YPF Sociedad Anónima Announces Commencement of Tender Offer for Cash for Any and All of its 8.875% Senior Notes due 2018
Source: YPF Sociedad Anonima
BUENOS AIRES, Argentina, Sept. 10, 2018 /PRNewswire/ --YPF Sociedad Anónima ("YPF") today announced that it has commenced a cash tender offer (the "Tender Offer") for any and all of its outstanding US$452,198,000 aggregate principal amount of 8.875% Senior Notes due 2018 (the "Notes") (144A CUSIP / ISIN Nos. 984245 AJ9/US984245AJ90 and Reg S CUSIP / ISIN P989MJ AU5/USP989MJAU54).
The Tender Offer is scheduled to expire at 5:00 p.m., New York City time, on September 17, 2018, unless extended or earlier terminated (such time, as may be extended, the "Expiration Time"). Holders who validly tender their Notes prior to the Expiration Time will be eligible to receive US$1,005 for each US$1,000 principal amount of Notes, plus accrued interest.
Completion of the Tender Offer is subject to certain market and other conditions. Settlement of the Tender Offer is expected to occur on the first business day following the Expiration Time, unless terminated.
Tendered Notes may be withdrawn at any time at or prior to the earlier of the Expiration Time and, in the event that the Tender Offer is extended, the tenth business day after commencement of the Tender Offer. Tendered Notes may be withdrawn at any time after the 60th business day after commencement of the Tender Offer if for any reason the offer has not been consummated within 60 business days after commencement.
Upon the terms and subject to the conditions of the Tender Offer set forth in the Offer to Purchase, dated as of September 10, 2018 (the "Offer to Purchase"), all Notes validly tendered and not validly withdrawn or with respect to which a properly completed and duly executed Notice of Guaranteed Delivery (as described in the Offer to Purchase) is delivered at or prior to the Expiration Time, as applicable, will be accepted for purchase. The Company reserves the absolute right to amend, terminate or withdraw the Tender Offer in its sole discretion, subject to disclosure and other requirements as required by applicable law. In the event of termination or withdrawal of the Tender Offer, Notes tendered and not accepted for purchase pursuant to the Tender Offer will be promptly returned to the tendering holders.
The complete terms and conditions of the Tender Offer are described in the Offer to Purchase, the related Letter of Transmittal and a Notice of Guaranteed Delivery, copies of which may be obtained from D.F. King & Co., Inc., the tender agent and information agent (the "Tender Agent and Information Agent") for the Tender Offer, at www.dfking.com/ypf, by telephone at (800) 628-8509 (U.S. toll free) and (212) 269-5550 (collect), in writing at 48 Wall Street, 22nd Floor New York, New York 10005, or by email to firstname.lastname@example.org.
YPF has engaged Itau BBA USA Securities Inc. and Merrill Lynch, Pierce, Fenner & Smith Incorporated to act as the dealer managers (the "Dealer Managers") in connection with the Tender Offer. Questions regarding the terms of the Tender Offer may be directed to Itau BBA USA Securities Inc. by telephone at +1 (888) 770-4828 (U.S. toll free) or + 1 (212) 710-6749 (collect) and Merrill Lynch, Pierce, Fenner & Smith Incorporated by telephone at +1 (888) 292-0070 (U.S. toll free) or +1 (646) 855-8988 (collect).
None of YPF, the Dealer Managers, the Tender Agent and Information Agent or the trustee for the Notes, or any of their respective affiliates, is making any recommendation as to whether Holders should or should not tender any Notes in response to the Tender Offer or expressing any opinion as to whether the terms of the Tender Offer are fair to any holder. Holders must make their own decision as to whether to tender any of their Notes and, if so, the principal amount of Notes to tender. Please refer to the Offer to Purchase for a description of the offer terms, conditions, disclaimers and other information applicable to the Tender Offer.
This press release is for informational purposes only and does not constitute an offer to purchase or the solicitation of an offer to sell the Notes. The Tender Offer is being made solely by means of the Offer to Purchase and the related Letter of Transmittal. The Tender Offer is not being made to holders of Notes in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction. In those jurisdictions where the securities, blue sky or other laws require any tender offer to be made by a licensed broker or dealer, the Tender Offer will be deemed to be made on behalf of YPF by the Dealer Managers or one or more registered brokers or dealers licensed under the laws of such jurisdiction.
This release may contain forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the United States Securities Exchange Act of 1934, as amended, including those related to the tender for Notes and whether or not YPF will consummate the Tender Offer. Forward-looking information involves important risks and uncertainties that could significantly affect anticipated results in the future, and, accordingly, such results may differ from those expressed in any forward-looking statements. These risks and uncertainties include, but are not limited to, general economic, political and business conditions in Argentina and South America, existing and future governmental regulations, fluctuations in the price of petroleum and petroleum products, supply and demand levels, currency fluctuations, exploration, drilling and production results, changes in reserves estimates, success in partnering with third parties, loss of market share, industry competition, environmental risks, physical risks, the risks of doing business in developing countries, legislative, tax, legal and regulatory developments, economic and financial market conditions in various countries and regions, political risks, wars and acts of terrorism, natural disasters, project delays or advancements and lack of approvals. Additional information concerning potential factors that could affect the company's financial results is included in the filings made by YPF and its affiliates before the Comisión Nacional de Valores in Argentina and with the U.S. Securities and Exchange Commission, in particular, in YPF's Annual Report on Form 20-F for the fiscal year ended December 31, 2017 and its current reports filed with the Securities and Exchange Commission. In light of the foregoing, the forward-looking statements included in this document may not occur. Except as required by law, YPF does not undertake to publicly update or revise these forward-looking statements even if experience or future changes make it clear that the projected performance, conditions or events expressed or implied therein will not be realized.
HOUSTON and BUENOS AIRES, Argentina, July 25, 2016/PRNewswire/ -- Flotek Industries, Inc. (NYSE: FTK) (News) ("Flotek" or the "Company") announced today that it has signed a five-year joint technology development agreement with YPF Technologia S.A. ("Y-TEC"), the technology arm of YPF Sociedad Anonima ("YPF"), the vertically-integrated national energy company of Argentina.
Flotek and Y-TEC will jointly work to develop new technologies and new applications of current technologies with a focus on the oil and gas industry as well as industrial applications beyond energy.
Flotek and Y-TEC's initial collaboration in the energy space will focus on:
The use of customized chemistry to develop "full fluid systems", building from Flotek's patented CnF® and PrF™ technology platforms for deployment in both the Vaca Muerta shale and Neuquen tight gas basins.
Design and implementation of a YPF-centric data management application emphasizing chemistry.
Local supply and production of d-limonene (citrus terpenes) for applications in new and existing wells as well as other industrial and commercial applications.
"We believe Y-TEC's partnership with Flotek, focused on innovative custom chemistry, combined with integrated data analysis will enable us to continue to design more efficient and effective solutions for the development of both conventional and unconventional resources," said Ing. Santiago Sacerdote, Gerente General of Y-TEC. "Y-TEC fully embraces Flotek's philosophy of 'enabling and protecting reservoirs' with the appropriate applications of precision, customized chemistry."
"We are pleased to partner with Y-TEC in their efforts to embrace and deliver innovative technology in the energy sector as well as other industries in Argentina," said John Chisholm, Flotek's President, Chairman, and Chief Executive Officer. "The planned openings of Y-TEC's ambitious new research facility as well as Flotek's new Global Research and Innovation Center in the coming months illustrate both companies are committed to cutting-edge research and innovations and further supports our collaborative effort that will include the sharing of research personnel and resources across the Americas."
About Flotek Industries, Inc.
Flotek is a global developer and distributor of a portfolio of innovative oilfield technologies, including specialty chemicals and down-hole drilling and production equipment. It serves major and independent companies in the domestic and international oilfield service industry. Flotek Industries, Inc. is a publicly traded company headquartered in Houston, Texas, and its common shares are traded on the New York Stock Exchange under the ticker symbol "FTK."
Y-TEC is a technology company owned 51% by YPF -the state oil company- and 49% by the National Council of Scientific and Technical Research (CONICET). The CONICET is an autarkic institution of the Ministry of Science, Technology and Innovation of Argentina and it is the nation's leading scientific institution and one of the most relevant in Latin America.
About YPF S.A.
YPF is Argentina's leading energy company, operating a fully integrated oil and gas chain with leading market positions across the domestic upstream and downstream segments. YPF's upstream operations consist of the exploration, development and production of crude oil, natural gas and LPG. YPF's downstream operations include the refining, marketing, transportation and distribution of oil and a wide range of petroleum products, petroleum derivatives, petrochemicals, LPG and bio-fuels. Additionally, YPF is active in the gas separation and natural gas distribution sectors both directly and through its investments in several affiliated companies.
Headquartered in Buenos Aires, Argentina, YPF is traded on the Buenos Aires Stock Exchange and its American Depositary Shares are traded on the New York Stock Exchange.
Certain statements set forth in this Press Release constitute forward-looking statements (within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934) regarding Flotek Industries, Inc.'s business, financial condition, results of operations and prospects. Words such as expects, anticipates, intends, plans, believes, seeks, estimates and similar expressions or variations of such words are intended to identify forward-looking statements, but are not the exclusive means of identifying forward-looking statements in this Press Release.
Although forward-looking statements in this Press Release reflect the good faith judgment of management, such statements can only be based on facts and factors currently known to management. Consequently, forward-looking statements are inherently subject to risks and uncertainties, and actual results and outcomes may differ materially from the results and outcomes discussed in the forward-looking statements. Factors that could cause or contribute to such differences in results and outcomes include, but are not limited to, demand for oil and natural gas drilling services in the areas and markets in which the Company operates, competition, obsolescence of products and services, the Company's ability to obtain financing to support its operations, environmental and other casualty risks, and the impact of government regulation.