Devon Launches $3.25B Exchange Offer for Coterra Notes with Early Tender Bonus
DVN•Devon Energy has launched exchange offers for $3.25 billion of Coterra notes due 2027–2055, offering $970 of new Devon 3.90%–5.90% senior notes per $1,000 tendered. Early tenders by June 5 receive $1,000 of new notes and $1 cash, and require consent to remove select Coterra indenture covenants.
1. Exchange Offer Terms
Devon is offering holders of seven series of Coterra senior notes—maturing in 2027, 2029, 2034, 2035 and 2055 and totaling approximately $3.25 billion—to exchange each $1,000 principal amount for $970 principal of new Devon notes bearing 3.90%–5.90% coupons. Holders tendering after the June 5 early date and before June 23 will receive the $970 exchange consideration only.
2. Consent Solicitation and Indenture Amendments
Eligible holders must tender their Coterra notes to grant consent for proposed amendments that eliminate specified covenants, restrictive provisions and events of default from the corresponding indentures, excluding Coterra OpCo notes. Consent is irrevocably delivered upon valid tender and cannot be separated from the exchange offer.
3. Timeline and Conditions
The early tender deadline is 5:00 p.m. New York time on June 5, with the final expiration on June 23 at the same time. Settlement will follow acceptance, and Devon may terminate, withdraw, amend or extend any offer, which will automatically affect the corresponding consent solicitation under the same terms.
