TIDMAN26
Talisman Energy Inc. Announces Latest Results of its Debt Tender
Offer, Increase to the Maximum Tender Amount, and Extension of
Expiration Date
CALGARY, Alberta, December 23, 2015 - Talisman Energy Inc. (the
"Offeror") announced today the results, as of the Prior Expiration
Date (as defined below), of its previously announced tender offer
(the "Offer") to purchase for cash for a combined aggregate
principal amount of up to $1,524,531,000 (the "Maximum Tender
Amount") of the 5.85% Senior Notes due 2037 (CUSIP No. 87425E AJ2),
5.50% Senior Notes due 2042 (CUSIP No. 87425E AN3), 6.25% Senior
Notes due 2038 (CUSIP No. 87425E AK9), 7.25% Debentures due 2027
(CUSIP No. 87425E AE3) and 5.75% Senior Notes due 2035 (CUSIP No.
87425E AH6) issued by the Offeror (collectively, the "Securities").
In addition, the Offeror announced the following further amendments
to the Offer: (i) it has raised the Maximum Tender Amount to
$2,000,000,000, (ii) it has extended the Expiration Date from 12:00
midnight, New York City time, on December 22, 2015 (one minute
after 11:59 p.m., New York City time, on December 22, 2015) (the
"Prior Expiration Date") to 12:00 midnight, New York City time, on
January 7, 2016 (one minute after 11:59 p.m., New York City time,
on January 7, 2016) (as it may be extended or earlier terminated,
the "Expiration Date"), and (iii) it has established a new Interim
Settlement Date (as defined below).
The Offeror accepted for purchase $359,879,000 aggregate
principal amount of the 5.85% Senior Notes due 2037, $467,670,000
aggregate principal amount of the 5.50% Senior Notes due 2042,
$468,053,000 aggregate principal amount of the 6.25% Senior Notes
due 2038, $201,615,000 aggregate principal amount of the 7.25%
Debentures due 2027 and $27,314,000 aggregate principal amount of
the 5.75% Senior Notes due 2035 that were validly tendered and not
validly withdrawn on or prior to 5:00 p.m., New York City time, on
December 8, 2015 (the "Early Tender Date"). Settlement in respect
of these Securities occurred on December 11, 2015 (the "Early
Settlement Date").
Following the Early Tender Date and on or prior to the Prior
Expiration Date, an additional $0 aggregate principal amount of the
5.85% Senior Notes due 2037, an additional $5,840,000 aggregate
principal amount of the 5.50% Senior Notes due 2042, an additional
$300,000 aggregate principal amount of the 6.25% Senior Notes due
2038, an additional $41,524,000 aggregate principal amount of the
7.25% Debentures due 2027 and an additional $157,000 aggregate
principal amount of the 5.75% Senior Notes due 2035 were validly
tendered and accepted for purchase. Payment for these Securities
that were validly tendered after the Early Tender Date but on or
prior to the Prior Expiration Date and accepted for purchase is
expected to be made tomorrow, December 24, 2015 (the "Interim
Settlement Date") and holders of such Securities will receive in
respect of such purchased Securities the applicable "Tender Offer
Consideration", namely the applicable Total Consideration minus the
applicable Early Tender Premium, as set forth in the table
below.
The aggregate amount of Securities validly tendered on or prior
to the Prior Expiration Date and accepted for purchase, including
the Securities validly tendered and not validly withdrawn on or
prior to the Early Tender Date, is set out below:
Title of CUSIP and Principal Principal Acceptance Early Tender Total Tender
Security ISIN Amount Amount Priority Premium Consideration Offer
Numbers Outstanding(1) Tendered Level (per $1,000) (per Consideration
and $1,000)(2) (per $1,000)
Accepted
5.85% Senior 87425E $500,000,000 $359,879,000 1 $50.00 $852.13 $802.13
Notes AJ2
due 2037 US87425EAJ29
5.50% Senior 87425E $600,000,000 $473,510,000 2 $50.00 $807.82 $757.82
Notes AN3
due 2042 US87425EAN31
6.25% Senior 87425E $600,000,000 $468,353,000 3 $50.00 $888.06 $838.06
Notes AK9
due 2038 US87425EAK91
7.25% 87425E $300,000,000 $243,139,000 4 $50.00 $1,068.17 $1,018.17
Debentures AE3
due 2027 US87425EAE32
5.75% Senior 87425E $125,000,000 $27,471,000 5 $50.00 $847.29 $797.29
Notes AH6
due 2035 US87425EAH62
(1) As of the commencement of the Offer.
(2) Inclusive of the Early Tender Premium.
The Offer is being made upon the terms and subject to the
general conditions set forth in the Offer to Purchase dated
November 24, 2015, as amended by the Offeror's press release dated
December 9, 2015 announcing an increase in the Maximum Tender
Amount to $1,524,531,000, and as further amended by this press
release dated December 23, 2015. The Offer will expire at the
Expiration Date, unless extended or earlier terminated by the
Offeror. The deadline to validly withdraw tenders of Securities was
5:00 p.m., New York City time, on December 8, 2015; therefore,
Securities that have been tendered and not validly withdrawn, and
Securities tendered after that date, may not be withdrawn unless
otherwise required by applicable law.
Holders of Securities who validly tender their Securities
following the Early Tender Date (including tenders made following
the Prior Expiration Date), but on or prior to the Expiration Date,
which are accepted for purchase, will receive the applicable Tender
Offer Consideration per $1,000 principal amount of any such
Securities that are accepted for purchase, namely the applicable
Total Consideration minus the applicable Early Tender Premium.
Payment for any Securities that are validly tendered after the
Prior Expiration Date but on or prior to the Expiration Date and
that are accepted for purchase will be made on a date promptly
following the Expiration Date, expected to be January 11, 2016
(such date, the "Final Settlement Date"; each of the Early
Settlement Date, the Interim Settlement Date and any Final
Settlement Date, a "Settlement Date"). Payments for Securities
purchased will include accrued and unpaid interest from and
including the last interest payment date applicable to the relevant
series of Securities up to, but not including, the applicable
Settlement Date (the "Accrued Interest").
The Offeror reserves the right, subject to applicable law, to:
(i) extend the Offer; (ii) increase the Maximum Tender Amount; or
(iii) otherwise amend the Offer in any respect.
Citigroup Global Markets Limited and J.P. Morgan Securities LLC
acted as dealer managers for the Offer. The tender agent and
information agent for the Offer was D.F. King & Co., Inc.
Questions regarding the Offer should be directed to Citigroup
Global Markets Limited, Liability Management Group, at (800)
558-3745 (toll-free) or (212) 723-6106 (collect) or
+44-20-7986-8969 and J.P. Morgan Securities LLC, Liability
Management Group, at (866) 834-4666 (toll-free) or (212) 834-3617
(collect).
About Talisman Energy Inc.
Talisman Energy Inc. is a global upstream oil and gas company,
incorporated in Canada. Its assets are located in two core
operating areas: the Americas (North America and Colombia) and
Asia-Pacific. It was acquired by a wholly owned subsidiary of the
Spanish integrated energy company Repsol S.A. on May 8, 2015.
FOR FURTHER INFORMATION PLEASE CONTACT:
Media and General Inquiries
Brent Anderson
Communications and External Relations Manager
Talisman Energy Inc.
Tel: (403) 237-1912
Email: tlm@talisman-energy.com
View source version on businesswire.com:
http://www.businesswire.com/news/home/20151223005491/en/
This information is provided by Business Wire
(END) Dow Jones Newswires
December 23, 2015 11:49 ET (16:49 GMT)
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