DENVER, Dec. 5, 2017 /PRNewswire/ — Bill Barrett Corporation (the “Company”) (NYSE: BBG) announced today that it has agreed to a privately negotiated exchange with certain holders (the “Exchanging Holders”) of the Company’s 7.0% Senior Notes due 2022 (the “7.0% Notes”) pursuant to which the Exchanging Holders have agreed to exchange $50 million aggregate principal amount of the 7.0% Notes for a number of newly issued shares of the Company’s common stock, plus cash in respect of accrued and unpaid interest (the “Debt Exchange”). The number of shares exchanged will be calculated based on the volume-weighted average price of trading on December 6, 2017 and the value of the bonds will be at 102% of par. Closing of the Debt Exchange is subject to certain conditions, and is expected to occur after the supplemental indentures (the “Supplemental Indentures”) effecting the Proposed Amendments (as defined below) to the indentures governing the Senior Notes are executed and become effective.
In addition, the Company expects to launch consent solicitations (the “Consent Solicitations”) on or about December 7, 2017 pursuant to which it will seek consents from holders of the 7.0% Notes and holders of the Company’s 8.75% Senior Notes due 2025 (together with the 7.0% Notes, the “Senior Notes”) to amend each of the indentures governing the Senior Notes to, among other things, amend the defined term “Change of Control” in each of the indentures to provide that the Company’s previously announced transaction with Fifth Creek Energy, LLC and transactions relating thereto will not constitute a Change of Control thereunder (collectively, such amendments, the “Proposed Amendments”). To become effective with respect to any series of Senior Notes, the Proposed Amendments must be approved by at least a majority of the then-outstanding aggregate principal amount of the Senior Notes governed by the applicable indenture (the “Requisite Consents”).
The Company expects to pay a consent fee equal to $2.50 per $1,000 principal amount of Senior Notes for consents validly delivered and not validly revoked upon the execution and effectiveness of the applicable Supplemental Indenture.
Certain holders holding a majority of the outstanding aggregate principal amount of each series of Senior Notes have agreed to deliver consents in the Consent Solicitations with respect to all Senior Notes held thereby. As such, the Company expects that upon delivery of such consents, the consents necessary to achieve the Requisite Consents will be obtained.