CALGARY, Alberta – Cenovus Energy Inc. (TSX: CVE) (NYSE: CVE) today announced the expiration and results of the previously announced consent solicitation (the “Consent Solicitation”) and receipt of the consents necessary to effect an amendment to the pledge agreement (the “2037 Notes Pledge Agreement”) in respect of Cenovus’s outstanding 6.80% Notes due 2037 (the “2037 Notes”). The 2037 Notes were issued under an indenture, dated as of September 11, 2007 (as supplemented and amended, the “Indenture”) between Cenovus (as successor by amalgamation to Husky Energy Inc. (“Husky”)) and Wells Fargo Bank, National Association (as successor trustee to The Bank of Nova Scotia Trust Company of New York) (the “Trustee”). The Indenture also governs the outstanding 4.40% Notes due 2029 (the “2029 Notes”), 4.00% Notes due 2024 (the “2024 Notes”) and 3.95% Notes due 2022 (the “2022 Notes”) of Cenovus (in each case, originally issued by Husky).
Subject to the terms and conditions described in Cenovus’s Consent Solicitation Statement, dated April 12, 2021 (the “Solicitation Statement”), Cenovus solicited consents from the holders of the 2037 Notes as of the Record Date (as defined in the Solicitation Statement) (“Holders”) to conform the 2037 Notes Pledge Agreement to the pledge agreements in respect of the 2029 Notes and the 2024 Notes (the “Amendment”).
In conjunction with receiving the requisite consents, Cenovus will promptly execute and deliver an amendment to the 2037 Notes Pledge Agreement, pursuant to which the Amendment will become operative. Except for the Amendment, all of the existing terms of the 2037 Notes, the Indenture and the 2037 Notes Pledge Agreement will remain unchanged.
Cenovus will pay the consent payment detailed in the table below to the Holders whose consents were validly delivered (and not revoked) prior to the expiration of the Consent Solicitation, as early as April 21, 2021 subject to the terms and conditions described in the Solicitation Statement. The 2037 Notes are currently rated Baa3 with a negative outlook and BBB- with a stable outlook by Moody’s and S&P Global Ratings, respectively. Cenovus does not expect that the Amendment will affect these ratings.
|Outstanding Aggregate Principal Amount||Consent
|$386,773,000||$1.00 per $1,000 principal amount of the 2037 Notes|
No Consents were solicited from holders of the 2029 Notes, the 2024 Notes or the 2022 Notes, and the Amendment has no effect on any of these series of notes.
This announcement is for information purposes only and is neither an offer to sell nor a solicitation of an offer to buy any 2037 Notes or any other securities.
References in this news release to “dollars” or “$” are to United States dollars.