REG - Harbour Energy PLC - Pricing of Senior Notes Offering

Harbour EnergyAnnouncement

26/09/2024 07:00

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RNS Number : 7780F  Harbour Energy PLC  26 September 2024

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR
INTO THE UNITED STATES OF AMERICA, CANADA, JAPAN OR AUSTRALIA OR ANY OTHER
JURISDICTION IN WHICH IT WOULD BE UNLAWFUL TO DO SO

 

Harbour Energy plc

("Harbour")

Pricing of Senior Notes Offering

26 September 2024

 

Harbour is pleased to announce that Wintershall Dea Finance B.V. (the
"Issuer"), a subsidiary of Harbour, priced an offering on 25 September 2024
(the "Offering") of €700 million in aggregate principal amount of 3.830%
senior notes due 2029 (the "2029 Notes") and €900 million in aggregate
principal amount of 4.357% senior notes due 2032 (the "2032 Notes"). Harbour
intends to use the proceeds from this Offering to repay and cancel the $1.5
billion bridge facility utilised for the Wintershall Dea acquisition which
completed on 3 September 2024, and for general corporate purposes.

 

The Offering is expected to close on or about 3 October 2024, subject to
customary conditions precedent for similar transactions.

 

Enquiries

Harbour Energy
plc
                                   +44 (0)
203 833 2421

Aleksander Azarnov, SVP Corporate Finance, Marketing and Trading

Mo Farrag, VP Corporate Finance

Elizabeth Brooks, SVP Investor Relations

 

Cautionary Statement

The Offering is being made by means of an offering memorandum. This
announcement does not constitute an offer to sell or the solicitation of an
offer to buy the 2029 Notes or the 2032 Notes (collectively, the "Notes") or
any other security and shall not constitute an offer, solicitation or sale in
the United States or in any jurisdiction in which, or to any persons to whom,
such offering, solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any jurisdiction.

 

The Notes have not been, and will not be, registered under the U.S. Securities
Act of 1933, as amended (the "Securities Act") or the securities laws of any
state or other jurisdiction of the United States, and may only be offered or
sold outside the United States to non-U.S. persons in compliance with
Regulation S under the U.S. Securities Act, or pursuant to another applicable
exemption from, or in a transaction not subject to, the registration
requirements of the Securities Act and applicable state or local securities
laws.

 

Promotion of the Notes in the United Kingdom is restricted by the Financial
Services and Markets Act 2000 (the "FSMA"), and accordingly, the Notes are not
being promoted to the general public in the United Kingdom. This announcement
is only addressed to and directed at persons who (i) are outside the United
Kingdom, (ii) have professional experience in matters relating to investments
(being investment professionals falling within Article 19(5) of the Financial
Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended
(the "Financial Promotion Order")), (iii) fall within Article 49(2)(a) to (d)
("high net worth companies, unincorporated associations, etc.") of the
Financial Promotion Order, or (iv) to the extent that doing so does not
prejudice the lawful distribution of the announcement to the foregoing, are
persons to whom an invitation or inducement to engage in investment activity
(within the meaning of section 21 of the FSMA) in connection with the issue or
sale of any Notes may otherwise lawfully be communicated or caused to be
communicated (all such persons together being referred to as "relevant
persons"). The Notes will only be available to relevant persons and this
announcement must not be acted on or relied on by anyone who is not a relevant
person. No key information document required by Regulation (EU) No 1286/2014
as it forms part of domestic law by virtue of the European Union (Withdrawal)
Act 2018 (the "EUWA") (the "UK PRIIPs Regulation") for offering or selling the
Notes or otherwise making them available to retail investors in the UK has
been prepared and, therefore, offering or selling the Notes or otherwise
making them available to any retail investor in the UK may be unlawful under
the UK PRIIPs Regulation. Any offer of the Notes in the UK will be made
pursuant to an exemption under Regulation (EU) 2017/1129 as it forms part of
domestic law by virtue of the EUWA from a requirement to publish a prospectus
for offers of securities.

 

This announcement does not constitute and shall not, in any circumstances,
constitute a public offering nor an invitation to the public in connection
with any offer within the meaning of the Regulation (EU) 2017/1129 (as
amended), and any relevant implementing measure in the relevant Member State
of the European Economic Area (the "Prospectus Regulation"). The offer and
sale of the Notes will be made pursuant to an exemption under the Prospectus
Directive, as implemented in Member States of the European Economic Area, from
the requirement to produce a prospectus for offers of securities.

 

Manufacturer target market (MIFID II product governance) is eligible
counterparties and professional clients only (all distribution channels). No
PRIIPs key information document ("KID") has been prepared as not available to
retail investors in EEA.

 

Manufacturer target market (U.K. MiFIR product governance) is eligible
counterparties and professional clients only (all distribution channels). No
U.K. PRIIPs key information document ("KID") has been prepared as not
available to retail in the U.K.

 

No Notes are intended to be offered, sold or otherwise made available to and
should not be offered, sold or otherwise made available to any member of the
public in the Cayman Islands. No Notes are intended to be offered, sold or
otherwise made available to and should not be offered, sold or otherwise made
available to the public or to any person in the British Virgin Islands.

 

This press release may include "forward looking statements" within the meaning
of Section 27A of the Securities Act and Section 21E of the Securities
Exchange Act of 1934, as amended. These forward looking statements can be
identified by the use of forward looking terminology, including the terms
"believes," "estimates," "anticipates," "expects," "intends," "may," "will" or
"should" or, in each case, their negative, or other variations or comparable
terminology. These forward looking statements include all matters that are not
historical facts and include statements regarding Harbour or its affiliates'
intentions, beliefs or current expectations concerning, among other things,
the Offering.

 

By their nature, forward looking statements involve risks and uncertainties
because they relate to events and depend on circumstances that may or may not
occur in the future. Readers are cautioned that forward looking statements are
not guarantees of future performance and that Harbour and its affiliates'
actual results of operations, financial condition and liquidity, and the
development of the industry in which they operate may differ materially from
those made in or suggested by the forward looking statements contained in this
press release. In addition, even if Harbour or its affiliates' results of
operations, financial condition and liquidity, and the development of the
industry in which the Harbour operates are consistent with the forward looking
statements contained in this press release, those results or developments may
not be indicative of results or developments in subsequent periods. Given
these risks and uncertainties, you should not rely on forward looking
statements as a prediction of actual results.

 

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