GeoPark Latin America Limited Agencia en Chile Announces Results & Early Settlement of Its Tender Offer & Redemption Notice R...
September 21 2017 - 04:04PM
Business Wire
GeoPark Latin America Limited Agencia en Chile (the “Company”)
an established branch, under the laws of Chile, of GeoPark Latin
America Limited, an exempted company incorporated under the laws of
Bermuda and wholly owned by GeoPark Limited, an exempted company
incorporated under the laws of Bermuda (“GeoPark”) (NYSE:GPRK),
today announced that it accepted for purchase U.S.$284,015,000
aggregate principal amount of its outstanding 7.50% senior secured
notes due 2020 (the “2020 Notes”). According to information
provided by the information and tender agent, U.S. $284,015,000
aggregate principal amount of the 2020 Notes were validly tendered
and not validly withdrawn at or prior to September 19, 2017, at
5:00 p.m., New York City time (the “Early Tender Time”) in response
to the Company’s previously announced cash tender offer (the
“Offer”) to purchase any and all of the 2020 Notes, pursuant to the
terms of the offer to purchase dated September 6, 2017.
The Company paid the total consideration due for the tendered
and accepted 2020 Notes using funds it received from GeoPark, in
connection with the settlement of GeoPark’s previously announced
offering of US$425,000,000 aggregate principal amount of 6.500%
senior secured notes due 2024 (the “2024 Notes”). The total
consideration was U.S.$1,041.25 per U.S.$1,000 principal amount of
2020 Notes, which included an early tender payment of U.S.$30 per
U.S.$1,000 principal amount of 2020 Notes for holders who tendered
their notes by 5:00 P.M. ET on September 19, 2017, plus accrued and
unpaid interest to, but not including, September 21, 2017 for all
2020 Notes accepted for purchase at the Early Tender Time.
In addition, on September 21, 2017 the Company issued a notice
of redemption (the “Notice of Redemption”) to announce that
pursuant to the terms of the indenture governing the 2020 Notes, it
will redeem any 2020 Notes that have not been tendered to the
Company and accepted by the Company for payment and which remain
outstanding on October 21, 2017 (the “Redemption Date”). The
Company will redeem such 2020 Notes at a price of 103.750% of the
aggregate principal amount outstanding, plus accrued and unpaid
interest, if any, from August 11, 2017, to but not including the
Redemption Date (the “Redemption Price”).
This press release does not constitute an offer to sell or a
solicitation of an offer to buy these securities, nor will there be
any sale of these securities, in any state or jurisdiction in which
such offer, solicitation or sale would be unlawful prior to
registration or qualification under the securities laws of any
state or jurisdiction. The 2024 Notes have not been registered
under the Securities Act, or any applicable state securities laws,
and will be offered only to qualified institutional buyers pursuant
to Rule 144A promulgated under the Securities Act and outside the
United States to non-U.S. persons in accordance with Regulation S
under the Securities Act. Unless so registered, the 2024 Notes may
not be offered or sold in the United States except pursuant to an
exemption from the registration requirements of the Securities Act
and any applicable state securities laws. This press release is not
an offer to purchase or a solicitation of an offer to purchase with
respect to any 2020 Notes or any other securities, and does not
constitute a notice of redemption of the 2020 Notes.
ABOUT GEOPARK AND GEOPARK LA AGENCIA
The Company is an established branch, under the laws of Chile,
of GeoPark Latin America Limited, an exempted company incorporated
under the laws of Bermuda, which is wholly owned by GeoPark
Limited, an exempted company incorporated under the laws of
Bermuda.
GeoPark is a leading independent oil and natural gas exploration
and production company with operations in Latin America and a
proven track record of growth in production and reserves since
2006. GeoPark operates in Colombia, Chile, Brazil, Peru and
Argentina.
CAUTIONARY STATEMENT ON FORWARD-LOOKING
STATEMENTS
This press release contains forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of
1995. Forward-looking statements often are preceded by words such
as “believes,” “expects,” “may,” “anticipates,” “plans,” “intends,”
“assumes,” “will” or similar expressions. The forward-looking
statements contained herein include statements about the Company’s
Notes offering and its intended use of proceeds therefrom. These
expectations may or may not be realized. Some of these expectations
may be based upon assumptions or judgments that prove to be
incorrect. In addition, GeoPark’s business and operations involve
numerous risks and uncertainties, many of which are beyond the
control of GeoPark, which could result in GeoPark’s expectations
not being realized or otherwise materially affect the financial
condition, results of operations and cash flows of GeoPark. Some of
the factors that could cause future results to materially differ
from recent results or those projected in forward-looking
statements are described in GeoPark’s filings with the United
States Securities and Exchange Commission.
The forward-looking statements are made only as of the date
hereof, and GeoPark does not undertake any obligation to (and
expressly disclaims any obligation to) update any forward-looking
statements to reflect events or circumstances after the date such
statements were made, or to reflect the occurrence of unanticipated
events. In light of the risks and uncertainties described above,
and the potential for variation of actual results from the
assumptions on which certain of such forward-looking statements are
based, investors should keep in mind that the results, events or
developments disclosed in any forward-looking statement made in
this document may not occur, and that actual results may vary
materially from those described herein, including those described
as anticipated, expected, targeted, projected or otherwise.
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version on businesswire.com: http://www.businesswire.com/news/home/20170921006153/en/
INVESTORS:GeoParkStacy Steimel, +56 (2)
2242-9600Shareholder Value DirectorSantiago,
Chilessteimel@geo-park.comorDolores Santamarina, +54 (11)
4312-9400Investor ManagerBuenos Aires,
Argentinadsantamarina@geo-park.comorMEDIA:Sard Verbinnen
& CoJared Levy, +1-212-687-8080New York,
USAjlevy@sardverb.comorKelsey Markovich, +1-212-687-8080New York,
USAkmarkovich@sardverb.com
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