Murphy Oil Corporation Commences Tender Offers for Senior Notes Due 2022

Source Press Release
Company Murphy Oil Corporation 
Tags Debt Financing, Financing
Date November 13, 2019

Murphy Oil Corporation (the “Company”) (NYSE: MUR) announced today that it has commenced cash tender offers (the “Tender Offers”) to purchase up to $550 million aggregate principal amount (as it may be increased by the Company, the “Tender Cap”) of its outstanding 4.000% Senior Notes due 2022 and 3.700% Senior Notes due 2022 (collectively, the “Notes”).

The terms and conditions of the Tender Offers are described in an Offer to Purchase dated November 13, 2019 (the “Offer to Purchase”). The Company intends to fund the Tender Offers with the net proceeds of its proposed offering of debt securities announced today (the “Debt Financing”) together with cash on hand.

The following table sets forth certain terms of the Tender Offers (certain capitalized terms are defined below):

Title    CUSIP No.    Aggregate Principal
Amount
Outstanding 
  Acceptance
Priority Level 
  Per $1,000 Principal Amount 
        Tender Offer
Consideration(1) 
    Early Tender
Premium 
  Total Consideration(1) 
4.000% Senior Notes due 2022    626717AD4    $500,000,000      $998.00    $50.00    $1,048.00 
3.700% Senior Notes due 2022(2)    626717AF9    $600,000,000      $1,000.00    $50.00    $1,050.00 

(1)    Holders will also receive accrued and unpaid interest from the applicable last interest payment with respect to the Notes accepted for purchase to, but not including, the applicable Settlement Date. The Total Consideration includes the related Early Tender Premium. 
(2)    The 3.700% Senior Notes due 2022 initially bore interest at a rate of 3.700% per annum and currently bear interest at a rate of 4.200% per annum. 

Holders of Notes that are validly tendered (and not validly withdrawn) at or prior to 5:00 p.m., New York City time, on November 26, 2019 (such date and time, as it may be extended, the “Early Tender Time”) and accepted for purchase pursuant to the Tender Offers will receive the applicable “Total Consideration” for such series set forth in the table above, which includes the “Early Tender Premium” for such series set forth in the table above. Holders tendering their Notes after the Early Tender Time but at or prior to the Expiration Time (as defined below) will only be eligible to receive the applicable “Tender Offer Consideration” for such series set forth in the table above, which is the applicable Total Consideration minus the Early Tender Premium.

All Notes validly tendered and accepted for purchase pursuant to the Tender Offers will, in addition, receive accrued and unpaid interest from the applicable last interest payment date to, but not including, the applicable Settlement Date.

The Tender Offers will expire at 11:59 p.m., New York City time, on December 11, 2019, unless extended or earlier terminated by the Company (the “Expiration Time”). Tendered Notes may be withdrawn at or prior to 5:00 p.m., New York City time, on November 26, 2019, unless extended by the Company (such date and time, as it may be extended, the “Withdrawal Time”). Holders who tender their Notes after the Withdrawal Time, but prior to the Expiration Time, may not withdraw their Notes unless withdrawal rights are required by applicable law.

Assuming acceptance for purchase by the Company of Notes validly tendered, (i) payment for Notes tendered at or prior to the Early Tender Time will be made on a settlement date expected to be the business day following the Early Tender Time, or as promptly as practicable thereafter (the “Early Settlement Date”) and (ii) payment for Notes tendered after the Early Tender Time but at or prior to the Expiration Time will be made on a settlement date expected to be the business day following the Expiration Time, or as promptly as practicable thereafter (the “Final Settlement Date” and, together with the Early Settlement Date, each, a “Settlement Date”).

Notes accepted for payment on any Settlement Date will be accepted in accordance with the “Acceptance Priority Levels” set forth in the table above (with 1 being the highest Acceptance Priority Level and 2 being the lowest Acceptance Priority Level), provided that the Company will only accept for purchase Notes in an aggregate principal amount up to the Tender Cap, and provided further that Notes tendered at or prior to the Early Tender Time will be accepted for purchase with priority over Notes tendered after the Early Tender Time, regardless of Acceptance Priority Level.

Acceptance of tenders of Notes may be subject to proration if the aggregate principal amount of tendered Notes would cause the Tender Cap to be exceeded. Furthermore, if the Tender Offers with respect to the Notes are fully subscribed as of the Early Tender Time, Holders who tender Notes after the Early Tender Time will not have any of such Notes accepted for purchase, unless, subject to proration, the Company increases the Tender Cap, which the Company is entitled to do at the Company’s sole discretion.

The Company reserves the right, but is under no obligation, to increase the Tender Cap at any time, subject to compliance with applicable law, which could result in the Company purchasing a greater aggregate principal amount of Notes in the Tender Offers. There can be no assurance that the Company will increase the Tender Cap. If the Company increases the Tender Cap, it does not expect to extend the Withdrawal Time, subject to applicable law. Accordingly, Holders should not tender any Notes that they do not wish to have accepted for purchase in the Tender Offers.

The consummation of the Tender Offers is not conditioned upon any minimum amount of Notes being tendered. However, the Tender Offers are subject to, and conditioned upon, the satisfaction or waiver of certain conditions described in the Offer to Purchase, including completion of the Debt Financing.

Source: EvaluateEnergy® ©2020 EvaluateEnergy Ltd