Principal Acceptance Amount Priority Title of Notes CUSIP Number Outstanding Level ---------------------------------------------------------------------------- 5.15% Senior Notes due 2041 292505AK0
$400,000,0001 6.50% Senior Notes due 2038 292505AG9 $800,000,0002 6.625% Senior Notes due 2037 292505AE4 $500,000,0003 6.50% Senior Notes due 2034 292505AD6 $750,000,0004 Dollars per $1,000Principal Amount of Notes ------------------------------------------- Tender Offer Total Consideration Early Tender Consideration Title of Notes (1) Premium (1) (1)(2) ---------------------------------------------------------------------------- 5.15% Senior Notes due 2041 $720.00 $30.00 $750.006.50% Senior Notes due 2038 $820.00 $30.00 $850.006.625% Senior Notes due 2037 $820.00 $30.00 $850.006.50% Senior Notes due 2034 $820.00 $30.00 $850.00
$1,000principal amount of Notes validly tendered and accepted for purchase by the Company. 2. Includes the Early Tender Premium for Notes validly tendered at or prior to the early tender date (as defined below) and accepted for purchase by the Company.
Specifically, the Company is offering to purchase an aggregate principal amount of Notes that will not result in an aggregate amount that all holders of the Notes are entitled to receive in the Tender Offers, excluding accrued and unpaid interest, that exceeds
Subject to the Aggregate Tender Amount, the amount of a series of Notes that is purchased in the Tender Offers on any settlement date will be based on the order of priority set forth in the above table (with 1 being the highest Acceptance Priority Level and 4 being the lowest Acceptance Priority Level), subject to the proration arrangements applicable to the Tender Offers.
The Tender Offers will expire at 12:00 midnight,
Tendered Notes may be withdrawn from the Tender Offers at or prior to
The Company reserves the right, but is under no obligation, at any point following the early tender date and before the expiration date, to accept for purchase any Notes validly tendered at or prior to the early tender date. The early settlement date will be determined at the Company's option and is currently expected to occur on
Subject to the Aggregate Maximum Tender Amount and proration, the Company will accept Notes for purchase in the Tender Offers in the following order:
i. with respect to Notes validly tendered at or prior to the early tender date, all Notes having a higher Acceptance Priority Level will be accepted before any Notes validly tendered at or prior to the early tender date having a lower Acceptance Priority Level are accepted in the Tender Offers; and ii. with respect to Notes validly tendered after the early tender date, all Notes having a higher Acceptance Priority Level will be accepted before any Notes validly tendered after the early tender date having a lower Acceptance Priority Level are accepted in the Tender Offers.
If an aggregate principal amount of Notes is validly tendered by the early tender date such that the Aggregate Purchase Price for such Notes equals or exceeds the Aggregate Maximum Tender Amount, holders who validly tender Notes after the early tender date will not have any of their Notes accepted for purchase. Notes validly tendered at or prior to the early tender date will be accepted for purchase in priority to Notes validly tendered after the early tender date, even if Notes validly tendered after the early tender date have a higher Acceptance Priority Level than Notes validly tendered at or prior to the early tender date. Acceptance for tenders of Notes of a series may be subject to proration if the aggregate principal amount of such series of Notes validly tendered would result in an Aggregate Purchase Price that exceeds the Aggregate Maximum Tender Amount.
The Tender Offers are not conditioned upon the tender of any minimum principal amount of Notes of any series. However, the Tender Offers are subject to, and conditioned upon, the satisfaction or waiver of certain conditions described in the Offer Documents.
The Company intends to fund the Tender Offers, including accrued and unpaid interest and fees and expenses payable in connection with the Tender Offers, with cash on hand and borrowings under its revolving credit facility.
This news release shall not constitute an offer to sell, a solicitation to buy or an offer to purchase or sell any securities. The Tender Offers are being made only pursuant to the Offer Documents and only in such jurisdictions as is permitted under applicable law. In any jurisdiction in which the Tender Offers are required 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 that are licensed under the laws of such jurisdiction.
All dollar amounts in this news release are expressed in
This news release must be read in conjunction with the Offer Documents. This news release and the Offer Documents contain important information which must be read carefully before any decision is made with respect to the Tender Offers. If any holder of Notes is in any doubt as to the action it should take, it is recommended to seek its own legal, tax, accounting and financial advice, including as to any tax consequences, immediately from its stockbroker, bank manager, attorney, accountant or other independent financial or legal adviser. Any individual or company whose Notes are held on its behalf by a broker, dealer, bank, custodian, trust company or other nominee or intermediary must contact such entity if it wishes to participate in the Tender Offer. None of the Company, its Board of Directors, the Dealer Managers, the Depositary and Information Agent, the trustee with respect to the Notes, or any of the Company's or their respective affiliates, is making any recommendation as to whether holders should tender any Notes in response to the Tender Offers. Holders must make their own decision as to whether to participate in the Tender Offers, and, if so, the principal amount of Notes to tender.
ADVISORY REGARDING FORWARD-LOOKING STATEMENTS -- This news release contains certain forward-looking statements or information within the meaning of applicable securities legislation. Forward-looking statements include: statements regarding the terms and timing for completion of the Tender Offers, including the acceptance for purchase of any Notes validly tendered and the expected early tender date, expiration date and settlement dates thereof; the potential increase to the Aggregate Maximum Tender Amount; the withdrawal deadline will not be extended; the satisfaction or waiver of certain conditions of the Tender Offers; and the source of funds for the purchase of Notes pursuant to the Tender Offers.
Readers are cautioned against unduly relying on forward-looking statements which, by their nature, involve numerous assumptions, risks and uncertainties that may cause such statements not to occur, or results to differ materially from those expressed or implied. These assumptions include the Company's ability to access its revolving credit facility.
Risks and uncertainties that may affect these business outcomes include: risks related to the successful consummation of the Tender Offers; risk and effect of a downgrade in the Company's credit rating, including below an investment-grade credit rating, and its impact on access to capital markets and other sources of liquidity; fluctuations in currency and interest rates; changes in or interpretation of laws or regulations; and other risks and uncertainties impacting the Company's business as described from time to time in its most recent management discussion and analysis, financial statements, Annual Information Form and Form 40-F, as filed on SEDAR and EDGAR.
Although the Company believes the expectations represented by such forward-looking statements are reasonable, there can be no assurance that such expectations will prove to be correct. Readers are cautioned that the assumptions, risks and uncertainties referenced above are not exhaustive. Forward-looking statements are made as of the date of this document and, except as required by law, the Company undertakes no obligation to update publicly or revise any forward-looking statements. The forward-looking statements contained in this document are expressly qualified by these cautionary statements.
FOR FURTHER INFORMATION PLEASE CONTACT:
Brendan McCrackenVice-President, Investor Relations (403) 645-2978 Brendan.McCracken@encana.com Patti Posadowski(403) 645-2252 Patti.Posadowski@encana.com Media Contact: Simon ScottVice-President, Communications (403) 645-2526 Simon.Scott@encana.com Jay AverillDirector, Media Relations (403) 645-4747 Jay.Averill@encana.com Doug McIntyreSr. Advisor, Media Relations (403) 645-6553 Doug.McIntyre@encana.com
Further information on