Berry Petroleum Company (NYSE:BRY) announced today the expiration and final results of the Company’s previously announced cash tender offer (the “Tender Offer”) for up to $150.0 million aggregate principal amount of its 10¼% Senior Notes due 2014 (the “Notes”). The Tender Offer expired at 11:59 p.m., New York City time, on April 2, 2012. The Tender Offer was made pursuant to the Offer to Purchase dated March 6, 2012 (the “Offer to Purchase”).
Based on information provided by D.F. King & Co., Inc., the tender agent for the Tender Offer, $184.2 million in aggregate principal amount of Notes were validly tendered and not withdrawn in the Tender Offer. The Company accepted for purchase $150.0 million in aggregate principal amount of Notes (the “Accepted Notes”) validly tendered and not withdrawn at a purchase price of $1,175.00 per $1,000 principal amount (the “Total Consideration”), which was determined pursuant to a modified Dutch auction procedure described in the Offer to Purchase. Holders of $149.9 million in aggregate principal amount of Accepted Notes who validly tendered and did not withdraw their Accepted Notes on or prior to 5:00 p.m., New York City time, on March 19, 2012 (the “Early Tender Date”) will receive the Total Consideration, which includes an “Early Tender Payment” of $30.00, for each $1,000 principal amount of Notes so purchased. Holders of $0.1 million in aggregate principal amount of Accepted Notes who validly tendered their Notes after the Early Tender Date, but prior to the Expiration Date, will receive the Total Consideration less the Early Tender Payment for each $1,000 principal amount of Accepted Notes.
All Notes purchased in the Tender Offer will be retired. Any Notes that were tendered but not accepted for purchase will remain outstanding.
The Company will deposit with the Depositary Trust Company on April 3, 2012 the amount of cash necessary to pay for all Accepted Notes, which payment will include accrued and unpaid interest to, but not including, the date the Accepted Notes are purchased.
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