Occidental Announces Upsize of Cash Tender Offers

Occidental Announces Upsize of Cash Tender Offers

Occidental Petroleum Corporation (“Occidental”) (NYSE: OXY) today announced that, in connection with its offers to purchase for cash (collectively, the “Tender Offers” and each a “Tender Offer”) the outstanding senior notes listed in the table below and Consent Solicitations (as defined below), it is increasing the maximum aggregate purchase price of Notes (as defined below) it will accept for purchase, excluding accrued but unpaid interest (as amended herein, the “Maximum Aggregate Purchase Price”), from the previously announced amount of $1,500 million to $2,000 million. Additionally,


Occidental announced that it had conditioned its obligation to accept for purchase and to pay for any of the Notes in the Tender Offers on the completion by Occidental of a registered offering (the “Concurrent Offering”) of senior unsecured debt securities that results in net proceeds of at least $1,950 million, an increase from the previously announced condition that required such Concurrent Offering to result in net proceeds of at least $1,475 million, on terms and subject to conditions reasonably satisfactory to Occidental (as amended herein, the “Financing Condition”).


The Tender Offers are being made upon the terms and conditions described in Occidental’s Offer to Purchase and Consent Solicitation Statement, dated June 25, 2020 (the “Offer to Purchase”), as amended by this press release.

     Dollars per $1,000 Principal
Amount of Notes
Series of Notes CUSIP Number/ISIN Aggregate
Principal Amount
Outstanding ($)
 Acceptance Priority Level Tender Offer Consideration(1) ($) Early Tender Premium
($)
 Total Consideration(1)(2)
($)
             
4.10% Senior Notes due 2021 674599BY0 /
US674599BY08
 $1,248,777,000 1 $955.00 $50.00 $1,005.00
             
Floating Interest Rate Notes due February 2021 674599CT0 / US674599CT04 $500,000,000 2 $940.00 $50.00 $990.00
             
4.850% Senior Notes due 2021 674599CZ6 /
US674599CZ63
 $653,019,000 3 $957.50 $50.00 $1,007.50
             
2.600% Senior Notes due 2021 674599CU7 / US674599CU76 $1,500,000,000 4 $935.00 $50.00 $985.00
             
Floating Interest Rate Notes due August 2021 674599CV5 / US674599CV59 $500,000,000 5 $920.00 $50.00 $970.00
             
3.125% Senior Notes due 2022 674599CC7 / US674599CC78 $813,690,000 6 $935.00 $50.00 $985.00
             
2.600% Senior Notes due 2022 674599CK9 / US674599CK94 $400,000,000 7 $925.00 $50.00 $975.00
             
2.700% Senior Notes due 2022 674599CP8 / US674599CP81 $2,000,000,000 8 $920.00 $50.00 $970.00
             
Floating Interest Rate Notes due August 2022 674599CQ6 / US674599CQ64 $1,500,000,000 9 $885.00 $50.00 $935.00

(1)      Does not include accrued but unpaid interest, which will also be payable as provided in the Offer to Purchase.
(2)      Includes the Early Tender Premium (as defined below).


Occidental is offering to purchase its 4.10% Senior Notes due 2021 (the “4.10% 2021 Notes”), Floating Interest Rate Notes due February 2021 (the “Floating Rate February 2021 Notes”), 4.850% Senior Notes due 2021 (the “4.850% 2021 Notes”), 2.600% Senior Notes due 2021 (the “2.600% 2021 Notes”), Floating Interest Rate Notes due August 2021 (the “Floating Rate August 2021 Notes”), 3.125% Senior Notes due 2022 (the “3.125% 2022 Notes”), 2.600% Senior Notes due 2022 (the “2.600% 2022 Notes”), 2.700% Senior Notes due 2022 (the “2.700% 2022 Notes”) and Floating Interest Rate Notes due August 2022 (the “Floating Rate August 2022 Notes” and, together with the 3.125% 2022 Notes, 2.600% 2022 Notes and 2.700% 2022 Notes, the “2022 Notes”; the 2022 Notes together with the 4.10% 2021 Notes, Floating Rate February 2021 Notes, 4.850% 2021 Notes, 2.600% 2021 Notes and Floating Rate August 2021 Notes, the “Notes”).

Subject to the Maximum Aggregate Purchase Price and the Sub-Cap (as defined below), the amount of a series of Notes that is purchased in the Tender Offers on the Early Settlement Date or the Settlement Date, as applicable (each defined below), will be based on the order of priority (the “Acceptance Priority Level”) for the Notes as set forth in the table above, subject to the proration arrangements applicable to the Tender Offers. Subject to the Maximum Aggregate Purchase Price and the Acceptance Priority Levels, the maximum aggregate purchase price to be paid by Occidental for the 2022 Notes, excluding accrued but unpaid interest, will be limited to $250 million (subject to increase by Occidental, the “Sub-Cap”).

The Tender Offers will expire at 11:59 p.m., New York City time, on July 23, 2020, unless extended or terminated by Occidental (the “Expiration Date”).

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