Swift Energy is offering to purchase outstanding Notes at $1,055 per $1,000 principal amount of Notes, which includes a consent payment of $20 per $1,000 principal amount, to those Noteholders who validly tender their Notes, and deliver consents to amendment of the indenture governing the Notes, prior to 5:00 p.m. New York City time, on Tuesday, June 22, 2004. Noteholders who validly tender Notes after that time and prior to midnight July 12, 2004, the expiration of the Tender Offer, will receive $1,035 per $1,000 principal amount and will not receive the $20 consent payment. Holders who validly tender Notes at any time during the tender offer period also will be paid accrued and unpaid interest up to, but not including, the applicable date of payment for the Notes.
The Tender Offer and Consent Solicitation is being conducted in conjunction with Swift Energy's offering of 7 5/8% Senior Notes due 2011 ("7 5/8% Notes"), which is expected to close on June 23, 2004. Swift Energy intends to use the net proceeds from sale of the 7 5/8% Notes to fund the Tender Offer.
Swift Energy currently intends to redeem on Aug. 1, 2004, all Notes not tendered in the Tender Offer at $1,051.25 per $1,000 principal amount, the redemption price provided in the indenture governing the Notes, plus accrued interest to the redemption date, with the remaining proceeds from the 7 5/8% Notes offering. Swift Energy is not obligated to make this redemption until a formal notice of redemption is provided to Noteholders.
The Tender Offer is scheduled to expire at 12:00 midnight, New York City time, on Monday, July 12, 2004, unless extended or earlier terminated. Holders tendering their Notes will be required to consent to certain proposed amendments to the indenture governing the Notes, which will eliminate substantially all of the indenture's restrictive covenants. Holders may not tender their Notes without delivering consents or deliver consents without tendering their Notes. Holders who validly tender their Notes by 5:00 p.m. on June 22 are expected to receive payment promptly thereafter, and holders who tender Notes prior to the offer's expiration at midnight, July 12, 2004 are expected to receive payment promptly thereafter.
The Tender Offer is subject to the satisfaction of certain conditions, including the Company's receipt of tenders of Notes representing a majority of the principal amount of such Notes outstanding, the Company having closed its sale of its new 7 5/8% Notes and the Company having received the consent of the required lenders under its credit facility to the closing of the tender offer.
Swift Energy has engaged Credit Suisse First Boston to act as the exclusive dealer manager and solicitation agent for the Tender Offer and the Consent Solicitation. Questions regarding the Tender Offer and the Consent Solicitation may be directed to Credit Suisse First Boston LLC, Eleven Madison Avenue, Fourth Floor, NY, NY 10010-3629 Attn: Liability Management Group, at 800-820-1653 (U.S. toll-free) or 212-538-4807 (collect). Requests for documentation may be directed to D.F King & Co., Inc., at 212-269-5550 (collect; for banks and brokers) or 800-290-6431 (toll-free; for all other than banks and brokers).
This announcement is not an offer to purchase, a solicitation of an offer to purchase or a solicitation of consent with respect to any securities. The Tender Offer is being made solely by the Offer to Purchase and Consent Solicitation Statement dated June 14, 2004.
Celebrating its 25th Anniversary this year, Swift Energy Company was founded in 1979 with its headquarters in Houston, Texas. Swift Energy engages in developing, exploring, acquiring and operating oil and gas properties, with a focus on onshore and inland waters oil and natural gas reserves in Texas and Louisiana and onshore oil and natural gas reserves in New Zealand. The Company has consistently shown long-term growth in its proved oil and gas reserves, production and cash flow through a disciplined program of acquisitions and drilling, while maintaining a strong financial position.
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