HOUSTON, Aug. 31, 2016 /PRNewswire/ -- W&T
Offshore, Inc. (NYSE: WTI) (the "Company") today announced the
early participation results for its previously announced exchange
offer and consent solicitation to eligible holders of its
outstanding 8.500% Senior Notes due 2019 (the "Existing Notes") for
up to (i) 76,590,000 shares of common stock, par value $0.00001 per share, of the Company (the
"Shares"), (ii) $202.5 million
aggregate principal amount of its new Senior Second Lien PIK Toggle
Notes due 2020 (the "New Second Lien Notes") and (iii) $180.0 million aggregate principal amount of its
new Senior Third Lien PIK Toggle Notes due 2021 (the "New Third
Lien Notes" and, together with the New Second Lien Notes and the
Shares, the "New Securities") pursuant to the terms of the offering
memorandum and consent solicitation statement, as amended, and the
related letter of transmittal (together, the "Offering
Documents").
The Company has been informed by the information agent for the
exchange offer that, as of 5:00 p.m.,
New York City time, on
August 30, 2016, a total of
approximately $710.2 million, or
approximately 78.9%, of the outstanding aggregate principal amount
of Existing Notes were validly tendered.
The exchange offer and consent solicitation will expire at
5:00 p.m., New York City time, on September 1, 2016, unless extended or earlier
terminated by the Company. The act of tendering Existing Notes
pursuant to the exchange offer constitutes a consent to the
proposed amendment to the indenture governing the Existing
Notes. The exchange offer is conditioned on the satisfaction
or waiver of certain additional conditions, as described in the
Offering Documents. The exchange offer and consent solicitation for
the Existing Notes may be further amended, extended or
terminated.
The exchange offer and consent solicitation is only being made,
and copies of the Offering Documents will only be made available,
to holders of the Existing Notes who complete and submit an
eligibility form confirming that they are (1) "qualified
institutional buyers" within the meaning of Rule 144A under the
Securities Act of 1933, as amended (the "Securities Act"), or (2)
not "U.S. persons" and are outside of the
United States within the meaning of Regulation S under the
Securities Act (such persons, "eligible holders"). Holders
who desire to obtain and complete an eligibility form should
contact the information agent, D.F.
King & Co., Inc., at (877) 536-1561 (toll-free) or (212)
269-5550 (for banks and brokers), or via the following website:
www.dfking.com/wti.
Eligible holders are urged to carefully read the Offering
Documents before making any decision with respect to the exchange
offer and consent solicitation. None of the Company, the sole
dealer manager, the information agent or the exchange agent makes
any recommendation as to whether eligible holders should tender or
refrain from tendering their Existing Notes. Eligible holders
must make their own decision as to whether to tender Existing Notes
and, if so, the principal amount of Existing Notes to tender.
The New Securities offered by the Company have not been
registered under the Securities Act, or any state securities laws
and, unless so registered, may not be offered or sold in
the United States except pursuant
to an applicable exemption from the registration requirements of
the Securities Act and applicable state securities laws. The
exchange offer and consent solicitation is not being made to
holders of Existing Notes in any jurisdiction in which the making
or acceptance thereof would not be in compliance with the
securities, blue sky or other laws of such jurisdiction. This
press release is for informational purposes only and is not an
offer to purchase, a solicitation of an offer to purchase or a
solicitation of consents with respect to, any securities.
Evercore Group L.L.C. is acting as the sole dealer manager in
the Exchange Offer.
About W&T Offshore
W&T Offshore, Inc. is an independent oil and natural gas
producer with operations offshore in the Gulf of Mexico and has grown through
acquisitions, exploration and development. The Company
currently has working interests in approximately 54 fields in
federal and state waters (50 producing and four fields capable of
producing) and has under lease approximately 750,000 gross acres,
including approximately 450,000 gross acres on the Gulf of Mexico
Shelf and approximately 300,000 gross acres in the deepwater.
A majority of the Company's daily production is derived from wells
it operates. For more information on W&T Offshore, please
visit the Company's website at www.wtoffshore.com.
Forward-Looking Statements
This press release contains forward-looking statements within
the meaning of Section 27A of the Securities Act and Section 21E of
the Securities Exchange Act of 1934, as amended. These
forward-looking statements reflect the Company's current views with
respect to future events, based on what it believes are reasonable
assumptions. No assurance can be given, however, that these events
will occur. These statements are subject to risks and uncertainties
that could cause actual results to differ materially including,
among other things, market conditions, oil and gas price
volatility, uncertainties inherent in oil and gas production
operations and estimating reserves, unexpected future capital
expenditures, competition, the success of the Company's risk
management activities, governmental regulations, uncertainties and
other factors discussed in W&T Offshore's Annual Report on Form
10-K for the year ended December 31,
2015 and subsequent Form 10-Q reports found at www.sec.gov
or at the Company's website at www.wtoffshore.com under the
Investor Relations section. Investors are urged to consider closely
the disclosures and risk factors in these reports.
CONTACT:
|
Lisa
Elliott
|
Danny
Gibbons
|
|
Dennard Lascar
Associates
|
SVP &
CFO
|
|
lelliott@dennardlascar.com
|
investorrelations@wtoffshore.com
|
|
713-529-6600
|
713-624-7326
|
To view the original version on PR Newswire,
visit:http://www.prnewswire.com/news-releases/wt-offshore-announces-early-participation-results-for-exchange-offer-and-consent-solicitation-300320489.html
SOURCE W&T Offshore, Inc.