Indika gives early tender results, sets clearing price for one series

By Marisa Wong

Los Angeles, June 23 – Indika Energy Capital III Pte. Ltd. and Indika Energy Capital IV Pte. Ltd. announced the early results and pricing for their modified Dutch auction cash tender offers for two series of notes guaranteed by PT Indika Energy Tbk.

As announced on June 8, Capital III is offering to buy up to $200 million aggregate purchase price of its $750 million outstanding 5 7/8% senior notes due 2024 (ISINs: US45569FAA21, USY39694AA51).

Capital IV is offering to buy up to $50 million aggregate purchase price of its $675 million outstanding 8¼% senior notes due 2025 (ISINs: US45569GAA04, USY39690AA30).

Noted in the original announcement, the parent guarantor had previously purchased $28,637,000 of the 2024 notes and $19.55 million of the 2025 notes.

2024 tender results

As of 5 p.m. ET on June 22, the early tender deadline, the aggregate purchase price for the 2024 notes that have been tendered was less than the 2024 offer maximum amount. As a result, Capital III will determine the clearing price for the 2024 offer under a modified Dutch auction procedure with 2024 notes tendered up to expiration deadline at 11:59 p.m. ET on July 7.

After the offer expires and after the clearing price for the 2024 notes has been determined, the issuer will accept for purchase tendered 2024 notes up to the maximum amount and subject to proration.

In the event the 2024 offer is undersubscribed at the expiration deadline, the company will increase the 2025 offer maximum amount by the amount of the 2024 offer shortfall.

The company intends to make an announcement no later than 9 a.m. ET on the next business day after the expiration deadline of the 2024 aggregate purchase price, clearing price and total consideration for the 2024 offer, the principal amount of 2024 notes accepted for purchase and the principal amount of 2024 notes that will remain outstanding following the tender offer and, if applicable, the amount of the 2024 shortfall.

2025 tender results

As of the early tender deadline, the aggregate purchase price for the 2025 notes that have been tendered was $226.93 million.

Because the 2025 offer was oversubscribed at the early tender deadline, Capital IV has already set the clearing price and total consideration for the 2025 offer to be $1,002.50 per $1,000 of 2025 notes tendered by the early deadline.

Any tender instructions for 2025 notes delivered after the early deadline but at or prior to the expiration deadline will be disregarded and not used for purposes of calculating the clearing price for the 2025 offer, and those tendered notes will also not be accepted for purchase, to the extent that the 2025 maximum amount has not been increased.

As described above, the 2025 maximum amount may be increased to the extent of the 2024 shortfall.

The company intends to make an announcement no later than 9 a.m. ET on the next business day after the expiration deadline of the 2025 aggregate purchase price, the principal amount of 2025 nots that we have accepted for purchase and the principal amount of 2025 notes that will remain outstanding after the completion of the 2025 offer.

Details

Noteholders may submit either competitive tender instructions or non-competitive tender instructions.

For the 2024 notes, the accepted bid price range is between $977.50 to $1,007.50.

For the 2025 notes, the accepted bid price range was between $1,002.50 to $1,025.

Both offers include a $50 early tender premium (per $1,000 principal amount) in the total considerations that will not be paid to noteholders who tender after the early deadline.

Accrued interest will be paid in both cases.

Tenders may no longer be withdrawn.

Settlement is planned for July 14.

The dealer managers are Mandiri Securities Pte. Ltd. (+65 6589 3880, msliability.mgmt@mandirisek.co.id) and Standard Chartered Bank (Singapore) Ltd. (+44 20 7885 5739, +852 3983 8658, +65 6557 8286, liability_management@sc.com).

Morrow Sodali Ltd. (+852 2319 4130, +44 20 4513 6933, 203 609-4910, indika@investor.morrowsodali.com) is the information and tender agent.

Indika is an energy company based in Jakarta, Indonesia.

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