ConocoPhillips/Concho Resources start $1.8 billion cash tender offer

Chicago, Feb. 22 – ConocoPhillips and its wholly owned subsidiary Concho Resources Inc. announced the start of a cash tender offer for up to $1.8 billion of debt securities, according to a press release.

The 10 securities that are part of the offer, listed by acceptance priority level, are the following:

• $981,172,000 outstanding 3.75% senior notes due 2027 issued by ConocoPhillips (Cusip: 20825CAV6) with pricing to be based on the 1.5% U.S. Treasury due Jan. 31, 2027 plus 55 basis points;

• $18,828,000 outstanding 3.75% senior notes due 2027 issued by Concho (Cusip: 20605PAH4) with pricing to be based on the 1.5% U.S. Treasury due Jan. 31, 2027 plus 55 bps;

• $972.92 million outstanding 4.3% senior notes due 2028 issued by ConocoPhillips (Cusip: 20825CAX2) with pricing to be based on the 1.5% U.S. Treasury due Jan. 31, 2027 plus 70 bps;

• $27.08 million outstanding 4.3% senior notes due 2028 issued by Concho (Cusip: 20605PAK7) with pricing to be based on the 1.5% U.S. Treasury due Jan. 31, 2027 plus 70 bps;

• $489,351,00 outstanding 2.4% senior notes due 2031 issued by ConocoPhillips (Cusip: 20825CAZ7) with pricing to be based on the 1.875% U.S. Treasury due Feb. 15, 2032 plus 75 bps;

• $10,649,000 outstanding 2.4% senior notes due 2031 issued by Concho (Cusip: 20605PAM3) with pricing to be based on the 1.875% U.S. Treasury due Feb. 15, 2032 plus 75 bps;

• $799.77 million outstanding 4.875% senior notes due 2047 issued by ConocoPhillips (Cusip: 20825CBB9) with pricing to be based on the 1.875% U.S. Treasury due Nov. 15, 2051 plus 120 bps;

• $230,000 outstanding 4.875% senior notes due 2047 issued by Concho (Cusip: 20605PAJ0) with pricing to be based on the 1.875% U.S. Treasury due Nov. 15, 2051 plus 120 bps;

• $589,822,000 outstanding 4.85% senior notes due 2048 issued by ConocoPhillips (Cusip: 20825CBD5) with pricing to be based on the 1.875% U.S. Treasury due Nov. 15, 2051 plus 120 bps;

• $10,178,000 outstanding 4.85% senior notes due 2048 issued by Concho (Cusip: 20605PAL5) with pricing to be based on the 1.875% U.S. Treasury due Nov. 15, 2051 plus 120 bps.

Pricing for the total considerations will include an early tender premium of $30 per $1,000 principal amount of notes for each series.

To receive the full consideration, noteholders must tender their notes by 5 p.m. ET on March 7. The early deadline is also the withdrawal deadline.

Pricing will take place at 10 a.m. ET one day after the early deadline.

Early settlement is expected to be March 11.

The tender offer will expire one minute after 11:59 p.m. ET on March 21.

Final settlement is planned for March 23.

Citigroup Global Markets Inc. (800 558-3745), J.P. Morgan Securities LLC (866 834-4866), Mizuho Securities USA LLC (866 271-7403) and TD Securities (USA) LLC (866 584-2096) are the dealer managers.

Global Bondholder Services Corp. is the tender agent and information agent (212 430-3774, 855 654-2015, contact@gbsc-usa.com)

ConocoPhillips is an independent exploration and production company based in Houston.

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