Tesoro Announces Expiration of Early Tender Deadline, Exercise of Early Purchase Option
Tesoro Corporation (NYSE: TSO) announced today that the early tender deadline expired at 5:00 p.m., New York City time, on September 26, 2012 (the "Early Tender Deadline") for the previously announced cash tender offers (each an "Offer" and together, the "Offers") for (i) any and all of its outstanding 6 5/8% Senior Notes due 2015 (CUSIP/ISIN No. 881609AS0/US881609AS06) (the "2015 Notes") and (ii) any and all of its outstanding 6 1/2% Senior Notes due 2017 (CUSIP/ISIN Numbers 881609AT8/US881609AT88) (the "2017 Notes" and, collectively with the 2015 Notes, the "Notes").
In addition, Tesoro today exercised the early purchase option and accepted for purchase all of the Notes validly tendered and not validly withdrawn at or prior to the Early Tender Deadline. Holders who validly tendered their Notes and delivered their consents at or prior to the Early Tender Deadline and who did not validly withdraw their Notes prior to the withdrawal deadline received the total consideration equal to, (i) with respect to the 2015 Notes, $1,017.50 per $1,000 principal amount of 2015 Notes, and (ii) with respect to the 2017 Notes, $1,035.00 per $1,000 principal amount of 2017 Notes, which includes, in each case, an early tender payment of $30.00 per $1,000 principal amount of Notes. Such holders also received accrued and unpaid interest in respect of their purchased Notes from the last interest payment date to, but not including, September 27, 2012.
As of the Early Tender Deadline, $236,880,000 principal amount of the 2015 Notes had been tendered and not validly withdrawn, representing approximately 52.64% of the aggregate outstanding principal amount of the 2015 Notes, and $294,619,000 principal amount of the 2017 Notes had been tendered and not validly withdrawn, representing approximately 62.26% of the aggregate outstanding principal amount of the 2017 Notes.
The Company also announced today that it had received consents from holders representing a majority in aggregate principal amount of each series of Notes outstanding to adopt the proposed amendments to the indenture governing such series of Notes. The Company entered into a supplemental indenture effecting the proposed amendments with respect to each series of Notes, each of which became operative upon payment for the applicable series of Notes.
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