MIDLAND, Texas, Nov. 28, 2017 /PRNewswire/ -- Endeavor Energy Resources, LP ("Endeavor" or the "Company") today announced that it has commenced cash tender offers (the "Tender Offers") to purchase any and all of the outstanding $500,000,000 aggregate principal amount of the 7.00% senior notes due 2021 (CUSIP Nos. 29260FAA8, U29172AA8 and U29172AB6) (the "2021 Notes") and outstanding $300,000,000 aggregate principal amount of the 8.125% senior notes due 2023 (CUSIP Nos. 29260FAC4 and U29172AC4) (the "2023 Notes" and together with the 2021 Notes, the "Notes") issued by Endeavor and EER Finance, Inc., co-issuer of the Notes. The Tender Offers are being made on the terms and subject to the conditions set forth in the Offer to Purchase dated November 28, 2017 (the "Offer to Purchase").
The Tender Offers are scheduled to expire at 5:00 p.m., New York City time, on December 4, 2017, unless extended or earlier terminated as described in the Offer to Purchase (such time and date, as they may be extended or earlier terminated, the "Expiration Time"). Tenders of the Notes must be properly made before the Expiration Time and may be withdrawn at any time before the Expiration Time. Holders of the Notes who validly tender (and do not validly withdraw) their Notes at or prior to the Expiration Time, or who deliver to the information and tender agent a properly completed and duly executed Notice of Guaranteed Delivery in accordance with the instructions described in the Offer to Purchase, will receive in cash $1,038.80 per $1,000 principal amount of 2021 Notes validly tendered and accepted by the Company and $1,076.50 per $1,000 principal amount of 2023 Notes validly tendered and accepted by the Company, plus accrued and unpaid interest to, but not including, the settlement date, which is expected to be December 7, 2017.
Tendered Notes may be withdrawn at any time prior to the Expiration Time. The Tender Offers are subject to the satisfaction or waiver of a number of conditions as set forth in the Offer to Purchase, including the receipt by the Company of proceeds from a proposed debt financing on terms reasonably satisfactory to the Company. The Company may amend, extend or terminate the Tender Offers in its sole discretion and subject to applicable law.
Goldman Sachs & Co. LLC and MUFG Securities Americas Inc. are acting as joint dealer managers for the Tender Offers. The information agent and tender agent is D.F. King & Co., Inc. Copies of the Offer to Purchase, the Notice of Guaranteed Delivery and related tender offering materials are available at www.dfking.com/eerlp or by contacting D.F. King & Co., Inc. at (866) 796-6867 (toll free) or by email at email@example.com. Questions regarding the Tender Offers should be directed to Goldman Sachs & Co. LLC at (800) 828-3182.
None of the Company, the dealer managers, the information agent and tender agent, or the trustee for the Notes, or any of their respective affiliates, is making any recommendation as to whether holders of the Notes should tender any Notes in response to the Tender Offers. Holders of the Notes must make their own decision as to whether to tender any of their Notes and, if so, the principal amount of Notes to tender. This announcement is for informational purposes only and does not constitute an offer to sell or the solicitation of an offer to buy any security and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offering, solicitation or sale would be unlawful. The Tender Offers are being made solely by means of the Offer to Purchase. In those jurisdictions where the securities, blue sky or other laws require any tender offer to be made by a licensed broker or dealer, the Tender Offers will be deemed to be made on behalf of the Company by the dealer managers or one or more registered brokers or dealers licensed under the laws of such jurisdiction.
About Endeavor Energy Resources, LP
Endeavor Energy Resources, LP is a private E&P company located in Midland, Texas. Endeavor's considerable asset position in the Permian Basin, coupled with an improving balance sheet and expanding capital program, positions the company for production and cash flow growth moving forward. Endeavor's strategic focus is to become the premier Midland Basin horizontal operator. This requires a systematic approach that relies on the proven strength and capability of Endeavor's employees and management. For more information, please visit www.endeavorenergylp.com.
Note Regarding Forward-Looking Statements
This press release includes "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including, but not limited to, the Tender Offers. All statements, other than statements of historical fact, regarding Endeavor's strategy, future operations, financial position, estimated revenues and losses, projected costs, prospects, plans and objectives of management are forward-looking statements. When used in this press release, the words "could," "should," "will," "plan," "believe," "anticipate," "intend," "estimate," "expect," "project", "budget" and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. These forward-looking statements are based on Endeavor's current expectations and assumptions about future events and are based on currently available information as to the outcome and timing of future events. Forward-looking statements may include statements about Endeavor's: business strategy; reserves; financial strategy, liquidity and capital required for its development program; realized oil and natural gas prices; timing and amount of future production of oil and natural gas; hedging strategy and results; future drilling plans and locations; competition and government regulations; marketing of oil and natural gas; leasehold or property acquisitions; costs of developing its properties; general economic conditions; credit markets; liquidity and access to capital; uncertainty regarding its future operating results; plans, objectives, expectations and intentions contained in this press release that are not historical. Endeavor cautions you that these forward-looking statements are subject to all of the risks and uncertainties, most of which are difficult to predict and many of which are beyond its control, incident to the exploration for and development and production of oil and natural gas. These risks include, but are not limited to, commodity price volatility; inflation; uncertainties about Endeavor's estimated oil and natural gas reserves and in projecting future rates of production; cash flow; lack of availability of drilling and production equipment and services; the concentration of Endeavor's operations in the Permian Basin of West Texas; difficult and adverse conditions in the domestic and global capital and credit markets; potential financial losses or earnings reductions resulting from Endeavor's commodity price risk management program or any inability to manage its commodity risks; failure to realize expected value creation from property acquisitions; Endeavor's dependence on Autry C. Stephens; access to capital, the timing of development expenditures; environmental, weather, drilling and other operating risks; regulatory changes; competition in the oil and natural gas industry; and Endeavor's substantial existing indebtedness. Should one or more of the risks or uncertainties described in this press release occur, or should underlying assumptions prove incorrect, Endeavor's actual results and plans could differ materially from those expressed in any forward-looking statements. All forward-looking statements, expressed or implied, included in this press release are expressly qualified in their entirety by this cautionary statement. This cautionary statement should also be considered in connection with any subsequent written or oral forward-looking statements that Endeavor or persons acting on its behalf may issue. Except as otherwise required by applicable law, Endeavor disclaims any duty to update any forward-looking statements, all of which are expressly qualified by the statements in this section, to reflect events or circumstances after the date of this press release.
For Additional Information
Endeavor Energy Resources, LP
110 N. Marienfeld Street, Suite 200
Midland, TX 79701
Attention: Damon Button, Chief Financial Officer, Vice President and Treasurer
Phone: (432) 687-1575
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SOURCE Endeavor Energy Resources, LP