Further to its announcement on 20 February 2026, Tullow Oil plc has confirmed that holders of more than 90% of its senior secured notes due in May 2026 have acceded to a Lock-Up Agreement in support of the company’s proposed Refinancing Transaction.
The level of participation meets the threshold required for the refinancing to be implemented through a consent solicitation, clearing a major hurdle in the company’s ongoing efforts to strengthen its balance sheet and extend its debt maturities. The senior secured notes are among Tullow’s key debt instruments, and achieving such broad creditor support significantly improves the certainty of execution for the transaction.
Tullow had previously outlined that the refinancing aims to enhance liquidity, improve financial flexibility, and better position the company to manage its near- to medium-term obligations amid ongoing volatility in global energy markets. By securing the backing of a substantial majority of noteholders, the company reduces the risk of delays or legal challenges that could arise from dissenting creditors.
In its earlier communication, Tullow indicated that the Refinancing Transaction is expected to be completed in the second quarter of 2026, subject to customary conditions and regulatory approvals. The company has not announced any changes to this timeline, suggesting that the process remains on track.
The development is viewed as a positive step for Tullow as it continues to focus on operational stability and long-term value creation for stakeholders. Investors and market observers will now be watching closely for further details on the final terms of the refinancing and its impact on the company’s capital structure once the transaction is completed.
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Reacting to this, Ian Perks, Chief Executive Officer of Tullow, commented:
“We are pleased to have secured strong creditor support for the refinancing transaction, positioning the company well for future growth.
“We have solid foundations in place for improved performance and strong operational momentum with the extension of our Ghanaian Petroleum Agreements and SPA signature for the TEN FPSO purchase, combined with a successful start to our current drilling campaign. Looking ahead, our priorities remain clear as we optimise production safely, maximise value across our operations and deliver our business plan. We are excited about the opportunities ahead to create value for all stakeholders.”
Meanwhile, “Early‑Bird Consenting Holders”) are eligible to receive:
(i) a 1.00% early‑bird fee in cash and
(ii) an in‑kind fee, payable in the form of new notes (the “New Notes”), equal in aggregate to 5.00% of the aggregate principal amount of Senior Secured Notes held by holders of the Senior Secured Notes who do not accede to the Lock-Up Agreement on or before 27 February 2026 (if any), allocated pro rata to Early‑Bird Consenting Holders based on their holdings of Senior Secured Notes as at the Allocation Time (being 5pm (EST) on the day prior to closing of the Transaction).
Besides the foregoing consent fees, Early-Bird Consenting Holders will receive $1,000 of New Notes per each $1,000 of Senior Secured Notes held as at the Allocation Time.
Holders of the Senior Secured Notes who do not accede to the Lock-Up Agreement on or before 27 February 2026 will receive $950 of New Notes per each $1,000 of Senior Secured Notes held as at the Allocation Time.