LIMA, Peru, April 29, 2025 /PRNewswire/ -- Hunt Oil Company of Peru L.L.C., Sucursal del Perú ("HOCP") announced today that the previously announced tender offers for cash (the "Offers") for any and all of its outstanding 6.375% Trust Enhanced Senior Notes due 2028 (CUSIP Nos.: Rule 144A: 445640 AB1, Regulation S: P5300P AB9), (ISINs: Rule 144A: US445640AB18, Regulation S: USP5300PAB96) (the "2028 Notes") and 8.550% Trust Enhanced Senior Notes due 2033 (CUSIP Nos.: Rule 144A: 445640 AC9, Regulation S: P5300P AC7), (ISINs: Rule 144A: US445640AC90, Regulation S: USP5300PAC79) (together with the 2028 Notes, the "Notes") expired at 8:00 a.m., New York City time (7:00 a.m., Lima time) on April 29, 2025 ("Expiration Time"). The Offers were made pursuant to the Offer to Purchase, dated March 31, 2025 (the "Offer to Purchase"), and the related Notice of Guaranteed Delivery (as these terms are defined in the Offer to Purchase and, collectively, the "Offer Documents"), which set forth the terms and conditions of the Offers.
As of the Expiration Time, according to information provided by Global Bondholders Services Corporation, the information and tender agent for the Offers, the original principal amounts of the Notes listed in the table below have been tendered and not withdrawn, or tendered pursuant to the guaranteed delivery procedures described in the Offer Documents.
Description of Security | CUSIP No. | ISIN | Aggregate Original Principal Amount | Aggregate Current Principal Amount | Principal Amount Tendered at Expiration Time | Principal Amount Accepted | Principal Amount Tendered Pursuant to Guaranteed Delivery Procedures | Consideration per U.S.$1,000 Original Principal Amount* | Scaling Factor |
6.375% Trust Enhanced Senior Notes due 2028 | 144A: 445640-AB1 Reg S: P5300P-AB9 | 144A: US445640AB18 Reg S: USP5300PAB96 | U.S.$261,492,000 | U.S.$184,613,352 | U.S.$175,573,000 | U.S.$175,573,000 | U.S.$0 | U.S.$1,025.00 | 70.60 % |
8.550% Trust Enhanced Senior Notes due 2033 | 144A: 445640-AC9 Reg S: P5300P-AC7 | 144A: US445640AC90 Reg S: USP5300PAC79 | U.S.$500,000,000 | U.S.$500,000,000 | U.S.$352,557,000 | U.S.$352,557,000 | U.S.$900,000 | U.S.$1,132.50 | N/A |
* The Consideration for the 2028 Notes will be the amount set forth in the table above multiplied by the current scaling factor of 70.60% (the "Scaling Factor"). The Scaling Factor results from the fact that the 2028 Notes have been partially amortized. The Consideration for each series of Notes will be paid together with accrued and unpaid interest from the last interest payment date for each series of Notes to, but not including, the Settlement Date (as defined below).
Subject to the satisfaction or waiver, at HOCP's sole discretion, of certain conditions set forth in the Offer to Purchase, HOCP expects to accept for payment and settlement all of the Notes that were tendered, including those tendered by guaranteed delivery procedures described in the Offer Documents. Payment for tendered Notes is expected to be made on May 5, 2025, by HOCP in its sole discretion (the "Settlement Date").
HOCP has engaged BofA Securities, Inc., Citigroup Global Markets Inc., Credicorp Capital Sociedad Agente de Bolsa S.A. and J.P. Morgan Securities LLC as the Dealer Managers for the Offers. Persons with questions regarding the Offers should contact BofA Securities, Inc. at +1 (888) 292-0070 (toll-free), +1 (646) 855-8988 (collect), Citigroup Global Markets Inc. at +1 800-558-3745 (toll-free), +1 212-723-6106 (collect), Credicorp Capital Sociedad Agente de Bolsa S.A. at +51 (1) 416-3333 (Ext. 36099) (collect) and J.P. Morgan Securities LLC at +1 (866) 846-2874 (toll-free), +1 (212) 834-7279 (collect).
The complete terms and conditions of the Offers are described in the Offer Documents, copies of which may be obtained from Global Bondholder Services Corporation, the Information and Tender Agent for the Offers, by contacting Global Bondholder Services Corporation at +1 (855) 654-2015 (toll-free) or +1 (212) 430-3774 (collect), or email contact@gbsc-usa.com.
No Offer or Solicitation
This press release is for informational purposes only and is neither an offer to sell nor a solicitation of an offer to buy any Notes or any other securities of HOCP. The Offers are only being made pursuant to the terms of the Offer to Purchase. The Offers are not being made 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.
Cautionary Statement Regarding Forward-Looking Statements
Certain statements in this release constitute forward-looking statements under the Private Securities Litigation Reform Act of 1995. These statements include, but are not limited to: statements regarding the timing of the payment for the tendered Notes; and any assumptions underlying any of the foregoing. Words such as "anticipate," "believe," "could," "driving," "estimate," "expect," "goal," "intend," "may," "plan," "project," "seek," "should," "will," "would," and similar expressions are intended to help identify forward-looking statements. Forward-looking statements reflect management's current expectations, are based on judgments, are inherently uncertain and are subject to risks, uncertainties and other factors, which could cause our actual results, performance or achievements to differ materially from the future results, performance or achievements expressed or implied in those forward-looking statements. Undue reliance should not be placed on the forward-looking statements in this release, which are based on information available to us on the date hereof. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
About HOCP
HOCP is part of the Camisea Consortium and holds a 25.2% interest in the License Contracts related to one of the largest natural gas producing fields in Peru, the Camisea Fields, which include Block 88 and Block 56 in the Ucayali Basin of Peru. Block 88 is the largest source of natural gas production in Peru and also contains the largest number of Proved Reserves and Probable Reserves in Peru, while Block 56 is the second largest in Peru in terms of natural gas production and third in terms of Proved and Probable Reserves levels. As a result of its 25.2% interest in the Camisea Consortium, HOCP also holds a 25.2% interest in each of the facilities related to the Camisea Fields, including the Malvinas Plant, a natural gas processing plant near the Camisea Fields and the Pisco Plant, a liquids fractionation facility near Pisco, Peru on the Pacific coast.
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