Laredo launches tender offers, seeks consents for 2022, 2023 notes

By Marisa Wong

Los Angeles, Jan. 6 – Laredo Petroleum, Inc. said it has begun cash tender offers and consent solicitations for any or all of its outstanding $450 million of 5 5/8% senior notes due January 2022 and $350 million of 6¼% senior notes due March 2023.

The offer expires at 12:01 a.m. ET on Feb. 4.

Laredo is offering a total consideration of $1,006.30 for each $1,000 principal amount of 2022 notes and $1,015.63 per $1,000 principal amount of 2023 notes.

The total consideration includes an early tender premium of $50 for each $1,000 principal amount of notes tendered by 5 p.m. ET on Jan. 17, the early tender date.

Holders who tender their notes after the early tender date will only be eligible to receive the tender offer consideration, or the total consideration less the early tender premium. The tender offer consideration per $1,000 principal amount is $956.30 for the 2022 notes and $965.63 for the 2023 notes.

The company will also pay accrued interest up to but excluding the applicable settlement date.

In conjunction with the tender offer for each series of notes, the company is also soliciting consents from holders to amend some provisions of the indenture governing that series of notes to eliminate substantially all of the restrictive covenants and some events of default and to shorten the notice required to be given to holders in the case of a redemption to three business days from 30 days.

Holders may not tender their notes without delivering their consent under the related consent solicitation and may not deliver a consent without tendering their notes under the applicable tender offer.

The early settlement date for each series of notes is expected to occur on or about Jan. 24. Final settlement is slated for Feb. 5.

Neither tender offer is conditioned on the tender of a minimum amount of notes, the completion of the other tender offer or obtaining any required consents. However, the offers are conditioned on the company raising at least $830 million of net proceeds from a proposed senior notes offering.

In the event that the notes are not fully tendered under the tender offers, the company said it intends to use a portion of the proceeds from the new notes to redeem all 2022 notes outstanding on or around Feb. 5 and all 2023 notes outstanding on or after March 15.

The consent solicitations are conditioned on the receipt of consents from holders of a majority in principal amount of each series of existing notes.

Tenders may be withdrawn and consents may be revoked at any time prior to 5 p.m. ET on Jan. 17.

BofA Securities Inc. (888 292-0070 or 980 388-0539) is the dealer manager for the offer. Global Bondholder Services Corp. (212 430-3774 for banks and brokers or 866 470-3700 for all others) is the depositary and information agent.

Laredo is an energy company based in Tulsa, Okla.

© 2015 Prospect News.
All content on this website is protected by copyright law in the U.S. and elsewhere. For the use of the person downloading only.
Redistribution and copying are prohibited by law without written permission in advance from Prospect News.
Redistribution or copying includes e-mailing, printing multiple copies or any other form of reproduction.