Chevron ends exchange offer for PDC notes, sets May 15 redemption

By Mary-Katherine Stinson

Lexington, Ky., Aug. 21 – Chevron Corp. and Chevron U.S.A. Inc. announced that they are terminating the offer to exchange the $750 million of 5.75% senior notes due 2026 issued by PDC Energy, Inc. (Cusip: 69327RAJ0) for new notes of the same coupon and tenor issued by Chevron U.S.A. and cash, according to an 8-K filing with the Securities and Exchange Commission.

The notes will now be redeemed at par plus accrued interest on or around May 15.

Before the termination of the offer, on Aug. 14, Chevron had announced an extension of the early participation date, the consent revocation deadline and the expiration date to 5 p.m. ET on Aug. 18, revised from 5 p.m. ET on Aug. 16.

The final deadline was subsequently extended to one minute after 11:59 p.m. ET on Sept. 1, pushed out from 5 p.m. ET on Aug. 31.

The companies were also soliciting consents to some proposed amendments to the indenture of the existing notes. Under the consent solicitation, the companies were proposing to amend the PDC indenture to modify or eliminate some reporting requirements, restrictive covenants and events of default and amend some other provisions.

Holders who tendered their notes for exchange by the early deadline would have received, for each $1,000 principal amount, $1,000 of new notes and $1 in cash.

Holders who tendered their notes after the early deadline but before the final deadline would have received $970 of new notes per $1,000 principal amount and no cash. No accrued interest would have been paid in connection with the exchange offer, but the new notes would have accrued interest from the most recent interest payment date of the old notes.

Barclays (800 438-3242, 212 528-7581 or us.lm@barclays.com) was the dealer manager and solicitation agent.

D.F. King & Co., Inc. (212 269-5550, 888 628-1041 or chevron@dfking.com) was the exchange agent and information agent.

The petroleum, chemical, mining, power and energy company is based in San Ramon, Calif.

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