HUNT OIL COMPANY OF PERU L.L.C., SUCURSAL DEL PERÚ EXTENDS DEADLINES FOR TENDER OFFERS
All Other Terms and Conditions for Tender Offers Remain Unchanged
LIMA, Peru, April 7, 2025 /PRNewswire/ -- Hunt Oil Company of Peru L.L.C., Sucursal del Perú ("HOCP") announced today that it has extended the Expiration Time (as defined below) with respect to its previously announced tender offers for cash (the "Offers") for any and all of its outstanding 6.375% Trust Enhanced Senior Notes due 2028 (CUSIP Nos.: Rule 144A: 445640 AB1, Regulation S: P5300P AB9), (ISINs: Rule 144A: US445640AB18, Regulation S: USP5300PAB96) (the "2028 Notes") and 8.550% Trust Enhanced Senior Notes due 2033 (CUSIP Nos.: Rule 144A: 445640 AC9, Regulation S: P5300P AC7), (ISINs: Rule 144A: US445640AC90, Regulation S: USP5300PAC79) (the "2033 Notes" and together with the 2028 Notes, the "Notes"), in each case in the manner described below.
The Offers will now expire at 8:00 a.m., New York City time (7:00 a.m., Lima time) on April 8, 2025 (as extended, and as may be further extended, the "Expiration Time").
The Offers were made pursuant to the Offer to Purchase, dated March 31, 2025 (the "Offer to Purchase"), and the related Notice of Guaranteed Delivery (as these terms are defined in the Offer to Purchase and, collectively, the "Offer Documents"), which set forth the terms and conditions of the Offers. In order to be eligible to receive the Consideration set forth in the table below, Holders of each series of Notes must validly tender their Notes at or prior to the Expiration Time, and such tender or delivery must not be validly withdrawn at or before 8:00 a.m., New York City time (7:00 a.m., Lima time) on April 8, 2025 (the "Withdrawal Date") unless the applicable offer is extended or earlier terminated by HOCP in its sole discretion, subject to applicable law. Tenders of Notes may be withdrawn at any time at or prior to the Withdrawal Date. Notes validly tendered and accepted for purchase will be paid for on April 14, 2025 (the "Settlement Date"), which is the fourth business day after the Expiration Time, plus accrued and unpaid interest from the last interest payment date for each series of Notes to, but not including, the Settlement Date.
The complete terms and conditions of the Offers are described in the Offer to Purchase, as amended or supplemented from time to time, and the related Notice of Guaranteed Delivery. Except as set forth herein, all other terms and conditions of the Offers remain unchanged. All capitalized terms used but not defined herein shall have the same meaning ascribed to them in the Offer to Purchase.
As of 5:00 p.m., New York City time, on April 4, 2025, according to information provided by Global Bondholders Services Corporation, the information and tender agent for the Offers, the original principal amounts of the Notes listed in the table below have been tendered and not withdrawn, representing 51.17% of the 2028 Notes and 63.51% of the 2033 Notes.
Description Security | CUSIP No. | ISIN | Aggregate | Aggregate Principal | Original | Consideration | Scaling |
6.375% | 144A: Reg S: | 144A: Reg S: | U.S.$261,492,000 | U.S.$184,613,352 | U.S.$133,801,000 | U.S.$1,025.00 | 70.60 % |
8.550% | 144A: Reg S: | 144A: Reg S: | U.S.$500,000,000 | U.S.$500,000,000 | U.S.$317,572,000 | U.S.$1,132.50 | N/A |
(1) | Excludes U.S.$1,800,000 aggregate original principal amount of 2033 Notes tendered pursuant to guaranteed delivery procedures described in the Offer Documents. |
(2) | The Consideration for the 2028 Notes will be the amount set forth in the table above multiplied by the current scaling factor of 70.60% (the "Scaling Factor"). The Scaling Factor results from the fact that the 2028 Notes have been partially amortized. |
HOCP has engaged BofA Securities, Inc., Citigroup Global Markets Inc., Credicorp Capital Sociedad Agente de Bolsa S.A. and J.P. Morgan Securities LLC as the Dealer Managers for the Offers. Persons with questions regarding the Offers should contact BofA Securities, Inc. at +1 (888) 292-0070 (toll-free), +1 (646) 855-8988 (collect), Citigroup Global Markets Inc. at +1 800-558-3745 (toll-free), +1 212-723-6106 (collect), Credicorp Capital Sociedad Agente de Bolsa S.A. at +51 (1) 416-3333 (Ext. 36099) (collect) and J.P. Morgan Securities LLC at +1 (866) 846-2874 (toll-free), +1 (212) 834-7279 (collect).
Copies of the Offer Documents are available at the following web address: https://www.gbsc-usa.com/huntoil, or may also be obtained from Global Bondholder Services Corporation, the Information and Tender Agent for the Offers, by contacting Global Bondholder Services Corporation at +1 (855) 654-2015 (toll-free) or +1 (212) 430-3774 (collect), or email contact@gbsc-usa.com.
No Offer or Solicitation
This press release is for informational purposes only and does not constitute an offer to purchase the Notes or any securities and it is not soliciting an offer to sell the Notes or any securities of HOCP. HOCP has neither obtained any commitments to purchase, nor entered into any agreements, to sell any securities. The Offers are being made solely by means of, and pursuant to the terms of, the Offer to Purchase and the related Notice of Guaranteed Delivery. The Offer to Purchase has not been filed with, and has not been approved or reviewed by any federal or state securities commission or regulatory authority of any country. No authority has passed upon the accuracy or adequacy of the Offer to Purchase or any other documents related to the Offers, and it is unlawful and may be a criminal offense to make any representation to the contrary. In those jurisdictions where the securities, blue sky or other laws require any tender offer to be made by a licensed broker or dealer, the Offers will be deemed to be made on behalf of HOCP by one or more registered brokers or dealers licensed under the laws of such jurisdiction.
None of HOCP, the Dealer Managers, the Information and Tender Agent or the Trustee for the Notes, or any of their respective affiliates, makes any recommendation in connection with the Offers. Holders must make their own decisions as to whether to tender their Notes, and, if so, the principal amount of Notes to tender. None of HOCP, the Dealer Managers, the Information and Tender Agent or the Trustee for the Notes, or any of their respective affiliates, has authorized any person to give any information or to make any representation in connection with the Tender Offers other than the information and representations contained in the Offer to Purchase.
Please refer to the Offer Documents for a description of offer terms, conditions, disclaimers and other information applicable to the Offers.
Cautionary Statement Regarding Forward-Looking Statements
Certain statements in this release constitute forward-looking statements under the Private Securities Litigation Reform Act of 1995. These statements include, but are not limited to: statements regarding the timing of the payment for the tendered Notes; and any assumptions underlying any of the foregoing. Words such as "anticipate," "believe," "could," "driving," "estimate," "expect," "goal," "intend," "may," "plan," "project," "seek," "should," "will," "would," and similar expressions are intended to help identify forward-looking statements. Forward-looking statements reflect management's current expectations, are based on judgments, are inherently uncertain and are subject to risks, uncertainties and other factors, which could cause our actual results, performance or achievements to differ materially from the future results, performance or achievements expressed or implied in those forward-looking statements. Undue reliance should not be placed on the forward-looking statements in this release, which are based on information available to us on the date hereof. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
About HOCP
HOCP is part of the Camisea Consortium and holds a 25.2% interest in the License Contracts related to one of the largest natural gas producing fields in Peru, the Camisea Fields, which include Block 88 and Block 56 in the Ucayali Basin of Peru. Block 88 is the largest source of natural gas production in Peru and also contains the largest number of Proved Reserves and Probable Reserves in Peru, while Block 56 is the second largest in Peru in terms of natural gas production and third in terms of Proved and Probable Reserves levels. As a result of its 25.2% interest in the Camisea Consortium, HOCP also holds a 25.2% interest in each of the facilities related to the Camisea Fields, including the Malvinas Plant, a natural gas processing plant near the Camisea Fields and the Pisco Plant, a liquids fractionation facility near Pisco, Peru on the Pacific coast.
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SOURCE Hunt Oil Company of Peru L.L.C.