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APA Corporation Announces Expiration and Final Results of Private Exchange Offers, Tender Offers, and Consent Solicitations and Waiver of Financing Condition
APAAPA(APA) Newsfilter·2025-01-08 13:00

Exchange Offers and Tender Offers - APA Corporation announced the final results of its Exchange Offers and Tender Offers, which included the exchange of Apache Corporation's notes and debentures for new APA Notes and the purchase of up to 1,000,000,000aggregateprincipalamountofApacheTenderNotes[1]TheOffersareexpectedtosettleonJanuary10,2025,withvalidlytenderedandacceptedApacheNotesbeingpurchased,exchanged,retired,andcancelledontheSettlementDate[2]ThepaymentofeachseriesofAPANotesissuedintheExchangeOfferswillbeguaranteedbyApache,withguaranteeseffectiveuntiltheaggregateprincipalamountofindebtednessunderseniornotesanddebenturesoutstandingunderApachesexistingindenturesislessthan1,000,000,000 aggregate principal amount of Apache Tender Notes [1] - The Offers are expected to settle on January 10, 2025, with validly tendered and accepted Apache Notes being purchased, exchanged, retired, and cancelled on the Settlement Date [2] - The payment of each series of APA Notes issued in the Exchange Offers will be guaranteed by Apache, with guarantees effective until the aggregate principal amount of indebtedness under senior notes and debentures outstanding under Apache's existing indentures is less than 1,000,000,000 [3] Principal Amounts and Tender Rates - As of the Expiration Time, the aggregate principal amounts of Apache Notes tendered in the Exchange Offers and Tender Offers were as follows: - 7.70% Notes due 2026: 57,743,000tendered(73.4857,743,000 tendered (73.48% of outstanding) [6] - 7.95% Notes due 2026: 55,695,000 tendered (42.16% of outstanding) [6] - 4.875% Notes due 2027: 38,782,000tendered(36.0038,782,000 tendered (36.00% of outstanding) [8] - 4.375% Notes due 2028: 238,850,000 tendered (73.56% of outstanding) [8] - 7.75% Notes due 2029: 163,831,000tendered(69.59163,831,000 tendered (69.59% of outstanding) [8] - 4.250% Notes due 2030: 373,778,000 tendered (72.45% of outstanding) [8] - 6.000% Notes due 2037: 271,354,000tendered(76.99271,354,000 tendered (76.99% of outstanding) [8] - 5.100% Notes due 2040: 538,520,000 tendered (83.10% of outstanding) [8] - 5.250% Notes due 2042: 116,736,000tendered(83.65116,736,000 tendered (83.65% of outstanding) [8] - 4.750% Notes due 2043: 111,741,000 tendered (81.54% of outstanding) [8] - 4.250% Notes due 2044: 76,614,000tendered(88.5076,614,000 tendered (88.50% of outstanding) [8] - 7.375% Debentures due 2047: 126,160,000 tendered (84.11% of outstanding) [8] - 5.350% Notes due 2049: 330,094,000tendered(85.35330,094,000 tendered (85.35% of outstanding) [8] - 7.625% Debentures due 2096: 37,408,000 tendered (95.50% of outstanding) [8] Private Notes Offering - APA priced a private offering of senior notes in an aggregate principal amount of $850 million on January 7, 2025, with the net proceeds intended to purchase a portion of the Apache Tender Notes [15] - The notes issued in the Private Notes Offering will be guaranteed by Apache on the same terms as the APA Notes to be issued in the Exchange Offers, with the settlement date expected to be January 10, 2025 [15] Industry Context - APA Corporation, through its consolidated subsidiaries, explores for and produces oil and natural gas in the United States, Egypt, the United Kingdom, and offshore Suriname [19]