Anadarko to buy $500 million of 3.45% notes, 4.85% notes in tender

By Susanna Moon

Chicago, Dec. 11 – Anadarko Petroleum Corp. said it plans to accept $377,035,000 of 3.45% notes due 2024 and $122,965,000 of 4.85% notes due 2021 tendered as of the early deadline at 5 p.m. ET on Dec. 10.

As announced Nov. 27, the issuer was tendering for up to $500 million principal amount of three series of its notes.

The offer was set to expire at 11:59 p.m. ET on Dec. 24, but the offer has been oversubscribed as of the early deadline.

Holders had tendered the following amount of notes as of the early deadline, with the issues listed in order of acceptance priority:

• $377,035,000 of the $625 million of 3.45% notes due 2024 with pricing to be set using the yield of the bid-side price of the 2.875% U.S. Treasury note due Oct. 31, 2023 plus a spread of 145 basis points for a hypothetical total price of $955.53 per $1,000 principal amount;

• $606,578,000 of the $800 million of 4.85% notes due 2021 with pricing to be set using the yield of the bid-side price of the 2.875% U.S. Treasury note due Nov. 15, 2021 plus a spread of 85 bps for a hypothetical total price of $1,023.40 per $1,000 principal amount; and

• $386,047,000 of the $1.1 billion of 5.55% notes due 2026 with pricing to be set using the yield of the bid-side price of the 3.125% U.S. Treasury note due Nov. 15, 2028 plus a spread of 175 bps for a hypothetical total price of $1,042.66 per $1,000 principal amount.

Anadarko plans to accept for purchase all of the tendered 2024 notes, $122,965,000 of the 2021 notes using a proration factor of about 20.3% and none of the 2026 notes, according to a company update on Tuesday.

The hypothetical total purchase prices were set using the reference yields as of 11 a.m. ET on Nov. 26.

In each case, the total amount includes an early tender premium of $30.00 per $1,000 principal amount that will be paid to holders who tendered by the early deadline.

Pricing was scheduled for 11 a.m. ET on Dec. 11.

The company also will pay accrued interest up to but excluding the settlement date, which is expected to be Dec. 12 for early tendered notes and Dec. 27 for any remaining tenders.

Tenders may not be withdrawn after the early deadline.

Anadarko said the reason for the tender offer is to reduce its outstanding debt and its future interest expenses.

Credit Agricole Securities (USA) Inc. (866 807-6030 or 212 261-7802) and Deutsche Bank Securities (866 627-0391 or 212 250-2955) are the dealer managers. D.F. King & Co., Inc. (888 605-1957, 212 269-5550 or apc@dfking.com) is the information agent and tender agent.

The Woodlands, Texas-based Anadarko Petroleum is an oil and gas exploration and production company.

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