Clayton Williams Energy, Inc. Announces Expiration and Final Results of Tender Offer for Its 7.75% Senior Notes due 2019
30 Agosto 2016 - 9:00AM
Business Wire
Clayton Williams Energy, Inc. (NYSE: CWEI) (the “Company” or
“we”) announced today the expiration and final results of the
previously announced cash tender offer (the “Tender Offer”) for up
to $100,000,000 aggregate principal amount (the “Tender Cap”) of
its outstanding 7.75% Senior Notes due 2019 (CUSIP No. 969490AE1)
(the “Notes”). The Tender Offer expired at 11:59 p.m., New York
City time, on August 29, 2016 (the “Expiration Time”). The Tender
Offer was made pursuant to the Offer to Purchase, dated July 28,
2016 (as amended, the “Offer to Purchase”), and the related letter
of transmittal.
According to the Depositary for the Tender Offer, $131,462,000
in aggregate principal amount of Notes were validly tendered and
not withdrawn in the Tender Offer. Because the aggregate amount of
Notes validly tendered and not withdrawn as of the Expiration Time
was greater than the Tender Cap, the Company accepted Notes validly
tendered in the Tender Offer on a prorated basis as described in
the Offer to Purchase. The Company accepted for purchase
$100,000,000 in aggregate principal amount of Notes validly
tendered and not withdrawn at a purchase price of $947.50 per
$1,000 principal amount (the “Total Consideration”), which included
an “Early Tender Premium” of $30.00 for each $1,000 principal
amount of Notes so purchased and was determined pursuant to a
modified “Dutch Auction” procedure more fully described in the
Offer to Purchase. All Notes so purchased in the Tender Offer will
be retired.
The Company will deposit with the Depository Trust Company later
today the amount of cash necessary to pay for all Notes that are
accepted for payment, which payment will include accrued and unpaid
interest to, but not including, the date the Notes are
purchased.
The complete terms and conditions of the Tender Offer are
described in the Offer to Purchase, copies of which may be obtained
from D.F. King & Co., Inc., the tender agent and information
agent for the Tender Offer, by calling (877) 732-3617 (U.S.
toll-free) or, for banks and brokers, (212) 269-5550.
The Company has retained Goldman, Sachs & Co. to act as the
dealer manager in connection with the Tender Offer. Questions
regarding the terms of the Tender Offer may be directed to the
Liability Management Group of Goldman, Sachs & Co. by calling
(800) 828-3182 (U.S. toll-free).
This announcement is not an offer to purchase or a solicitation
of an offer to sell with respect to any securities. The Tender
Offer was made solely by the Offer to Purchase. The Tender Offer
was not made to holders of 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.
Clayton Williams Energy, Inc., incorporated in Delaware in 1991,
is an independent oil and gas company engaged in the exploration
for and production of oil and natural gas primarily in Texas and
New Mexico. We are an oil and gas operator with a strategic focus
on developmental drilling in prolific oil shale provinces. We have
significant holdings in two of the major oil shale plays in the
United States, being the Wolfcamp Shale in the Southern Delaware
Basin of West Texas and the Eagle Ford Shale in the Giddings Area
of East Central Texas. Additional information may be found
at www.claytonwilliams.com. The information on our website is
not part of the Offer to Purchase.
Cautionary Statements:
Various statements in this press release, including those that
express a belief, expectation or intention, may be considered
forward-looking statements (as defined in Section 21E of the
Securities Exchange Act of 1934, as amended) that involve risks and
uncertainties that could cause actual results to differ materially
from projected results. Accordingly, investors should not place
undue reliance on forward-looking statements as a prediction of
actual results. The forward-looking statements may include
projections and estimates concerning the timing and success of
specific projects and our future production, revenues, income and
capital spending. When we use the words “believe,” “intend,”
“expect,” “may,” “should,” “anticipate,” “could,” “estimate,”
“plan,” “predict,” “project,” or their negatives, or other similar
expressions, the statements which include those words are usually
forward-looking statements. When we describe strategy that involves
risks or uncertainties, we are making forward-looking
statements. The forward-looking statements in this press
release, if any, speak only as of the date of this press release.
We specifically disclaim all responsibility to publicly update any
information contained in a forward-looking statement or any
forward-looking statement except as required by law. We have based
these forward-looking statements on our current expectations and
assumptions about future events. While our management considers
these expectations and assumptions to be reasonable, they are
inherently subject to significant business, economic, competitive,
regulatory and other risks, contingencies and uncertainties, most
of which are difficult to predict and many of which are beyond our
control. These risks, contingencies and uncertainties relate to,
among other matters, the factors discussed in our Form 10-K for the
year ended December 31, 2015 under “Risk Factors,” as updated by
any subsequent Forms 10-Q, which are on file at the Securities and
Exchange Commission.
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version on businesswire.com: http://www.businesswire.com/news/home/20160830005666/en/
Clayton Williams Energy, Inc.Patti Hollums,
432-688-3419Director of Investor
Relationscwei@claytonwilliams.comwww.claytonwilliams.comorMichael
L. Pollard, 432-688-3029Chief Financial Officer
Williams (CLAYTON) Energy, Inc. (NYSE:CWEI)
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