Bill Barrett Corporation Announces Debt Exchange Transaction and Consent Solicitation

DENVER, Dec. 5, 2017 /PRNewswire/ -- Bill Barrett Corporation (the "Company") (NYSE: BBG) announced today that it has agreed to a privately negotiated exchange with certain holders (the "Exchanging Holders") of the Company's 7.0% Senior Notes due 2022 (the "7.0% Notes") pursuant to which the Exchanging Holders have agreed to exchange $50 million aggregate principal amount of the 7.0% Notes for a number of newly issued shares of the Company's common stock, plus cash in respect of accrued and unpaid interest (the "Debt Exchange"). The number of shares exchanged will be calculated based on the volume-weighted average price of trading on December 6, 2017 and the value of the bonds will be at 102% of par. Closing of the Debt Exchange is subject to certain conditions, and is expected to occur after the supplemental indentures (the "Supplemental Indentures") effecting the Proposed Amendments (as defined below) to the indentures governing the Senior Notes are executed and become effective. 

In addition, the Company expects to launch consent solicitations (the "Consent Solicitations") on or about December 7, 2017 pursuant to which it will seek consents from holders of the 7.0% Notes and holders of the Company's 8.75% Senior Notes due 2025 (together with the 7.0% Notes, the "Senior Notes") to amend each of the indentures governing the Senior Notes to, among other things, amend the defined term "Change of Control" in each of the indentures to provide that the Company's previously announced transaction with Fifth Creek Energy, LLC and transactions relating thereto will not constitute a Change of Control thereunder (collectively, such amendments, the "Proposed Amendments"). To become effective with respect to any series of Senior Notes, the Proposed Amendments must be approved by at least a majority of the then-outstanding aggregate principal amount of the Senior Notes governed by the applicable indenture (the "Requisite Consents").

The Company expects to pay a consent fee equal to $2.50 per $1,000 principal amount of Senior Notes for consents validly delivered and not validly revoked upon the execution and effectiveness of the applicable Supplemental Indenture. 

Certain holders holding a majority of the outstanding aggregate principal amount of each series of Senior Notes have agreed to deliver consents in the Consent Solicitations with respect to all Senior Notes held thereby. As such, the Company expects that upon delivery of such consents, the consents necessary to achieve the Requisite Consents will be obtained.

Forward-Looking Statements

All statements in this press release, other than statements of historical fact, are 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. Words such as expects, forecast, guidance, anticipates, intends, plans, believes, seeks, estimates and similar expressions or variations of such words are intended to identify forward-looking statements herein; however, these are not the exclusive means of identifying forward-looking statements.

These and other forward-looking statements in this press release are based on management's judgment as of the date of this release and are subject to numerous risks and uncertainties. Actual results may vary significantly from those indicated in the forward-looking statements. Please refer to the Company's Annual Report on Form 10-K for the year ended December 31, 2016 filed with the SEC, and other filings, including its Current Reports on Form 8-K and Quarterly Reports on Form 10-Q, all of which are incorporated by reference herein, for further discussion of risk factors that may affect the forward-looking statements. The Company encourages you to consider the risks and uncertainties associated with projections and other forward-looking statements and to not place undue reliance on any such statements. In addition, the Company assumes no obligation to publicly revise or update any forward-looking statements based on future events or circumstances.

ABOUT BILL BARRETT CORPORATION

Bill Barrett Corporation (NYSE: BBG), headquartered in Denver, Colorado, develops oil and natural gas in the Rocky Mountain region of the United States. Additional information about the Company may be found on its website www.billbarrettcorp.com.

SOURCE Bill Barrett Corporation

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