BPRL gives results of capped tender offer for 4 3/8% notes due 2027

By Mary Katherine Stinson

Lexington, Ky., Jan. 24 – BPRL International Singapore Pte Ltd. concluded its tender offer to purchase for cash up to $120 million of its outstanding $600 million 4 3/8% notes due 2027 (ISIN: XS1548865911) issued under its $2 billion medium-term note program, according to an announcement.

The notes are guaranteed by Bharat Petroleum Corp. Ltd.

As of the expiration date of 11 a.m. ET on Jan. 23, the company received valid tenders of $125,151,000 principal amount, representing about 20.86% of the total amount outstanding.

The company will purchase up to the acceptance amount of $101,973,000 aggregate principal amount of the tendered notes, representing about 17% of the total principal outstanding.

The purchase price was determined under a modified Dutch auction procedure.

The minimum purchase price was $982 per $1,000 principal amount of the notes plus accrued interest. There was no maximum purchase price.

The aggregate purchase consideration that the company expects to pay to the holders of the notes tendered and accepted for purchase is $100,137,486.00 plus accrued interest to the settlement date.

Electronic instructions were irrevocable except in limited circumstances. Electronic instructions could be submitted in the form of either a non-competitive offer or a competitive offer.

The order of acceptance was as follows: all validly submitted non-competitive offers were accepted first, all validly submitted competitive offers lower than the purchase price were accepted second and all validly submitted competitive offers equal to the purchase price were accepted third. The company determined it would accept all validly tendered non-competitive offers and all validly tendered competitive offers which are deemed as non-competitive offers.

The notes will not be prorated.

The offer is conditioned upon the satisfaction or waiver of some general conditions.

Settlement is expected for Jan. 25.

DBS Bank Ltd. (+65 6878 9821, dbstmg@dbs.com) and HSBC Ltd. (+852 3941 0223, +44 20 7992 6237, liability.management@hsbcib.com) are the dealer managers.

Morrow Sodali Ltd. is the information and tabulation agent (+44 20 4513 6933, +852 2319 4130, bpcl@investor.morrowsodali.com, https://projects.morrowsodali.com/bpcl).

As stated in the notice, the offer is being made as part of the active liability management of the company’s balance sheet.

BPRL focuses on refining, marketing, and operating gas stations. The company serves customers in Singapore.

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