Heritage Petroleum gives final results of tender offer for 2026 notes

By Rebecca Melvin

Concord, N.H., May 25 – Heritage Petroleum Co. Ltd. announced the final results of its April 27 cash tender offer and consent solicitation for any and all of the outstanding 9¾% senior notes due 2026 (ISINs: US896366AA98, USP9401BAA28) issued by its sole shareholder, Trinidad Petroleum Holdings Ltd., according to a company press release.

As of the expiration of the offer at 11:59 p.m. ET on May 24, a total of $537,189,000 principal amount, or 94.20%, of the outstanding notes, which are guaranteed by Heritage, Paria Fuel Trading Co. Ltd. and the Guaracara Refining Co. Ltd., had been validly tendered and not withdrawn. That amount includes $536,136,000 principal amount, or 94.02%, of the outstanding notes tendered prior to 5 p.m. ET on May 10, the early tender and consent date.

Holders that tendered their notes after the early tender and consent date but prior to the expiration date will receive a total consideration of $1,025.63 per $1,000 principal amount of tendered notes, plus accrued and unpaid interest up to but excluding the final settlement date, which is expected to be May 26.

Holders that had tendered their notes prior to the early settlement date received per $1,000 principal amount of notes an amount in cash equal to $1,075.63, which included an early tender participation payment of $50 per $1,000 principal amount, plus accrued and unpaid interest up to but excluding the early tender and consent date.

On the final settlement date, the company intends to issue a notice of redemption with respect to any notes that remain outstanding, and those notes are scheduled to be redeemed on June 28.

The tenders represent sufficient consents to effect all of the proposed amendments to the indenture governing the notes, the security agreement dated June 28, 2019 among Trinidad Petroleum, the guarantors, Guaracara and the collateral and intercreditor agent and some Trinidad and Tobago security documents.

As previously reported, Heritage sought to eliminate substantially all of the restrictive covenants and some events of default, amend the satisfaction and discharge provision of the indenture, provide a waiver for past defaults by Trinidad Petroleum, release Guaracara as a guarantor under the indenture and alter the definition of “excluded property” in the security agreement and Trinidad and Tobago security documents to include certain unused property that is immaterial to the business of the issuer and guarantors.

Credit Suisse Securities (USA) LLC (800 820-1653, 212 538-2147) is the dealer manager and solicitation agent for the offer.

D.F. King & Co., Inc. (800 431-9629 212, 269-5550, tph@dfking.com) is acting as the information agent.

Heritage is primarily engaged in exploration, development, production and marketing of crude oil. Its sole shareholder, the issuer of the 2026 notes, is an integrated national oil and gas company in Trinidad and Tobago whose ultimate parent is the government of Trinidad and Tobago.

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