Whiting Petroleum seeks consents to amend three series Kodiak notes

By Marisa Wong

Madison, Wis., Oct. 6 – Whiting Petroleum Corp. is soliciting consents from holders of the $800 million 8 1/8% senior notes due 2019, $350 million 5½% senior notes due 2021 and $400 million 5½% senior notes due 2022 issued by Kodiak Oil & Gas Corp., according to a 424B5 filing with the Securities and Exchange Commission.

Whiting is seeking to amend each of the indentures governing the notes in connection with its acquisition of Kodiak.

Whiting is offering to issue an unconditional and irrevocable guarantee of the prompt payment of any amount owed to the holders of the Kodiak notes and any other amounts due under the terms of the indentures. The guarantee will be an unsecured unsubordinated obligation of Whiting and will rank pari passu with Whiting’s other general unsecured obligations.

The company is offering a consent payment of $2.50 for each $1,000 principal amount of notes to holders who deliver their consents prior to the expiration time at 5 p.m. ET on Oct. 17.

In order to adopt the proposed amendments to each indenture, the company must receive consents from holders of a majority in principal amount of notes under that indenture.

Holders of record as of 5 p.m. ET on Oct. 3 are eligible to participate.

J.P. Morgan Securities LLC (800 245-8812 or collect at 212 270-1200) is the solicitation agent. Global Bondholder Services Corp. (866 470-3800) is the information agent and tabulation agent.

Whiting is an independent oil and gas company based in Denver. Kodiak is an independent energy company also based in Denver.

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