CALGARY, Alberta – Cenovus Energy Inc. (TSX: CVE) (NYSE: CVE) today announced the pricing terms of its previously announced cash tender offer (the “Any and All Tender Offer”) for any and all of its outstanding 3.950% Notes due 2022 and its outstanding 3.000% Notes due 2022 (collectively, the “Any and All Notes”). The terms and conditions of the Any and All Tender Offer are described in the Offer to Purchase, dated September 9, 2021 (the “Offer to Purchase”). The Any and All Tender Offer will expire at 5:00 p.m., New York City time, today, September 15, 2021, unless extended or earlier terminated.
References in this news release to “$” are to United States dollars.
The applicable Reference Yield, Repurchase Yield and Total Consideration (each as defined more fully in the Offer to Purchase) with respect to the Any and All Tender Offer are detailed in the table below.
Title of Security |
CUSIP/ISIN | Initial Principal Amount |
U.S. Treasury Reference Security |
Reference Yield |
Fixed Spread |
Repurchase Yield |
Total Consideration(a) |
3.950% Notes due 2022 |
448055AJ2/ US448055AJ20 |
$500,000,000 | 2.25% UST due 4/15/2022 |
0.064% | +25 bps | 0.314% | $1,021.07 |
3.000% Notes due 2022 |
15135UAG4/ US15135UAG40 |
$500,000,000 | 1.5% UST due 8/15/2022 |
0.083% | +20 bps | 0.283% | $1,024.78 |
(a) Per $1,000 principal amount.
Upon consummation of the Any and All Tender Offer, Cenovus will pay the applicable Total Consideration (as shown in the table above for each series of Any and All Notes) for each $1,000 principal amount of such series of Any and All Notes validly tendered and accepted for payment, plus accrued and unpaid interest up to, but not including, September 16, 2021, the expected settlement date for the Any and All Tender Offer. The Total Consideration was calculated in the manner described in the Offer to Purchase by reference to a fixed spread specified in the table above plus the yield to maturity date based on the bid-side price of the applicable U.S. Treasury Reference Security specified in the table above at 2:00 p.m., New York City time, on September 15, 2021.
To receive the Total Consideration, holders of Any and All Notes must validly tender and not validly withdraw their Any and All Notes or timely comply with the guaranteed delivery procedures set forth in the Offer to Purchase prior to the expiration of the Any and All Tender Offer. Any and All Notes tendered may be withdrawn at any time prior to the expiration of the Any and All Tender Offer, by following the procedures described in the Offer to Purchase. Holders of Any and All Notes are urged to read carefully the Offer to Purchase before making any decision with respect to the Any and All Tender Offer.
Cenovus’s obligation to accept for payment and to pay for the Any and All Notes validly tendered in the Any and All Tender Offer is subject to the satisfaction or waiver of a number of conditions described in the Offer to Purchase. The Any and All Tender Offer may be terminated or withdrawn in whole or terminated or withdrawn with respect to any series of the Any and All Notes, subject to applicable law. Cenovus reserves the right, subject to applicable law, to (i) waive any and all conditions to the Any and All Tender Offer, (ii) extend or terminate the Any and All Tender Offer, or (iii) otherwise amend the Any and All Tender Offer in any respect.
Cenovus has retained J.P. Morgan Securities LLC, BofA Securities and MUFG Securities Americas Inc. as dealer managers (the “Dealer Managers”) for the Any and All Tender Offer. Cenovus has retained D.F. King & Co., Inc. as the tender and information agent for the Any and All Tender Offer. For additional information regarding the terms of the Any and All Tender Offer, please contact: J.P. Morgan Securities LLC at (866) 834-4666 (toll free) or (212) 834-3424 (collect); BofA Securities at (980) 387-3907 (collect) or MUFG Securities Americas Inc. at (877) 744-4532 (toll free) or (212) 834-3424 (collect) or (212) 405-7481 (toll free). Requests for documents and questions regarding the tendering of securities may be directed to D.F. King & Co., Inc. by telephone at (212) 269-5550 (for banks and brokers only) or (888) 605-1958 (for all others, toll-free), by email at cve@dfking.com or to the Dealer Managers at their respective telephone numbers.
This announcement is for information purposes only and does not constitute an offer to sell, a solicitation to buy or an offer to purchase or sell any securities. The Any and All Tender Offer is being made only pursuant to the Offer to Purchase and only in such jurisdictions as is permitted under applicable law.