Venoco Inc. commenced a cash tender offer to purchase any and all of its outstanding 11.5% senior notes due 2017.

An aggregate US $150 million was outstanding as of Aug. 6. Venoco is also soliciting consents from the registered holders of the notes to certain proposed amendments to the indenture governing the notes, including the elimination of substantially all of the restrictive covenants, certain events of default and certain other provisions. The tender offer and consent solicitation are described in detail in an Offer to Purchase and consent solicitation statement dated on July 6.

The tender offer is scheduled to expire on Sept. 3, unless extended or earlier terminated. The total consideration for each $1,000 principal amount of notes tendered and accepted for payment will be $1,068.75, which includes the consent payment of $30 per $1,000 principal amount of notes. In order to receive the total consideration, holders of notes must tender and not withdraw their notes and deliver and not rescind their corresponding Consents on or prior to the consent deadline on Aug. 19, unless extended or earlier terminated. Holders of notes who tender their notes after the consent deadline and on or before the expiration date will only receive the tender offer consideration of $1,038.75 per $1,000 principal amount of notes, which is the total consideration minus the consent payment.

In addition to the total consideration or the tender offer consideration, as applicable, holders of notes tendered and accepted for payment will receive accrued and unpaid interest on the Notes from the last interest payment date for the notes to, but not including, the applicable settlement date. Venoco intends to fund the purchase of the notes and payment of consents with proceeds from a financing transaction.

Except as set forth in the statement or as required by applicable law, notes tendered may be withdrawn and consents delivered may be revoked at any time on or prior to the withdrawal date on Aug. 19 by following the procedures described in the statement. Notes tendered on or prior to the withdrawal date that are not validly withdrawn on or prior to the withdrawal date may not be withdrawn thereafter, and notes tendered after the withdrawal date may not be withdrawn, in either case, unless Venoco reduces the amount of the total consideration, the tender offer consideration or the principal amount of the notes subject to the tender offer or is otherwise required by law to permit withdrawal.

Venoco currently expects to have an initial settlement for notes that are tendered on or prior to the consent deadline after the consent deadline and promptly following the satisfaction of the financing condition, followed by a final settlement promptly after the expiration date for notes tendered after the consent deadline, which is currently expected to be Sept. 4. Venoco reserves the right to delay the initial settlement date, as a result of which the initial settlement date may occur as late as the final settlement date.

Venoco Inc. is an independent energy company primarily engaged in the acquisition, exploitation and development of oil and natural gas properties primarily in California. The company is based in Denver.