Nexen Announces Successful Consent Solicitation Process for Senior Unsecured Notes

 Nexen Announces Successful Consent Solicitation Process for Senior Unsecured

  PR Newswire

  CALGARY, Alberta, March 21, 2013

CALGARY, Alberta, March 21, 2013 /PRNewswire/ --

Nexen Inc. ("Nexen") announced today that its previously announced consent
solicitations relating to the series of its senior unsecured notes listed in
the table below have expired as scheduled at 5:00 p.m., New York time, March
20, 2013 (the "Expiration Time"). At the Expiration Time, the Requisite
Consents (as defined in the Consent Solicitation/Prospectus Supplement dated
March 7, 2013 (the "Consent Solicitation Statement")) for each Solicited Class
of Notes (as defined below) were received in the following aggregate principal

                                                     Consents Received
    Title of      CUSIP        Amount        Principal           Percent of
    Security     Numbers   Outstanding(1)    Amount(1)           Outstanding

    1998 Indenture Notes

    5.20% Notes
    due March
    10, 2015    65334HAD4   $125,844,000    $123,587,000           98.21%

    7.40% Notes
    due May 1,
    2028        136420AF3   $200,000,000    $197,193,000           98.60%

    7.875% Notes
    due March
    15, 2032    65334HAA0   $500,000,000    $499,814,000           99.96%

    5.875% Notes
    due March
    10, 2035    65334HAE2   $790,000,000    $779,086,000           98.62%

    2007 Indenture Notes

    5.65% Notes
    due May
    15, 2017    65334HAF9   $62,250,000      $60,088,000           96.53%    6.20% Notes
    due July
    30, 2019    65334HAK8   $300,000,000    $298,869,000           99.62%

    6.40% Notes
    due May
    15, 2037    65334HAG7  $1,250,000,000 $1,219,928,000           97.59%

    7.50% Notes
    due July
    30, 2039    65334HAJ1   $700,000,000    $688,177,000           98.31%


Nexen solicited consents (the "Consents") to approve certain proposed
amendments relating to each series of the notes listed above (each such series
a "Series" and such notes, collectively, the "Notes"). The 1998 Indenture
Notes, collectively, and each Series of the 2007 Indenture Notes,
individually, are referred to herein as a "Solicited Class" or as a "Solicited
Class of Notes." Nexen solicited Consents with respect to each Solicited Class
of Notes (each such solicitation, a "Consent Solicitation" and, together, the
"Consent Solicitations").

If the other conditions to the Consent Solicitation for a Solicited Class are
satisfied or waived, it is expected that the following will occur on Friday,
March 22, 2013:

  *Nexen and CNOOC Limited will amend the indenture governing the Notes of
    such Solicited Class to delete or amend certain restrictive covenants with
    respect to Nexen,
  *CNOOC Limited will unconditionally and irrevocably guarantee the Notes of
    such Solicited Class in respect of which a Consent has been validly
  *Nexen will pay to Holders (as defined in the Consent Solicitation
    Statement) who validly delivered their Consent with respect to the Notes
    of such Solicited Class prior to 5:00 p.m., New York time, on March 18,
    2013 a fee of U.S. $1.00 per U.S. $1,000 principal amount of such Notes,
  *Nexen and CNOOC Limited will amend the indentures governing the Notes of
    such Solicited Class to add certain additional covenants with respect to
    CNOOC Limited (such covenants, together with the guarantee by CNOOC
    Limited, the "Guarantee").

In light of the high success rate of each Consent Solicitation, CNOOC Limited
has decided that, subject to the other conditions to the Consent Solicitations
being satisfied or waived, the Guarantee will be gratuitously issued to
Holders who did not deliver Consents. As described in the Consent Solicitation
Statement, the proposed amendments to the indentures allow for the provision
of the Guarantee to Holders who did not deliver Consents.The Guarantee will
be issued to Holders who did not deliver Consents pursuant to the Consent
Solicitations at the same time and in the same manner as it will be issued to
Holders who delivered Consents. As a consequence, if the Guarantee is issued,
all Holders will receive the Guarantee, and there will no longer be a need (as
had been contemplated in the Consent Solicitation Statement) for any Series of
Notes to trade under a new CUSIP number to reflect the Guarantee. Accordingly,
each Series of Notes will continue to trade under its current CUSIP number
and, if the Guarantee is issued, have the benefit of the Guarantee.

This press release is for informational purposes only and is not a
solicitation of consents. The Consent Solicitations were made solely pursuant
to the Consent Solicitation Statement and the related Consent Form, which set
forth the complete terms of the Consent Solicitation.

This press release is not an offer for sale of the Guarantee in the United
States or any other state or jurisdiction, and there shall not be any sale of
the Guarantee 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 such state or jurisdiction.

Neither the Securities and Exchange Commission, nor any state or Canadian
provincial or territorial securities commission has approved or disapproved of
these securities, or determined if the Consent Solicitation Statement or the
accompanying prospectus is truthful or complete. Any representation to the
contrary is a criminal offense. The Consent Solicitation Statement and the
prospectus to which it relates do not constitute an offer of securities in any
jurisdiction where such offer is not permitted.

About Nexen

Nexen Inc. is a wholly-owned subsidiary of CNOOC Limited. Nexen is an upstream
oil and gas company developing energy resources in some of the world's most
significant basins including the UK North Sea, offshore West Africa, the Gulf
of Mexico and Western Canada. Nexen is strategically focused on three
businesses: conventional oil and gas, oil sands and shale gas.

Forward-Looking Statements

Certain statements in this Release constitute "forward-looking statements"
(within the meaning of the United States Private Securities Litigation Reform
Act of 1995, as amended) or "forward-looking information" (within the meaning
of applicable Canadian securities legislation). Such statements or information
(together "forward-looking statements") are generally identifiable by the
forward-looking terminology used such as "will", "intends", "expect", "should"
or other similar words. Any statements as to the ability of the parties to
satisfy the conditions to, and to complete, the consent solicitation; the
anticipated timing of the closing of the consent solicitation; and, changes in
any of the foregoing are forward-looking statements.

Forward-looking statements are subject to known and unknown risks and
uncertainties and other factors, many of which are beyond our control and each
of which contributes to the possibility that our forward-looking statements
will not occur or that actual results and achievements may differ materially
from those expressed or implied by such statements. Such factors include,
among others: the possible failure of Nexen to complete the consent
solicitation, in a timely manner or at all, and other factors, many of which
are beyond our control. These risks, uncertainties and other factors and their
possible impact are discussed more fully in the sections titled "Risk Factors"
in our 2012 Annual Information Form and "Quantitative and Qualitative
Disclosures About Market Risk" in our 2012 annual MD&A.

All of the forward-looking statements in this Release are qualified by the
assumptions that are stated or inherent in such forward-looking statements.
Although we believe that these assumptions are reasonable based on the
information available to us on the date such assumptions were made, this list
is not exhaustive of the factors that may affect any of the forward-looking
statements and the reader should not place an undue reliance on these
assumptions and such forward-looking statements. Nexen undertakes no
obligation to update publicly or revise any forward-looking statements or
information, whether as a result of new information, future events or
otherwise, unless so required by applicable securities laws.

For further information:

For investor relations inquiries, please contact: Kim Woima Senior Manager,
Investor Relations +1(403)699-5821 For media and general inquiries, please
contact: Pierre Alvarez  Vice President, Corporate Relations +1(403)699-5202
801 - 7 ^th Ave SWCalgary, Alberta, Canada T2P 3P7
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