Heritage’s Tender Offer, $500 Million Bond Offering, and $500 Million Loan Facility
May 12, 2022
Cleary Gottlieb represented Credit Suisse Securities (USA) LLC, as dealer manager; Credit Suisse Securities (USA) LLC, Scotia Capital (USA) Inc., and First Citizens Bank Limited, as initial purchasers; and Credit Suisse AG, Cayman Islands Branch, as joint lead arranger, global coordinator, and joint bookrunner, in a cash tender offer and consent solicitation, $500 million new secured notes offering by, and a $500 million syndicated bank loan and letter of credit facility to, Heritage Petroleum Company Limited (Heritage), the exploration and production subsidiary of Trinidad Petroleum Holdings Limited (TPHL), the state-owned oil company of the Republic of Trinidad and Tobago.
The tender offer and consent solicitation launched on April 27, 2022, and is scheduled to expire on May 24, 2022, and the final settlement date is expected to be on May 26, 2022. On May 10, 2022, the early tender and consent date, Heritage announced that approximately 92.04% of the 2026 notes were accepted for exchange under the tender offer and consent solicitation. The offering for the new 2029 notes, as well as the syndicated bank loan and letter of credit facility priced and signed on May 5, 2022, and closed on May 12, 2022. The new notes and the syndicated credit facility are secured pari passu with pledges of the revenues from Heritage’s reserves and are guaranteed by TPHL and Paria Fuel Trading Company Ltd, the trading and terminalling subsidiary of TPHL.