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Occidental Announces Cash Tender Offers and Consent Solicitations for Certain of its Senior Notes and Debentures

OXY
  • Occidental (NYSE: OXY) initiated cash tender offers & consent solicitations for five specific senior note & debenture series on February 19, 2026.
  • The targeted securities include Zero Coupon Senior Notes due 2036, 6.125% Notes due 2031, 6.625% Notes due 2030, 7.200% Debentures due 2029, & 7.950% Debentures due 2029.
  • Occidental plans to purchase up to $700.0 million aggregate principal amount (Aggregate Cap) of these notes.
  • A specific sub-cap of $58.0 million applies exclusively to the Zero Coupon Senior Notes due 2036 (Sub-Cap).
  • Purchases will follow a five-tier acceptance priority order, with priority 1 assigned to the 2036 Zero Coupon Notes & priority 5 to the 7.950% Debentures.
  • The tender offers & consent solicitations expire at 5:00 p.m. New York City time on March 19, 2026.
  • An early tender deadline is set for 5:00 p.m. New York City time on March 4, 2026, offering a $30 per $1,000 premium to holders of the Zero Coupon Senior Notes due 2036.
  • The final purchase price will be calculated based on a fixed spread plus the yield of a reference U.S. Treasury security as quoted on Bloomberg at 10:00 a.m. New York City time on March 5, 2026.
  • Settlement for early tenders is expected on the third business day following the March 4 early tender time, while standard settlement occurs no later than the second business day after the March 19 expiration.
  • Consent solicitations target the 2031, 2030, 2029, & 2029 debenture series to amend indentures by eliminating certain covenants & reducing redemption notice periods to 5 business days.
  • Holders must tender their notes to deliver consents; amendments become operative once Occidental accepts a principal amount representing the requisite consent.
  • Citigroup Global Markets Inc. serves as the sole Lead Dealer Manager & Lead Solicitation Agent, with J.P. Morgan, RBC Capital Markets, TD Securities, & Wells Fargo acting as Co-Managers.
  • Global Bondholder Services Corporation is retained as the Tender Agent & Information Agent for the transactions.
  • The tender offers are not conditioned on a minimum principal amount being tendered or on obtaining any requisite consent.
  • Occidental reserves the right to increase the Aggregate Cap & Sub-Cap without necessarily extending withdrawal deadlines.