Wintershall DEA Finance 2 B.V. Announces the Results of its Tender Offer
Wintershall Dea Finance 2 B.V. (the “Offeror”) hereby announces the tender results of its invitation to holders of its outstanding EUR 650,000,000 undated subordinated resettable fixed rate notes issued on 20 January 2021 (ISIN: XS2286041517) (the “Notes”) guaranteed by Harbour Energy plc (the “Company”) as described in the tender offer memorandum dated 28 April 2025 (the “Tender Offer Memorandum”) (the “Offer”).
Final Results of the Offer
The Offeror hereby announces that it has decided to accept for purchase the Notes validly tendered at or prior to the Expiration Time as set out below.
Maximum Acceptance Amount | Aggregate principal amount of Notes validly tendered at or prior to the Expiration Time and accepted for purchase | Purchase Price* | Aggregate principal amount of Notes remaining outstanding after the Settlement Date |
EUR 650,000,000 | EUR 521,200,000 | 98.400% | EUR 128,800,000 |
* Accrued Interest (as defined in the Tender Offer Memorandum) will be paid in addition to the Purchase Price.
The Offer commenced on 28 April 2025 and expired at 4.00 p.m. (London time) on 6 May 2025. Settlement is expected to take place on 8 May 2025. The Offer has now expired and no further Notes can be tendered for purchase.
Interest will cease to accrue on the Settlement Date for all Notes validly tendered at or prior to the Expiration Time and accepted for purchase. All Notes purchased pursuant to the Offer will be cancelled and will not be re-issued or re-sold. Notes which have not been validly offered and accepted for purchase pursuant to the Offer will remain outstanding.
The Offer is made on the terms and subject to the conditions (including satisfaction or waiver of the New Financing Condition) contained in the Tender Offer Memorandum and should be read in conjunction with the Tender Offer Memorandum. Capitalised terms used but not otherwise defined in this announcement shall have the meaning given to them in the Tender Offer Memorandum.
Dealer Manager
| BofA Securities Europe SA | Citigroup Global Markets Europe AG | HSBC Continental Europe |
51 Rue La Boétie | Börsenplatz 9 | 38, avenue Kléber |
Attention: Liability Management Group | Attention: Liability Management Group | Attention: Liability Management, DCM |
The Tender Agent
Kroll Issuer Services Limited
The News Building
3 London Bridge Street
London SE1 9SG
United Kingdom
Tel: +44 20 7704 0880
Attn: Arlind Bytyqi
Email: [email protected]
Website: https://deals.is.kroll.com/harbourenergy-euro
This announcement is released by Harbour Energy plc and Wintershall Dea Finance 2 B.V. and contains information that qualified or may have qualified as inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) 596/2014 (“EU MAR”) (including as it forms part of United Kingdom domestic law by virtue of the European Union (Withdrawal) Act 2018, as amended (“UK MAR”)), encompassing information relating to the Offer, as described above. For the purposes of UK MAR and the Implementing Technical Standards, this announcement is made by Howard Landes (General Counsel) of the Company. For the purposes of EU MAR and the Implementing Technical Standards, this announcement is made by Howard Landes (General Counsel) of the Offeror.