NOBLE ENERGY, INC. Houston, July 28, 2015 (GLOBE NEWSWIRE) -- Noble Energy, Inc. ("Noble Energy") (NYSE: NBL) announced today the final results of its previously announced offers to exchange all validly tendered and accepted notes of each series listed in the table below (collectively, the "Rosetta Notes") previously issued by Rosetta Resources Inc. for new notes to be issued by Noble Energy (collectively, the "Noble Notes"), and the related solicitation of consents to amend the indentures governing the Rosetta Notes (collectively, the "Exchange Offers"). A Registration Statement on Form S-4 (File No. 333-205313) (the "Registration Statement") relating to the issuance of the Noble Notes was filed with the Securities and Exchange Commission ("SEC") on June 29, 2015, and was declared effective by the SEC on July 16, 2015.
As of the Expiration Date, 11:59 p.m., New York City time, on July 27, 2015, the aggregate principal amounts listed in the table below of each series of Rosetta Notes had been validly tendered and not validly withdrawn in connection with the Exchange Offers. The final settlement of the Exchange Offers is expected to take place on or about July 29, 2015.
The Exchange Offers were made pursuant to the terms and conditions set forth in Noble Energy's prospectus, dated as of June 29, 2015, which forms a part of the Registration Statement and the related Letter of Transmittal and Consent (the "Letter of Transmittal") that contain a more complete description of the terms and conditions of the Exchange Offers.
| Series of Rosetta Notes to be Exchanged | CUSIP | Aggregate Principal Amount Outstanding | Tenders and Consents Received as of the Early Consent Date | Percentage of Total Outstanding Principal Amount of such Series of Rosetta Notes |
| 5.625% Senior Notes due May 1, 2021 | 777779 AD1 | $700,000,000 | $692,964,000 | 98.99% |
| 5.875% Senior Notes due June 1, 2022 | 777779 AE9 | $600,000,000 | $597,436,000 | 99.59% |
| 5.875% Senior Notes due June 1, 2024 | 777779 AF6 | $500,000,000 | $498,786,000 | 99.76% |
The dealer managers for the Exchange Offers are:
| BofA Merrill Lynch 214 North Tryon Street 21st Floor Charlotte, NC 28255 Attention: Liability Management Group Collect: (980) 683-3215 Toll-Free: (888) 292-0070 | Deutsche Bank Securities 60 Wall Street New York, NY 10005 Attention: Liability Management Group Collect: (212) 250-2955 Toll-Free: (866) 627-0391 | J.P. Morgan 383 Madison Avenue New York, NY 10179 Attention: Liability Management Group Collect: (212) 834-2494 Toll-Free: (866) 834-4666 |
The exchange agent and information agent for the Exchange Offers is:
D.F. King & Co., Inc.
48 Wall Street, 22nd Floor
New York, New York 10005
Attn: Krystal Scrudato
Bank and Brokers Call Collect: (212) 269-5550
All Others, Please Call Toll-Free: (877) 283-0320
Email: rosetta@dfking.com
This press release shall not constitute an offer to sell, or a solicitation of an offer to buy, any of the securities described herein and is also not a solicitation of the related consents. The Exchange Offers were made only pursuant to the terms and conditions of the Prospectus, the Letter of Transmittal and the other related materials.
CONTACT: Brad Whitmarsh
(281) 943-1670
brad.whitmarsh@nblenergy.com
John Nicholson
(281) 876-6186
john.nicholson@nblenergy.com
