WPX Energy (NYSE: WPX) announced today that it has commenced a cash
tender offer to purchase any and all of its outstanding 5.250 percent
Senior Notes due 2017 (the “Notes”).
The total purchase price offered for each $1,000 principal amount of
Notes that are validly tendered and not validly withdrawn at or prior to
the Expiration Time is $1,015, plus accrued and unpaid interest on the
Notes to, but excluding, the settlement date for Notes purchased in the
As of April 25, 2016, $304.4 million aggregate principal amount of the
Notes were outstanding. The tender offer is being made pursuant to an
Offer to Purchase dated April 25, 2016, and related Letter of
Transmittal and Notice of Guaranteed Delivery, which together constitute
the “Offer.” The tender offer will expire at 5 p.m., New York City time,
on April 29, 2016, unless extended or earlier terminated (the
Assuming the Offer is not extended, it is expected that payment will be
made on May 2, 2016 (other than with respect to Notes tendered pursuant
to the guaranteed delivery procedures described in the Offer to
Purchase, with respect to which payment is expected to be made on May 4,
The Offer is subject to certain conditions described in the Offer to
Purchase, but is not conditioned on the tender of a minimum principal
amount of Notes. WPX may amend, extend or terminate the Offer in its
sole discretion, subject to applicable law.
Tendered Notes may be withdrawn at any time at or prior to the earlier
of (i) the Expiration Time and (ii) if the Offer is extended, the 10th
business day following commencement of the Offer. Tendered Notes may
also be validly withdrawn in the event the Offer has not been
consummated within 60 business days after commencement of the Offer.
This press release is neither an offer to purchase nor a solicitation of
an offer to sell securities. No offer, solicitation, purchase or sale
will be made in any jurisdiction in which such offer, solicitation, or
sale would be unlawful. The Offer is being made solely pursuant to terms
and conditions set forth in the Offer to Purchase and the related Letter
of Transmittal and Notice of Guaranteed Delivery.
The dealer manager for the Offer is Citigroup Global Markets Inc. (the
“Dealer Manager”). Any questions regarding the terms of the Offer should
be directed to the Dealer Manager at (212) 723-6106. Any questions
regarding procedures for tendering Notes should be directed to the
Information Agent and Tender Agent for the Offer, Global Bondholder
Services Corporation, toll-free at (866) 470-3800 or 65 Broadway, Suite
404, New York, NY 10006.
Copies of the Offer to Purchase, Letter of Transmittal and Notice of
Guaranteed Delivery are available from the Information Agent and Tender
Agent and at the following web address: http://www.gbsc-usa.com/WPX/.
About WPX Energy, Inc.
WPX is an oil-focused energy company with operations in the Permian’s
Delaware Basin, the Williston Basin and the San Juan Basin. The company
has reshaped its holdings through more than $5 billion of transactions
and posted double-digit oil volume growth in each of the past four years.
This press release includes “forward-looking statements.” All
statements, other than statements of historical facts, included in this
press release that address activities, events or developments that the
company expects, believes or anticipates will or may occur in the future
are forward-looking statements. Such statements are subject to a number
of assumptions, risks and uncertainties, many of which are beyond the
control of the company. Investors are cautioned that any such statements
are not guarantees of future performance and that actual results or
developments may differ materially from those projected in the
forward-looking statements. The forward-looking statements in this press
release are made as of the date of this press release, even if
subsequently made available by WPX on its website or otherwise. WPX does
not undertake and expressly disclaims any obligation to update the
forward-looking statements as a result of new information, future events
or otherwise. Investors are urged to consider carefully the disclosure
in our filings with the Securities and Exchange Commission at www.sec.gov.
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