are Citigroup Global Markets Ltd. (+44 20 7986 8969, 800 558-3745, 212 723-6106; liabilitymanagement.europe@citi.com), Credit Agricole Securities (USA) Inc. (866 807-6030; us.liabilitymanagement@ca-cib.com), DNB Markets, Inc. (212 681-3800; _minc_fis@dnb.no), ING Financial Markets LLC (+44 20 7767 6784, 646 424-8972; liability.management@ing.com), J.P. Morgan Securities LLC (212 834-4045, 866 834-4666) and MUFG Securities Americas Inc. (212 405-7481, 877 744-4532, +44 20 7628 5555, +33 1 70 91 42 55; DCM-LiabilityManagement@int.sc.mufg.jp).

The information and tender agent is D.F. King & Co., Inc. (212 269-5550, 800 549-6864; aker@dfking.com; www.dfking.com/aker).

Aker BP is a Lysaker, Norway-based oil exploration and development company.

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