CALGARY, Alberta, March 21, 2013 /PRNewswire/ --
Nexen Inc. ("Nexen") announced today that its previously
announced consent solicitations relating to the series of its
senior unsecured notes listed in the table below have expired as
scheduled at 5:00 p.m., New York time, March
20, 2013 (the "Expiration Time"). At the Expiration Time,
the Requisite Consents (as defined in the Consent
Solicitation/Prospectus Supplement dated March 7, 2013 (the "Consent Solicitation
Statement")) for each Solicited Class of Notes (as defined below)
were received in the following aggregate principal amounts:
Consents Received
Principal
Title of CUSIP Amount Principal Percent of
Security Numbers Outstanding(1) Amount(1) Outstanding
1998 Indenture Notes
5.20% Notes
due March
10, 2015 65334HAD4 $125,844,000 $123,587,000 98.21%
7.40% Notes
due May 1,
2028 136420AF3 $200,000,000 $197,193,000 98.60%
7.875% Notes
due March
15, 2032 65334HAA0 $500,000,000 $499,814,000 99.96%
5.875% Notes
due March
10, 2035 65334HAE2 $790,000,000 $779,086,000 98.62%
2007 Indenture Notes
5.65% Notes
due May
15, 2017 65334HAF9 $62,250,000 $60,088,000 96.53% 6.20% Notes
due July
30, 2019 65334HAK8 $300,000,000 $298,869,000 99.62%
6.40% Notes
due May
15, 2037 65334HAG7 $1,250,000,000 $1,219,928,000 97.59%
7.50% Notes
due July
30, 2039 65334HAJ1 $700,000,000 $688,177,000 98.31%
(1) Amounts in U.S. dollars.
Nexen solicited consents (the "Consents") to approve certain
proposed amendments relating to each series of the notes listed
above (each such series a "Series" and such notes, collectively,
the "Notes"). The 1998 Indenture Notes, collectively, and each
Series of the 2007 Indenture Notes, individually, are referred to
herein as a "Solicited Class" or as a "Solicited Class of Notes."
Nexen solicited Consents with respect to each Solicited Class of
Notes (each such solicitation, a "Consent Solicitation" and,
together, the "Consent Solicitations").
If the other conditions to the Consent Solicitation for a
Solicited Class are satisfied or waived, it is expected that the
following will occur on Friday, March 22,
2013:
- Nexen and CNOOC Limited will amend the indenture governing the
Notes of such Solicited Class to delete or amend certain
restrictive covenants with respect to Nexen,
- CNOOC Limited will unconditionally and irrevocably guarantee
the Notes of such Solicited Class in respect of which a Consent has
been validly delivered,
- Nexen will pay to Holders (as defined in the Consent
Solicitation Statement) who validly delivered their Consent with
respect to the Notes of such Solicited Class prior to 5:00 p.m., New
York time, on March 18, 2013 a
fee of U.S. $1.00 per U.S.
$1,000 principal amount of such
Notes, and
- Nexen and CNOOC Limited will amend the indentures governing the
Notes of such Solicited Class to add certain additional covenants
with respect to CNOOC Limited (such covenants, together with the
guarantee by CNOOC Limited, the "Guarantee").
In light of the high success rate of each Consent Solicitation,
CNOOC Limited has decided that, subject to the other conditions to
the Consent Solicitations being satisfied or waived, the Guarantee
will be gratuitously issued to Holders who did not deliver
Consents. As described in the Consent Solicitation Statement, the
proposed amendments to the indentures allow for the provision of
the Guarantee to Holders who did not deliver Consents. The
Guarantee will be issued to Holders who did not deliver Consents
pursuant to the Consent Solicitations at the same time and in the
same manner as it will be issued to Holders who delivered Consents.
As a consequence, if the Guarantee is issued, all Holders will
receive the Guarantee, and there will no longer be a need (as had
been contemplated in the Consent Solicitation Statement) for any
Series of Notes to trade under a new CUSIP number to reflect the
Guarantee. Accordingly, each Series of Notes will continue to trade
under its current CUSIP number and, if the Guarantee is issued,
have the benefit of the Guarantee.
This press release is for informational purposes only and is not
a solicitation of consents. The Consent Solicitations were made
solely pursuant to the Consent Solicitation Statement and the
related Consent Form, which set forth the complete terms of the
Consent Solicitation.
This press release is not an offer for sale of the Guarantee in
the United States or any other
state or jurisdiction, and there shall not be any sale of the
Guarantee in any state or jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such state or
jurisdiction.
Neither the Securities and Exchange Commission, nor any state or
Canadian provincial or territorial securities commission has
approved or disapproved of these securities, or determined if the
Consent Solicitation Statement or the accompanying prospectus is
truthful or complete. Any representation to the contrary is a
criminal offense. The Consent Solicitation Statement and the
prospectus to which it relates do not constitute an offer of
securities in any jurisdiction where such offer is not
permitted.
About Nexen
Nexen Inc. is a wholly-owned subsidiary of CNOOC Limited. Nexen
is an upstream oil and gas company developing energy resources in
some of the world's most significant basins including the UK North
Sea, offshore West Africa, the
Gulf of Mexico and Western Canada. Nexen is strategically focused
on three businesses: conventional oil and gas, oil sands and shale
gas.
Forward-Looking Statements
Certain statements in this Release
constitute "forward-looking statements" (within the meaning of the
United States Private Securities Litigation Reform Act of 1995, as
amended) or "forward-looking information" (within the meaning of
applicable Canadian securities legislation). Such statements or
information (together "forward-looking statements") are generally
identifiable by the forward-looking terminology used such as
"will", "intends", "expect", "should" or other similar words. Any
statements as to the ability of the parties to satisfy the
conditions to, and to complete, the consent solicitation; the
anticipated timing of the closing of the consent solicitation; and,
changes in any of the foregoing are forward-looking statements.
Forward-looking statements are
subject to known and unknown risks and uncertainties and other
factors, many of which are beyond our control and each of which
contributes to the possibility that our forward-looking statements
will not occur or that actual results and achievements may differ
materially from those expressed or implied by such statements. Such
factors include, among others: the possible failure of Nexen to
complete the consent solicitation, in a timely manner or at all,
and other factors, many of which are beyond our control. These
risks, uncertainties and other factors and their possible impact
are discussed more fully in the sections titled "Risk Factors" in
our 2012 Annual Information Form and "Quantitative and Qualitative
Disclosures About Market Risk" in our 2012 annual MD&A.
All of the forward-looking statements
in this Release are qualified by the assumptions that are stated or
inherent in such forward-looking statements. Although we believe
that these assumptions are reasonable based on the information
available to us on the date such assumptions were made, this list
is not exhaustive of the factors that may affect any of the
forward-looking statements and the reader should not place an undue
reliance on these assumptions and such forward-looking statements.
Nexen undertakes no obligation to update publicly or revise any
forward-looking statements or information, whether as a result of
new information, future events or otherwise, unless so required by
applicable securities laws.
For further information:
For investor relations inquiries, please contact:
Kim Woima
Senior Manager, Investor Relations
+1(403)699-5821
For media and general inquiries, please contact:
Pierre Alvarez
Vice President, Corporate Relations
+1(403)699-5202
801 - 7th Ave SW
Calgary, Alberta, Canada T2P
3P7
http://www.nexeninc.com
