TIDMAN26
Repsol Oil & Gas Canada Inc. (formerly Talisman Energy Inc.)
Announces Final Results of its Debt Tender Offer
Repsol Oil & Gas Canada Inc. (prior to January 1, 2016 known
as Talisman Energy Inc.) (the "Offeror"), announced today the final
results of its previously announced tender offer (the "Offer") to
purchase for cash for a combined aggregate principal amount of up
to $2,000,000,000 (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").
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validly withdrawn on or prior to 5:00 p.m., New York City time, on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.
In addition, the Offeror accepted for purchase $5,840,000
aggregate principal amount of the 5.50% Senior Notes due 2042,
$300,000 aggregate principal amount of the 6.25% Senior Notes due
2038, $41,524,000 aggregate principal amount of the 7.25%
Debentures due 2027 and $157,000 aggregate principal amount of the
5.75% Senior Notes due 2035 that were validly tendered following
the Early Tender Date but on or prior to 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"). Settlement in respect of these Securities occurred on
December 24, 2015.
Following the Prior Expiration Date and on or prior 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) (the
"Expiration Date"), an additional $26,000 aggregate principal
amount of the 5.85% Senior Notes due 2037 and an additional
$100,000 aggregate principal amount of the 7.25% Debentures due
2027 were validly tendered and all such Securities have been
accepted for purchase. Payment for these Securities is expected to
be made on January 11, 2016, 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, plus accrued and unpaid interest on such
Securities to, but not including, the settlement date.
The aggregate amount of Securities validly tendered and accepted
for purchase in the Offer, including Securities validly tendered
and not validly withdrawn on or prior to the Early Tender Date and
Securities validly tendered following the Early Tender Date but on
or prior to the Expiration 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 $359,905,000 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 $243,239,000 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 was made upon the terms and was 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 the Offeror's press
release dated December 23, 2015 announcing an increase in the
Maximum Tender Amount to $2,000,000,000, establishing a new interim
settlement date and extending the 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).
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).
As previously announced, effective January 1, 2016, the Offeror
changed its legal name from Talisman Energy Inc. to Repsol Oil
& Gas Canada Inc. The legal name change does not create a new
legal entity, affect the Offer or the Securities or affect any
rights or obligations under existing agreements, licenses, or
permits.
About Repsol Oil & Gas Canada Inc.
Repsol Oil & Gas Canada Inc. is an upstream oil and gas
company, incorporated in Canada and is a wholly owned subsidiary of
the Spanish integrated energy company Repsol S.A.
For media and general inquiries, please contact:
Brent Anderson
Communications and External Relations Manager
Phone: 403-237-1912
Email: info@repsol.com
View source version on businesswire.com:
http://www.businesswire.com/news/home/20160108005736/en/
This information is provided by Business Wire
(END) Dow Jones Newswires
January 08, 2016 12:57 ET (17:57 GMT)
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