CALGARY, Alberta – Cenovus Energy Inc. (TSX: CVE) (NYSE: CVE) today announced that its previously announced cash tender offer (the “Any and All Tender Offer”) for any and all of its outstanding 3.950% Notes due 2022 (the “3.950% Notes”) and 3.000% Notes due 2022 (the “3.000% Notes” and, together with the 3.950% Notes, the “Any and All Notes”) (CUSIP Nos. 448055AJ2 and 15135UAG4, respectively) expired at 5:00 p.m., New York City time, on September 15, 2021. According to information provided by D.F. King & Co., Inc., the tender and information agent for the Any and All Tender Offer, $252,644,000 aggregate principal amount of the 3.950% Notes and $294,017,000 aggregate principal amount of the 3.000% Notes were validly tendered and not validly withdrawn prior to or at the expiration of the Any and All Tender Offer. This amount excludes $1,273,000 aggregate principal amount of the 3.950% Notes and $29,464,000 aggregate principal amount of the 3.000% Notes tendered pursuant to the guaranteed delivery procedures described in the Offer to Purchase, dated September 9, 2021 (the “Offer to Purchase”), and the related notice of guaranteed delivery provided in connection with the Any and All Tender Offer, which remain subject to the holders’ performance of the delivery requirements under such procedures. The obligation of Cenovus to accept any Any and All Notes tendered and to pay the consideration for the Any and All Notes is subject to satisfaction or waiver of certain conditions and other terms set forth solely in the Offer to Purchase. If the conditions are satisfied or waived, Cenovus expects to pay for such Any and All Notes on September 16, 2021 (the “Any and All Settlement Date”).
References in this news release to “$” are to United States dollars.
Holders of Any and All Notes that validly tendered and did not validly withdraw their Any and All Notes prior to the expiration of the Any and All Tender Offer will receive total consideration of $1,021.07 for each $1,000 principal amount of 3.950% Notes and $1,024.78 for each $1,000 principal amount of 3.000% Notes tendered and accepted for payment, in each case plus accrued and unpaid interest up to but not including the Any and All Settlement Date.
Cenovus intends to fund the purchase of the Any and All Notes with a portion of the proceeds from its recently completed notes offering, which closed on September 13, 2021, and cash on hand.
Cenovus has retained J.P. Morgan Securities LLC and 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) 405-7481 (collect). 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 email@example.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.