HOUSTON--(BUSINESS WIRE)--May 8, 2014--
Cobalt International Energy, Inc. (“Cobalt”) (NYSE: CIE) today announced
the pricing of a registered underwritten public offering of
$1,150,000,000 aggregate principal amount of its 3.125% convertible
senior notes due 2024 (the “Notes”). Cobalt has granted the underwriters
of this offering the right to purchase, for a period beginning on the
date hereof and ending on the date that is 12 days after the original
issue date, up to an additional $150,000,000 aggregate principal amount
of the Notes on the same terms and conditions to solely cover
over-allotments, if any.
The Notes will be Cobalt’s senior unsecured obligations and will bear
interest at a rate of 3.125% per annum, payable semi-annually in arrears
on May 15 and November 15 of each year, beginning on November 15, 2014.
The Notes will mature on May 15, 2024, unless earlier repurchased,
redeemed or converted in accordance with their terms.
The Notes will be convertible at the holder’s option, under certain
circumstances and during certain periods, into cash, shares of Cobalt’s
common stock or a combination of cash and shares of Cobalt’s common
stock, at Cobalt’s election. The conversion rate will initially be
43.3604 shares of common stock per $1,000 principal amount of the Notes
(equivalent to an initial conversion price of approximately $23.06 per
share of common stock), subject to customary adjustments. In addition,
following certain corporate events that occur prior to the maturity
date, in certain circumstances, Cobalt will increase the conversion rate
for a holder who elects to convert its Notes.
Cobalt may not redeem the Notes prior to May 15, 2019. On or after May
15, 2019, Cobalt may redeem for cash all or any portion of the Notes, at
its option, but only if the last reported sale price of Cobalt’s common
stock for at least 20 trading days (whether or not consecutive) during
any 30 consecutive trading-day period ending on, and including, the
second trading day immediately preceding the date on which Cobalt
provides notice of redemption, exceeds $30.00 (subject to customary
adjustments) on each applicable trading day. The redemption price will
equal 100% of the principal amount of the Notes, plus accrued and
unpaid interest, if any, to, but excluding, the redemption date.
Cobalt expects to close the offering on May 13, 2014, subject to
satisfaction of customary closing conditions.
The proceeds to the Company, before expenses, are expected to be
approximately $1,124,125,000. Cobalt intends to use the net proceeds
from the sale of the Notes to fund its capital expenditures and for
general corporate purposes.
Goldman, Sachs & Co. and RBC Capital Markets, LLC are acting as joint
book-running managers for the offering.
The offering is being made pursuant to an effective shelf registration
statement, including a prospectus and a prospectus supplement relating
to the offering, filed by Cobalt with the Securities and Exchange
Commission (“SEC”). When available, copies of the prospectus and the
prospectus supplement relating to the offering may be obtained for free
by visiting the SEC website at www.sec.gov.
Alternatively, copies of the prospectus and the preliminary prospectus
supplement may be obtained from Goldman, Sachs & Co., 200 West St., New
York, NY 10282, Attention: Prospectus Department, by calling
866-471-2526 or by emailing email@example.com,
or RBC Capital Markets, LLC, 3 World Financial Center, 200 Vesey Street,
8th Floor, New York, NY 10281-8098; Attention: Equity Syndicate, by
calling 877-822-4089 or by faxing 212-428-6260.
This press release is for informational purposes only and does not
constitute an offer to sell or a solicitation of an offer to buy any
securities, nor shall there be any sale of these securities in any state
or jurisdiction in which such an offer, solicitation or sale would be
unlawful prior to registration or qualification under the securities
laws of any such state or jurisdiction. Any offer or sale of these
securities will be made only by means of a prospectus, including a
prospectus supplement, forming a part of the related registration
Cobalt is an independent exploration and production company with
operations in the deepwater U.S. Gulf of Mexico and offshore Angola and
Gabon in West Africa. Cobalt was formed in 2005 and is headquartered in
This press release includes “forward-looking statements” within the
meaning of the safe harbor provisions of Section 27A of the Securities
Act of 1933 and Section 21E of the Securities Exchange Act of 1934 —
that is, statements related to future, not past, events. Forward-looking
statements are based on current expectations and include any statement
that does not directly relate to a current or historical fact. In this
context, forward-looking statements often address Cobalt’s expected
future business and financial performance, and often contain words such
as “anticipate,” “believe,” “intend,” “expect,” “plan,” “will” or other
similar words. These forward-looking statements involve certain risks
and uncertainties that ultimately may not prove to be accurate. Actual
results and future events could differ materially from those anticipated
in such statements. For further discussion of risks and uncertainties,
individuals should refer to Cobalt’s SEC filings. Cobalt undertakes no
obligation and does not intend to update these forward-looking
statements to reflect events or circumstances occurring after this press
release, other than as required by law. You are cautioned not to place
undue reliance on these forward-looking statements, which speak only as
of the date of this press release. All forward-looking statements are
qualified in their entirety by this cautionary statement.
Source: Cobalt International Energy, Inc.
Cobalt International Energy, Inc.
Chief Financial Officer
Lynne L. Hackedorn, +1-713-579-9115
Government and Public Affairs