News

California Resources Corporation Announces Oversubscription of Its Tender Offer for Outstanding Notes and Expected Debt Reduction of Approximately $625 Million

Category:

Monday, August 15, 2016 5:00 am PDT

Dateline:

LOS ANGELES

Public Company Information:

NYSE:
CRC

LOS ANGELES--(BUSINESS WIRE)--California Resources Corporation (NYSE:CRC) today announced that its tender offer was oversubscribed as of the Early Participation Time on August 12, 2016. Because the tender offer was oversubscribed, CRC will accept unsecured notes tendered prior to the Early Participation Time based on the Acceptance Priority Levels as provided in the Offer to Purchase (as defined below) and will not accept any notes tendered after the Early Participation Time. Due to the Acceptance Priority Levels, unsecured notes in Priority Level 2 will be accepted pro rata and secured notes in Priority Level 3 will not be accepted for purchase.

Todd Stevens, President and CEO, noted, “This successful cash tender for our bonds allows us to take another material step towards our deleveraging goals by reducing our outstanding debt by approximately $625 million, net. With this transaction, we will have reduced our overall debt levels by more than $1.3 billion from our post spin peak. As market conditions warrant, we will continue to pursue additional deleveraging opportunities.”

Subject to the conditions set forth in the Offer to Purchase, holders who validly tendered notes at or prior to the Early Participation Time that were accepted for purchase will receive the “Full Consideration” set forth below, which includes the “Early Participation Premium” of $50. In addition to the Full Consideration, CRC will pay in cash accrued and unpaid interest on notes accepted from the applicable last interest payment date to, but excluding, the date of early settlement.

Title of Security      

CUSIP

Number/ISIN

     

Principal

Amount

Outstanding

Prior to the

Tender Offers

     

Principal

Amount

Tendered prior

to Early

Participation

Time

     

Principal Amount

Accepted

     

Pro-ration

Factor

     

Acceptance

Priority

Level

     

Full

Consideration

(per $1,000

Principal

Amount of

Outstanding

Notes)

5% Notes due 2020

13057QAB3/
US13057QAB32

$391,975,000 $197,288,000 $197,288,000 100% 1 $560
 
5½% Notes due 2022 13057QAD9/
US13057QAD97
$754,757,000 $677,160,000 $605,415,000 89.4% 2 $540
 
6% Notes due 2024

13057QAF4/
US13057QAF46

 

13057QAE7/
US13057QAE70

 

U1303AAC0/
USU1303AAC00

$824,923,000 $685,604,000 $612,930,000 89.4% 2 $510
 
8% Notes due 2022

13057QAG2/
US13057QAG29

 

U1303AAD8/
USU1303AAD82

$2,250,000,000 $1,190,509,000 $0 0.0% 3 $675
 

Pursuant to the early settlement procedures set forth in the Offer to Purchase, CRC intends to settle the tender offer in full on or about Wednesday, August 17, 2016. Holders of CRC’s notes who have tendered their notes prior to the Early Participation Time can no longer validly withdraw those notes from the tender offer, except to the extent required by law. The terms and conditions of the tender offer are set forth in the Offer to Purchase, dated August 1, 2016 (the “Offer to Purchase”), the related letter of transmittal, and the press releases issued by CRC on August 1, 2016 and August 8, 2016.

Goldman, Sachs & Co. acted as lead Dealer Manager for the tender offer. Perella Weinberg Partners L.P. served as financial advisor to CRC.

About California Resources Corporation

California Resources Corporation is the largest oil and natural gas exploration and production company in California on a gross-operated basis. The Company operates its world class resource base exclusively within the State of California, applying integrated infrastructure to gather, process and market its production. Using advanced technology, California Resources Corporation focuses on safely and responsibly supplying affordable energy for California by Californians.

Contact:

California Resources Corporation
Scott Espenshade (Investor Relations)
818-661-6010
Scott.Espenshade@crc.com
or
Margita Thompson (Media)
818-661-6005
Margita.Thompson@crc.com