Denbury Announces Pricing and Upsizing of Its Senior Subordinated Notes Offering
17 April 2014 - 8:15AM
Denbury Resources Inc. (NYSE:DNR) ("Denbury" or the "Company")
today announced that it has priced its public offering of senior
subordinated notes due May 2022 and increased the size of the
offering from $1.1 billion to $1.25 billion aggregate principal
amount of notes. The notes will bear interest at a rate of 5.5% and
are being sold at 100% of the principal amount. Denbury expects the
issuance and delivery of the senior subordinated notes to occur on
April 30, 2014, subject to customary closing conditions.
The net proceeds from the offering will be used primarily to
fund the repurchase of all $996.3 million aggregate outstanding
principal amount of Denbury's 8ΒΌ% Senior Subordinated Notes due
2020 ("2020 Notes"), for which a tender offer and consent
solicitation was announced earlier today ("Tender Offer"). To the
extent the Company purchases less than all of the outstanding 2020
Notes in the Tender Offer or the Tender Offer is not consummated
for any reason, pursuant to the make-whole provision in the
indenture governing the 2020 Notes in connection with a
satisfaction and discharge of such indenture, the Company intends
to use the net proceeds from the offering to redeem the 2020 Notes
not purchased in the Tender Offer. The remaining net proceeds from
the offering will be used by Denbury to reduce borrowings under its
bank credit facility and for general corporate purposes.
Wells Fargo Securities, BofA Merrill Lynch, Credit Suisse
Securities, J.P. Morgan, Credit Agricole Securities, and RBC
Capital Markets are acting as joint book-running managers for this
senior subordinated notes offering. When available, a copy of the
final prospectus for the offering may be obtained on the SEC's
website at www.sec.gov. Alternatively, the underwriters will
arrange to send you the prospectus upon request to: Wells Fargo
Securities at 550 South Tryon St., 7th Floor, Charlotte, NC 28202,
Attn: Client Support or by email at cmclientsupport@wellsfargo.com
or by calling (800) 326-5897; BofA Merrill Lynch at 222 Broadway,
11th Floor, New York, NY 10038, Attn: Prospectus Department or by
email at dg.prospectus_requests@baml.com; Credit Suisse Securities
at One Madison Avenue, New York, NY 10010, Attn: Prospectus
Department or by calling (800) 221-1037 or by email at
newyork.prospectus@credit-suisse.com; or J.P. Morgan c/o Broadridge
Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717 or
by calling (866) 803-9204.
This news release is neither an offer to sell nor a solicitation
of an offer to buy any securities and shall not constitute an
offer, solicitation or sale in any jurisdiction in which such
offer, solicitation or sale would be unlawful. Such an offer can
only be made by delivery of a prospectus that has been filed with
the SEC. The Tender Offer announced today is being made pursuant to
an Offer to Purchase and Consent Solicitation Statement, dated
April 16, 2014, and related Letter of Transmittal and Consent.
Under no circumstances shall this press release constitute an offer
to buy or the solicitation of an offer to sell the 2020 Notes.
Denbury is a growing, dividend-paying, domestic oil and natural
gas company. The Company's primary focus is on enhanced oil
recovery utilizing carbon dioxide, and its operations are focused
in two key operating areas: the Gulf Coast and Rocky Mountain
regions. The Company's goal is to increase the value of
acquired properties through a combination of exploitation, drilling
and proven engineering extraction practices, with the most
significant emphasis relating to tertiary recovery operations.
This news release, other than historical financial information,
contains forward-looking statements that involve risks and
uncertainties including risks and uncertainties detailed in the
prospectus contained in the registration statement referred to
above and in Denbury's filings with the Securities and Exchange
Commission, including Denbury's most recent report on Form 10-K.
These risks and uncertainties are incorporated by this reference as
though fully set forth herein. These statements are based on
engineering, geological, financial and operating assumptions that
management believes are reasonable based on currently available
information; however, management's assumptions and Denbury's future
performance are both subject to a wide range of business risks, and
there is no assurance that Denbury's goals and performance
objectives can or will be realized. Actual results may vary
materially. In addition, any forward-looking statements represent
Denbury's estimates only as of today and should not be relied upon
as representing its estimates as of any future date. Denbury
assumes no obligation to update its forward-looking statements.
CONTACT: DENBURY CONTACTS:
Phil Rykhoek, President and CEO, 972.673.2000
Mark Allen, Senior Vice President and CFO, 972.673.2000
Jack Collins, Executive Director, Finance and Investor
Relations, 972.673.2028
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