Initial exchange offering

HF Sinclair Corporation and Holly Energy Partners, L.P. Announce Expiration and Final Results of Exchange Offers and Consent Solicitations for Outstanding Notes of the HEP Issuers

Retrieved on: 
Thursday, November 30, 2023

The settlement date of the Exchange Offers and Consent Solicitations (the “Settlement Date”) is expected to occur on or about December 4, 2023.

Key Points: 
  • The settlement date of the Exchange Offers and Consent Solicitations (the “Settlement Date”) is expected to occur on or about December 4, 2023.
  • Each series of New Notes will have substantially identical interest rate, interest payment dates, maturity date and redemption terms as the corresponding series of HEP Notes.
  • The complete terms and conditions of the Exchange Offers and Consent Solicitations are described in the Exchange Offer Memorandum.
  • Questions concerning the terms of the Exchange Offers or the Consent Solicitations should be directed to the lead dealer managers for the Exchange Offers and the solicitation agents for the Consent Solicitations:

Intercontinental Exchange, Inc. Announces Amendments to Private Exchange Offer and Consent Solicitation for Black Knight InfoServ, LLC’s Outstanding 3.625% Senior Notes Due 2028

Retrieved on: 
Friday, November 24, 2023

The Exchange Offer is being made only to holders of BK Notes who satisfy the eligibility conditions described under “Disclaimer” below.

Key Points: 
  • The Exchange Offer is being made only to holders of BK Notes who satisfy the eligibility conditions described under “Disclaimer” below.
  • King & Co., Inc., the information agent and exchange agent for the Exchange Offer and Consent Solicitation, at (866) 356-7813.
  • The Exchange Offer and Consent Solicitation are being made only pursuant to the Offering Memorandum, as amended hereby.
  • The complete terms and conditions of the Exchange Offer and Consent Solicitation are set forth in the Offering Memorandum, as amended hereby.

HF Sinclair Corporation and Holly Energy Partners, L.P. Announce Results of Early Participation in Exchange Offers and Consent Solicitations for Outstanding Notes of the HEP Issuers and Extension of the Early Participation Exchange Consideration

Retrieved on: 
Tuesday, November 14, 2023

Eligible Holders (as defined below) may no longer withdraw tendered HEP Notes or revoke consents, except as required by applicable law.

Key Points: 
  • Eligible Holders (as defined below) may no longer withdraw tendered HEP Notes or revoke consents, except as required by applicable law.
  • Currently, this is the same time and date as the Expiration Date (as defined below) for the Exchange Offers and Consent Solicitations.
  • In addition, HF Sinclair may amend the terms of any Exchange Offer without amending the terms of any other Exchange Offer.
  • Questions concerning the terms of the Exchange Offers or the Consent Solicitations should be directed to the dealer managers for the Exchange Offers and the solicitation agents for the Consent Solicitations:

HF Sinclair Corporation and Holly Energy Partners, L.P. Announce Results of Early Participation in Exchange Offers and Consent Solicitations for Outstanding Notes of the HEP Issuers and Extension of the Early Participation Exchange Consideration

Retrieved on: 
Tuesday, November 14, 2023

Eligible Holders (as defined below) may no longer withdraw tendered HEP Notes or revoke consents, except as required by applicable law.

Key Points: 
  • Eligible Holders (as defined below) may no longer withdraw tendered HEP Notes or revoke consents, except as required by applicable law.
  • Currently, this is the same time and date as the Expiration Date (as defined below) for the Exchange Offers and Consent Solicitations.
  • In addition, HF Sinclair may amend the terms of any Exchange Offer without amending the terms of any other Exchange Offer.
  • Questions concerning the terms of the Exchange Offers or the Consent Solicitations should be directed to the dealer managers for the Exchange Offers and the solicitation agents for the Consent Solicitations:

Microsoft Announces Expiration and Final Results of its Private Exchange Offers and Consent Solicitations

Retrieved on: 
Wednesday, November 15, 2023

The final settlement of the Exchange Offers is expected to take place on or about November 16, 2023 (the "Final Settlement").

Key Points: 
  • The final settlement of the Exchange Offers is expected to take place on or about November 16, 2023 (the "Final Settlement").
  • The Final Settlement Notes will be Microsoft's senior unsecured obligations and rank equally with Microsoft's other unsecured and unsubordinated debt from time to time outstanding.
  • King & Co., Inc. is acting as the Exchange Agent and Information Agent in connection with the Exchange Offers and Consent Solicitations.
  • You may also contact your broker, dealer, commercial bank, trust company or other nominee for assistance concerning the Exchange Offers.

Cazoo Launches Exchange Offer Relating to Existing Convertible Notes

Retrieved on: 
Friday, November 3, 2023

The obligation of the Company to complete the Exchange Offer is subject to certain conditions, including the receipt of Convertible Notes validly tendered (and not validly withdrawn) prior to the Expiration Deadline representing not less than 100% of the aggregate principal amount of Convertible Notes outstanding (the “Minimum Exchange Condition”).

Key Points: 
  • The obligation of the Company to complete the Exchange Offer is subject to certain conditions, including the receipt of Convertible Notes validly tendered (and not validly withdrawn) prior to the Expiration Deadline representing not less than 100% of the aggregate principal amount of Convertible Notes outstanding (the “Minimum Exchange Condition”).
  • If the Exchange Offer is not completed due to failure to satisfy the Minimum Exchange Condition, the Company will implement the Exchange Offer through an English restructuring plan or scheme of arrangement rather than through this Exchange Offer (a “Scheme Transaction”).
  • As a result, if holders of the Convertible Notes do not tender their Convertible Notes in the Exchange Offer or if the Exchange Offer is not completed due to the failure to satisfy the Minimum Exchange Condition, holders of Convertible Notes, subject to the sanction of the English court, will likely still be exchanged into the Offered Securities pursuant to a Scheme Transaction.
  • Requests for the Offering Memorandum and other documents relating to the Exchange Offer may be directed to U.S. Bank Trust Company, National Association, the exchange agent and information agent for the Exchange Offer, toll free at (800) 934-6802.

HF Sinclair Corporation and Holly Energy Partners, L.P. Announce Commencement of Private Exchange Offers and Consent Solicitations by HF Sinclair Corporation for Outstanding Notes of Holly Energy Partners, L.P. and Holly Energy Finance Corp.

Retrieved on: 
Monday, October 30, 2023

Eligible Holders of HEP Notes that tender such HEP Notes will be deemed to have given consent to the Proposed Amendments (in respect of the applicable series of HEP Notes tendered).

Key Points: 
  • Eligible Holders of HEP Notes that tender such HEP Notes will be deemed to have given consent to the Proposed Amendments (in respect of the applicable series of HEP Notes tendered).
  • Eligible Holders will not be permitted to tender their HEP Notes without delivering consents or to deliver consents without tendering their HEP Notes.
  • A valid withdrawal of tendered HEP Notes will also constitute the revocation of the related consent with respect to the applicable HEP Indenture.
  • In addition, HF Sinclair may amend the terms of any Exchange Offer without amending the terms of any other Exchange Offer.

HF Sinclair Corporation and Holly Energy Partners, L.P. Announce Commencement of Private Exchange Offers and Consent Solicitations by HF Sinclair Corporation for Outstanding Notes of Holly Energy Partners, L.P. and Holly Energy Finance Corp.

Retrieved on: 
Monday, October 30, 2023

Eligible Holders of HEP Notes that tender such HEP Notes will be deemed to have given consent to the Proposed Amendments (in respect of the applicable series of HEP Notes tendered).

Key Points: 
  • Eligible Holders of HEP Notes that tender such HEP Notes will be deemed to have given consent to the Proposed Amendments (in respect of the applicable series of HEP Notes tendered).
  • Eligible Holders will not be permitted to tender their HEP Notes without delivering consents or to deliver consents without tendering their HEP Notes.
  • A valid withdrawal of tendered HEP Notes will also constitute the revocation of the related consent with respect to the applicable HEP Indenture.
  • In addition, HF Sinclair may amend the terms of any Exchange Offer without amending the terms of any other Exchange Offer.

Microsoft Announces Results of Early Participation in Private Exchange Offers and Consent Solicitations

Retrieved on: 
Saturday, October 28, 2023

Each Exchange Offer and Consent Solicitation is conditioned upon the completion of the other Exchange Offers and Consent Solicitations, although Microsoft may waive such condition at any time with respect to an Exchange Offer.

Key Points: 
  • Each Exchange Offer and Consent Solicitation is conditioned upon the completion of the other Exchange Offers and Consent Solicitations, although Microsoft may waive such condition at any time with respect to an Exchange Offer.
  • Any waiver of a condition by Microsoft with respect to an Exchange Offer will automatically waive such condition with respect to the corresponding Consent Solicitation.
  • Microsoft, in its sole discretion, may terminate, withdraw, amend or extend any of the Exchange Offers, subject to the terms and conditions set forth in the Offering Memorandum and Consent Solicitation Statement.
  • The Exchange Offers and Consent Solicitations will expire at 5:00 p.m., New York City time, on November 14, 2023, unless extended (the "Expiration Date").

Gran Tierra Energy Inc. Announces Issuance of New 9.500% Senior Secured Amortizing Notes Due 2029 as part of the Previously Announced Exchange Offers

Retrieved on: 
Monday, October 23, 2023

CALGARY, Alberta, Oct. 23, 2023 (GLOBE NEWSWIRE) -- Gran Tierra Energy Inc. (“Gran Tierra” or the “Company”) (NYSE American:GTE) (TSX:GTE) (LSE:GTE) today announced the issuance of US$487,590,000 aggregate principal amount of its 9.500% Senior Secured Amortizing Notes due 2029 (the “New Notes”) as part of its previously announced offers to exchange (such offers, the “Exchange Offers”) the 6.250% Senior Notes due 2025 (the “2025 Notes”), issued by Gran Tierra Energy International Holdings Ltd., and the 7.750% Senior Notes due 2027 (the “2027 Notes”), issued by the Company.

Key Points: 
  • CALGARY, Alberta, Oct. 23, 2023 (GLOBE NEWSWIRE) -- Gran Tierra Energy Inc. (“Gran Tierra” or the “Company”) (NYSE American:GTE) (TSX:GTE) (LSE:GTE) today announced the issuance of US$487,590,000 aggregate principal amount of its 9.500% Senior Secured Amortizing Notes due 2029 (the “New Notes”) as part of its previously announced offers to exchange (such offers, the “Exchange Offers”) the 6.250% Senior Notes due 2025 (the “2025 Notes”), issued by Gran Tierra Energy International Holdings Ltd., and the 7.750% Senior Notes due 2027 (the “2027 Notes”), issued by the Company.
  • Gary Guidry, President and Chief Executive Officer of Gran Tierra, commented:
    “We are very pleased with the successful completion of the Exchange Offers which we believe is highly beneficial for both Gran Tierra and our stakeholders.
  • The New Notes also reduce Gran Tierra’s refinancing risk by flattening the debt principal repayments by amortizing the repayments over a longer period.
  • Strengthened Balance Sheet and Overall Debt Reduction: The $60 million of cash deployed as part of the Exchange Offers reduces Gran Tierra’s overall gross debt.