GeoPark Limited Prices Offering of U.S.$550,000,000 8.750% Senior Notes Due 2030

Rhea-AI Summary

GeoPark (NYSE: GPRK) has announced the pricing of U.S.$550,000,000 aggregate principal amount of 8.750% senior notes due 2030. The notes will be guaranteed by GeoPark Colombia S.L.U., GeoPark Colombia S.A.S., and GeoPark Argentina S.A.

The settlement is expected on January 31, 2025. The net proceeds will be used to repurchase the company's outstanding 5.500% senior notes due 2027, repay up to US$152.0 million of outstanding prepayments under an offtake agreement, and any remainder for general corporate purposes, including capital expenditures.

The Notes are being offered privately to qualified institutional buyers under Rule 144A and to non-U.S. persons under Regulation S of the Securities Act.

Positive

• Successful pricing of $550 million senior notes offering
• Strategic debt refinancing extending maturity to 2030
• Multiple subsidiary guarantees strengthening the notes' security

Negative

• Higher interest rate of 8.750% compared to existing 5.500% 2027 notes
• Significant debt obligation of $550 million

Insights

Fixed Income Analyst

This debt refinancing represents a strategic but costly move for GeoPark. The 8.750% coupon rate on the new $550 million notes reflects both the higher interest rate environment and GeoPark's position as a Latin American oil & gas operator. While the 3.25% higher coupon rate compared to the 2027 notes will increase annual interest expenses by approximately $17.9 million, the refinancing provides several key benefits:

• Extends debt maturity profile to 2030, reducing near-term refinancing risk
• Maintains financial flexibility by addressing the $152 million prepayment obligation
• Creates additional headroom for capital expenditures to support growth initiatives

The timing suggests management's view that current rates may persist, opting to secure longer-term financing despite the higher cost. For an E&P company with a market cap of $476 million, this $550 million note issuance is substantial, highlighting the capital-intensive nature of their operations. The successful pricing indicates institutional investors' confidence in GeoPark's credit profile and operational stability in their core Latin American markets.

BOGOTÁ, Colombia--(BUSINESS WIRE)-- GeoPark Limited (“GeoPark” or the “Company”) (NYSE: GPRK), an exempted company incorporated under the laws of Bermuda, today announced the pricing of U.S.$550,000,000 aggregate principal amount of 8.750% senior notes due 2030 (the “Notes”). The Notes were offered in a private placement to qualified institutional buyers in accordance with Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), and outside the United States to non-U.S. persons in accordance with Regulation S under the Securities Act. The Notes will be fully and unconditionally guaranteed jointly and severally by GeoPark Colombia S.L.U., GeoPark Colombia S.A.S., and GeoPark Argentina S.A. The settlement of the Notes offering is expected to take place on January 31, 2025, subject to customary closing conditions.

The net proceeds from the Notes offering will be used by the Company to repurchase the Company’s outstanding 5.500% senior notes due 2027 (the “2027 Notes”) through a concurrent tender offer, to repay up to US$152.0 million of outstanding prepayments due under an offtake and prepayment agreement and the remainder, if any, for general corporate purposes, including capital expenditures.

This press release does not constitute an offer to sell or a solicitation of an offer to buy these securities, nor will there be any sale of these securities, in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any state or jurisdiction. The Notes have not been registered under the Securities Act, or any applicable state securities laws, and will be offered only to qualified institutional buyers pursuant to Rule 144A promulgated under the Securities Act and outside the United States to non-U.S. persons in accordance with Regulation S under the Securities Act. Unless so registered, the Notes may not be offered or sold in the United States except pursuant to an exemption from the registration requirements of the Securities Act and any applicable state securities laws.

NOTICE

Additional information about GeoPark can be found in the “Invest with Us” section on the website at www.geo-park.com.

CAUTIONARY STATEMENTS RELEVANT TO FORWARD-LOOKING INFORMATION

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements often are preceded by words such as “believes,” “expects,” “may,” “anticipates,” “plans,” “intends,” “assumes,” “will” or similar expressions. The forward-looking statements contained herein include statements about the tender offer for the 2027 Notes, the Company’s Notes offering and its intended use of proceeds therefrom. These expectations may or may not be realized. Some of these expectations may be based upon assumptions or judgments that prove to be incorrect. In addition, GeoPark’s business and operations involve numerous risks and uncertainties, many of which are beyond the control of GeoPark, which could result in GeoPark’s expectations not being realized or otherwise materially affect the financial condition, results of operations and cash flows of GeoPark. Some of the factors that could cause future results to materially differ from recent results or those projected in forward-looking statements are described in GeoPark’s filings with the United States Securities and Exchange Commission.

The forward-looking statements are made only as of the date hereof, and GeoPark does not undertake any obligation to (and expressly disclaims any obligation to) update any forward-looking statements to reflect events or circumstances after the date such statements were made, or to reflect the occurrence of unanticipated events. In light of the risks and uncertainties described above, and the potential for variation of actual results from the assumptions on which certain of such forward-looking statements are based, investors should keep in mind that the results, events or developments disclosed in any forward-looking statement made in this document may not occur, and that actual results may vary materially from those described herein, including those described as anticipated, expected, targeted, projected or otherwise.

View source version on businesswire.com: https://www.businesswire.com/news/home/20250128146693/en/

For further information, please contact:

INVESTORS:



Maria Catalina Escobar

Shareholder Value and Capital Markets Director

mescobar@geo-park.com

Miguel Bello

Investor Relations Officer

mbello@geo-park.com

Maria Alejandra Velez

Investor Relations Leader

mvelez@geo-park.com

MEDIA:



Communications Department

communications@geo-park.com

Source: GeoPark Limited

FAQ

What is the interest rate and maturity of GeoPark's (GPRK) new senior notes?

GeoPark's new senior notes have an interest rate of 8.750% and will mature in 2030.

How much is GeoPark (GPRK) raising through its 2030 senior notes offering?

GeoPark is raising U.S.$550,000,000 through its senior notes offering.

When is the settlement date for GeoPark's (GPRK) 2030 senior notes?

The settlement of GeoPark's 2030 senior notes is expected to take place on January 31, 2025.

How will GeoPark (GPRK) use the proceeds from its 2030 notes offering?

GeoPark will use the proceeds to repurchase its 5.500% 2027 notes, repay up to $152.0 million in prepayments under an offtake agreement, and the remainder for general corporate purposes.

Which subsidiaries are guaranteeing GeoPark's (GPRK) 2030 senior notes?

The notes are guaranteed by GeoPark Colombia S.L.U., GeoPark Colombia S.A.S., and GeoPark Argentina S.A.