By Susanna Moon
Chicago, Feb. 13 Petroleos Mexicanos said it issued $1,828,663,000 principal amount of new bonds due 2048 in exchange for two note series in the offer that ended at 5 p.m. ET on Feb. 7.
The issuer also paid $10,164,714.68 of accrued interest.
As announced Feb. 1 the issuer also is tendering for several more issues, including a waterfall tender offer with a cap that consists of the maximum aggregate purchase price including accrued interest.
Pemex priced $4 billion of senior notes in two tranches due 2028 and 2048 on Feb. 1, with $2.5 billion of 5.35% notes due Feb. 12, 2028 at par and $1.5 billion of 6.35% notes due Feb. 12, 2048 at par.
Including the notes to be issued in the exchange, the aggregate principal amount of 2048 bonds to be issued will be $3,328,663,000, according to a company update on Friday.
In the exchange, the company was offering to issue new securities due 2048 under two separate private offers for holders who are qualified institutional buyers under Rule 144A or non-U.S. persons under Rule 902.
Proceeds of the 5.35% notes will be used to fund the tender offers with any remainder to finance the companys investment program and for working capital. For the 2048 bonds, proceeds will be used to finance the tenders with any remainder for general corporate purposes, including the repayment of debt.
Holders had tendered for exchange the following amount of notes, with the exchange value consisting of new bonds due 2048 for each $1,000 principal amount:
$952,454,000 of $2,658,039,000 5½% bonds due 2044 with an exchange value of $926.25; and
$1,021,065,000 of $3 billion 5 5/8% bonds due 2046 with an exchange value of $927.50.
In exchange, Pemex will issue $881,899,000 of new bonds due 2048 for the 5½% bonds and $946,764,000 of new bonds due 2048 for the 5 5/8% bonds.
For the 5½% bonds, $2.66 million remains under guaranteed delivery procedures.
The offers were contingent on completion of the corresponding retail tender offer as well as the issue of new notes.
Global Bondholder Services Corp. (866 470-4500 or 212 430-3774) is the information agent and exchange agent.
Retail tenders
Pemex said that in order to comply with rules for abbreviated exchange offers, it was required to hold a concurrent offer to purchase those same bonds for cash in retail tender offers from holders who are not eligible for the exchange.
Holders who are eligible to participate in the exchange cannot take part in the retail offers, the release noted.
The retail tender offers also ended at 5 p.m. ET on Feb. 7 with settlement slated for Feb. 12.
Holders had tendered $2,052,000 the 5½% bonds due 2044 and $2,488,000 of the 5 5/8% bonds due 2046.
The company said it paid $4,208,285 to fund the tender offer, including notes tendered through the guaranteed delivery procedures.
Holders also received accrued interest of $21,493.86.
In the tender, the company was offering to purchase up to $100 million of each series of notes at a price for each $1,000 principal amount of $926.25 for the 5½% bonds and $927.50 for the 5 5/8% bonds.
The offers were contingent on completion of the corresponding exchange offer as well as the issue of new notes.
Global Bondholder Services Corp. (866 470-4500, 212 430-3774 or gbsc-usa.com/Pemex/) is the information agent and tender agent.
More tender offers
The third liability management transaction consists of five separate offers to purchase for cash any and all of two series of notes as well as waterfall tender offers for an aggregate purchase price of up to $400 million for three more note issues.
Along with the any and all offers, Pemex said it is soliciting consents to amend the notes to shorten the minimum call notice.
The tender offers and consent solicitation will remain open until 11:59 p.m. ET on March 1.
Tendered notes may be withdrawn before 5 p.m. ET on Feb. 14.
In the any and all offers, the total purchase price for each $1,000 principal amount will be as follows:
$1,009.64 for the $327,409,000 3 1/8% notes due 2019; and
$1,029.64 for the $750 million 5½% notes due 2019.
For the waterfall offers, the total purchase price for each $1,000 principal amount will be as follows, with the notes listed in order of priority acceptance levels:
$1,065.92 for the $1,312,275,000 8% notes due 2019 with a maximum series cap of $100 million, unchanged;
$1,065.96 for the $1 billion 6% notes due 2020 with a maximum series cap of $200 million, increased from $100 million; and
$1,017.50 for the $1.5 billion 3½% notes due 2020 with a maximum series cap of $600 million increased from $200 million.
The issuer previously said it increased the waterfall tender cap in the offers for the three series to $900 million from $400 million.
For each series, the total purchase price includes an early tender premium of $30.00 per $1,000 principal amount of notes tendered before the early deadline of 5 p.m. ET on Feb. 14.
Global Bondholder Services Corp. (866 470-4500) is the depositary and information agent for the tender offers and consent solicitation.
Citigroup Global Markets Inc. (800 558-3745 or 212 723-6106) and BofA Merrill Lynch (888 292-0700 or 646 855-8998) are the dealer managers.
Pemex is a Mexico City-based oil and gas company.
New exchange notes
| Issuer: | Petroleos Mexicanos
|
| Issue: | Bonds
|
| Amount: | $1,828,663,000
|
| Maturity: | Feb. 12, 2048
|
| Coupon: | 6.35%
|
| Settlement date: | Feb. 12
|
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