ConocoPhillips is a multinational energy company that focuses on the exploration, production, and distribution of oil and natural gas. With a commitment to sustainable energy practices, it operates across various segments of the oil and gas industry, including upstream activities such as drilling and extraction, as well as midstream operations that involve the transportation and processing of hydrocarbons. The company is dedicated to innovation in energy technology and environmental stewardship while providing a critical supply of energy resources to meet global demands.
ConocoPhillips (NYSE: COP) (“COP”) announced today the pricing terms of its previously announced cash tender offers (the “Offers” or collectively, the “Tender Offer”) of its wholly-owned subsidiary, ConocoPhillips Company (“CPCo”) to purchase: (1) any and all of Marathon Oil Corporation’s (“Marathon”) debt securities listed in the first table below (collectively, the “Any and All Notes”), and (2) (A) for Holders who validly tendered their Maximum Offer Notes (as defined below) as of the Early Tender Deadline (as defined below), a combined aggregate purchase price of up to approximately $4.04 billion (an amount sufficient to accept for purchase all Maximum Offer Notes with Acceptance Priority Levels 1-7, as set forth in the second table below) (as it may be increased or decreased by CPCo in accordance with applicable law and the Offer to Purchase dated Nov. 25, 2024 (the "Offer to Purchase"), the “Maximum Offer Reference Amount”) less the aggregate purchase price of the Any and All Notes validly tendered and accepted for purchase through the Early Tender Deadline (excluding accrued and unpaid interest and excluding fees and expenses related to the Offers) (the “Early Tender Maximum Offer Amount”) of the debt securities listed in the second table below (collectively, the “Maximum Offer Notes” and together with the Any and All Notes, the “Notes”), subject to the priorities set forth in the second table below (the “Acceptance Priority Levels”) and proration, and (B) for Holders who validly tender their Maximum Offer Notes following the Early Tender Deadline but on or prior to the Expiration Date (as defined below), a combined aggregate purchase price of up to the Maximum Offer Reference Amount less (x) the aggregate purchase price of the Any and All Notes validly tendered and accepted for purchase through the Early Tender Deadline (excluding accrued and unpaid interest and excluding fees and expenses related to the Offers), (y) the aggregate purchase price of Maximum Offer Notes validly tendered and accepted for purchase through the Early Tender Deadline (excluding accrued and unpaid interest and excluding fees and expenses related to the Offers) and (z) the aggregate purchase price of the Any and All Notes validly tendered and accepted for purchase after the Early Tender Deadline through the Expiration Date (excluding accrued and unpaid interest and excluding fees and expenses related to the Offers) (the “Late Tender Maximum Offer Amount”) of Maximum Offer Notes, subject to the Acceptance Priority Levels and proration, provided that if the deduction of (x), (y) and (z) results in a negative number, the Late Tender Maximum Offer Amount will be $0. If the Late Tender Maximum Offer Amount is $0, no additional Maximum Offer Notes will be accepted for purchase after the Early Tender Deadline. The Offers are open to all registered holders of the applicable Notes (collectively, the “Holders”).
ConocoPhillips (NYSE: COP) (“COP”) today announced that, in connection with the previously announced offers to eligible holders to exchange (each, an “Exchange Offer” and collectively, the “Exchange Offers”) any and all outstanding notes issued by Marathon Oil Corporation (“Marathon”) as set forth in the table below (the “Existing Marathon Notes”) for up to $4,000,000,000 aggregate principal amount of new notes issued by ConocoPhillips Company (“CPCo”) and fully and unconditionally guaranteed by COP (the “New Notes”), and related consent solicitations by Marathon (each, a “Consent Solicitation” and, collectively, the “Consent Solicitations”) to adopt certain proposed amendments to each of the indentures governing the Existing Marathon Notes (the “Proposed Amendments”), as of 5:00 p.m., New York City time, on Dec. 9, 2024 (the “Early Tender Date”), the following principal amounts of each series of Existing Marathon Notes have been validly tendered and not validly withdrawn (and consents thereby validly given and not validly revoked):
ConocoPhillips (NYSE: COP) (“COP”) announced today the early results of the previously announced cash tender offers (the “Offers” or collectively, the “Tender Offer”) of its wholly-owned subsidiary, ConocoPhillips Company (“CPCo”). In addition, COP further announced that it has amended the Offers by increasing the Maximum Offer Reference Amount (as defined below) from $4,000,000,000 (as previously announced) to an amount sufficient to accept for purchase all Notes with Acceptance Priority Levels 1-7 (as set forth in the second table below) in full, in accordance with the terms of the Offer to Purchase (as defined below).
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ConocoPhillips (NYSE: COP) (“COP”) today announced that, in connection with the acquisition of Marathon Oil Corporation (“Marathon”) (NYSE: MRO) by ConocoPhillips, ConocoPhillips Company (“CPCo” or the “Company”) has commenced offers to eligible holders to exchange (each an “Exchange Offer” and collectively, the “Exchange Offers”) any and all outstanding notes issued by Marathon as set forth in the table below (the “Existing Marathon Notes”) for up to $4,000,000,000 aggregate principal amount of new notes issued by CPCo and fully and unconditionally guaranteed by COP (the “New Notes”).
ConocoPhillips (NYSE: COP) (“COP”) announced today that ConocoPhillips Company (“CPCo” or the “Company”), a wholly-owned subsidiary of COP, has commenced cash tender offers (the “Offers”) to purchase: (1) any and all of Marathon Oil Corporation’s (“Marathon”) debt securities listed in the first table below (collectively, the “Any and All Notes”), and (2) (A) for Holders who validly tender their Maximum Offer Notes (as defined below) on or prior to the Early Tender Deadline (as defined below), a combined aggregate purchase price of up to $4,000,000,000 (as it may be increased or decreased by the Company in accordance with applicable law and the Offer to Purchase (as defined below), the “Maximum Offer Reference Amount”) less the aggregate purchase price of the Any and All Notes validly tendered and accepted for purchase through the Early Tender Deadline (excluding accrued and unpaid interest and excluding fees and expenses related to the Offers) (the “Early Tender Maximum Offer Amount”) of the debt securities listed in the second table below (collectively, the “Maximum Offer Notes” and together with the Any and All Notes, the “Notes”), subject to the priorities set forth in the second table below (the “Acceptance Priority Levels”) and proration, and (B) for Holders who validly tender their Maximum Offer Notes following the Early Tender Deadline but on or prior to the Expiration Date (as defined below), a combined aggregate purchase price of up to the Maximum Offer Reference Amount less (x) the aggregate purchase price of the Any and All Notes validly tendered and accepted for purchase through the Early Tender Deadline (excluding accrued and unpaid interest and excluding fees and expenses related to the Offers), (y) the aggregate purchase price of Maximum Offer Notes validly tendered and accepted for purchase through the Early Tender Deadline (excluding accrued and unpaid interest and excluding fees and expenses related to the Offers) and (z) the aggregate purchase price of the Any and All Notes validly tendered and accepted for purchase after the Early Tender Deadline through the Expiration Date (excluding accrued and unpaid interest and excluding fees and expenses related to the Offers) (the “Late Tender Maximum Offer Amount”) of Maximum Offer Notes, subject to the Acceptance Priority Levels and proration, provided that if the deduction of (x), (y) and (z) results in a negative number, the Late Tender Maximum Offer Amount will be $0. If the Late Tender Maximum Offer Amount is $0, no additional Maximum Offer Notes will be accepted for purchase after the Early Tender Deadline. The Offers are open to all registered holders of the applicable Notes (collectively, the “Holders”).
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