Occidental Petroleum upsizes fast tender offer, announces results

Chicago, May 23 – Occidental Petroleum Corp. announced the results of its five-day tender offer in a press release Monday morning.

The company also announced that it was upsizing the tender offer which had been started with a $2 billion purchase amount, inclusive of principal and premium but not including interest.

The company received tenders for around $4.6 billion principal amount of notes. The company increased the offer to accept $3,765,000,000 purchase amount of notes.

Pool 1

The company upsized the tender offer for 10 series to $725 million from $700 million purchase amount.

The following notes, listed by acceptance priority level with the purchase price per $1,000 note, were tendered and accepted:

• $405,709,000 tendered and accepted, with $3,328,000 tendered via guaranteed delivery of that amount, of the $597,609,000 outstanding 3.2% senior notes due 2026 (Cusip: 674599CR4) for $972.50 for an aggregate purchase price of $397,788,482.50; and

• $323,902,000 tendered and accepted, with $8,281,000 tendered via guaranteed delivery of that amount, of the $634,458,000 outstanding 3.4% senior notes due 2026 (Cusip: 674599CH6) for $982.50 for an aggregate purchase price of $326,369,797.50.

None of the notes are being accepted from the following series that were part of the pool 1 offer:

• $138,792,000 outstanding 3½% senior notes due 2025 (Cusip: 674599CG8) for $995;

• $678,559,000 outstanding 5½% senior notes due 2025 (Cusip: 674599EE1) for $1,047.50;

• $833,347,000 outstanding 5 7/8% senior notes due 2025 (Cusip: 674599EB7) for $1,056.25;

• $656,793,000 outstanding 2.9% senior notes due 2024 (Cusip: 674599CW3) for $997.50;

• $339,524,000 outstanding 2.7% senior notes due 2023 (Cusip: 674599CE3) for par;

• $95.82 million outstanding 3.45% senior notes due 2024 (Cusip: 674599DA0) for $1,005;

• $582,523,000 outstanding 6.95% senior notes due 2024 (Cusip: 674599DB8) for $1,065; and

• $500 million outstanding 8% senior notes due 2025 (Cusip: 674599DY8) for $1,100.

Pool 2

Occidental is now offering to buy up to $790 million, increased from $650 million, purchase amount of notes from nine series.

The following notes, listed by acceptance priority level with the purchase price per $1,000 note, were tendered and accepted:

• $261,051,000 tendered and accepted, with $6,170,000 of that amount via guaranteed delivery, of the $477,182,000 outstanding 3% senior notes due 2027 (Cusip: 674599CM5) for $957.50 for an aggregate purchase price of $255,864,107.50; and

• $454,649,000 tendered and accepted, with $98,818,000 tendered via guaranteed delivery, of the $761,697,000 outstanding 3½% senior notes due 2029 (Cusip: 674599CS2) for $962.50 and an aggregate purchase price of $532,711,987.50.

None of the notes from the following series under the pool 2 offer are being purchased:

• $1,081,102,000 outstanding 5.55% senior notes due 2026 (Cusip: 674599DC6) for $1,052.50;

• $600 million outstanding 6 3/8% senior notes due 2028 (Cusip: 674599EC5) for $1,070;

• $1.25 billion outstanding 6 1/8% senior notes due 2031 (Cusip: 674599EF8) for $1,063.75;

• $224,267,000 outstanding 7.15% senior notes due 2028 (Cusip: 674599DR3) for $1,098.75;

• $81,986,000 outstanding 7.2% senior debentures due 2028 (Cusip: 674599BM6) for $1,085;

• $1.5 billion outstanding 6 5/8% debentures due 2030 (Cusip: 674599ED3) for $1,093.75; and

• $88,208,000 outstanding 7½% debentures due 2026 (Cusip: 674599DN2) for $1,100.

Pool 3

Additionally, the tender offer covers nine notes for up to an increased $2.25 billion purchase amount, up from $650 million.

The following notes, listed by acceptance priority level with the purchase price per $1,000 note, were tendered and accepted:

• $243,616,000 tendered and accepted, with $20,796,000 of that amount via guaranteed delivery, of the $524,112,000 outstanding 4.1% senior notes due 2047 (Cusip: 674599CL7) for $870 for an aggregate purchase price of $230,038,440;

• $388,532,000 tendered and accepted, with $9,376,000 of that amount via guaranteed delivery, of the $697,662,000 outstanding 4.2% senior notes due 2048 (Cusip: 674599CN3) for $870 for an aggregate purchase price of $346,179,960;

• $196,329,000 tendered and accepted, with $5,463,000 of that amount via guaranteed delivery, of the $479,012,000 outstanding 4.4% senior notes due 2049 (Cusip: 674599CY9) for $880 for an aggregate purchase price of $177,576,960;

• $197,315,000 tendered and accepted, with no amount of that total via guaranteed delivery, of the $395,513,000 outstanding 4½% senior notes due 2044 (Cusip: 674599DK8) for $895 and an aggregate purchase price of $176,596,925;

• $278,228,000 tendered and accepted, with $6,349,000 of that amount via guaranteed delivery, of the $540,707,000 outstanding 4.3% senior notes due 2039 (Cusip: 674599CX1) for $895 and an aggregate purchase price of $254,696,415;

• $217,914,000 tendered and accepted, with $2.49 million of that amount via guaranteed delivery, of the $641,851,000 outstanding 4.4% senior notes due 2046 (Cusip: 674599CJ2) for $895 and an aggregate purchase price of $197,261,580;

• $110,302,000 tendered and accepted, with $30,329,000 of that amount via guaranteed delivery, of the $448,749,000 outstanding 4 5/8% senior notes due 2045 (Cusip: 674599CF0) $905 and an aggregate purchase price of $127,271,055;

• $1,334,860,000 tendered and accepted, with $105,000 of that amount via guaranteed delivery, of the $2,263,260,000 outstanding zero-coupon senior notes due 2036 (Cusip: 674599DG7) for $537.50 for an aggregate purchase price of $717,543,687.50; and

• None of the tendered notes accepted from the $737,496,000 outstanding 6.2% senior notes due 2040 (Cusip: 674599DJ1) for $1,040.

Details

Interest will be paid on all the notes to the settlement date.

No series is being subject to proration.

The offer expired at 5 p.m. ET on May 20.

Settlement is planned for May 26.

TD Securities (USA) LLC (866 584-2096, 212 827-7795, LM@tdsecurities.com), BofA Securities, Inc. (888 292-0070, 980 388-3646, debt_advisory@bofa.com), HSBC Securities (USA) Inc. (888 HSBC-4LM, 212 525-5552, lmamericas@us.hsbc.com), J.P. Morgan Securities LLC (866 834-4666, 212 834-3822) and MUFG Securities Americas Inc. (877 744-4532, 212 405-7481, lm@us.sc.mufg.jp) are the lead dealer managers in the offers.

Global Bondholder Services Corp. is the tender agent and information agent (https://www.gbsc-usa.com/oxy/).

Occidental is a Houston oil and gas, chemical and midstream company.

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