Filed Pursuant to Rule 433
Registration Statement No. 333-186112
January 22, 2013
Denbury Resources Inc.
Pricing Term Sheet
| Issuer: | Denbury Resources Inc. | |
| Security Description: | Senior Subordinated Notes | |
| Distribution: | SEC Registered | |
| Aggregate Principal Amount: | $1,200,000,000 | |
| Gross Proceeds: | $1,200,000,000 | |
| Net Proceeds (Before Expenses): | $1,182,000,000 | |
| Coupon: | 4.625% | |
| Maturity: | July 15, 2023 | |
| Offering Price: | 100.000% of face amount, plus accrued interest, if any | |
| Yield to Maturity: | 4.625% | |
| Spread to Benchmark Treasury: | 279 bps | |
| Benchmark Treasury: | UST 1.625% due 11/15/22 | |
| Interest Payment Dates: | January 15 and July 15, commencing July 15, 2013 | |
| Optional Redemption: | Make-whole call at T+50 until January 15, 2018 On or after January 15, 2018: 102.313% On or after January 15, 2019: 101.542% On or after January 15, 2020: 100.771% On or after January 15, 2021 and thereafter: 100% | |
| Equity Clawback: | Prior to January 15, 2016, up to 35% may be redeemed at 104.625% | |
| Trade Date: | January 22, 2013 | |
| Settlement: | T+10; February 5, 2013 | |
| CUSIP: | 24823U AH1 | |
| ISIN: | US24823UAH14 | |
| Denominations: | 2,000x1,000 | |
| Book-Running Managers: | Merrill Lynch, Pierce, Fenner & Smith Incorporated J.P. Morgan Securities LLC Credit Suisse Securities (USA) LLC Wells Fargo Securities, LLC RBC Capital Markets, LLC Credit Agricole Securities (USA) Inc. | |
| Co-Managers: | Scotia Capital (USA) Inc. Mitsubishi UFJ Securities (USA), Inc. UBS Securities LLC Capital One Southcoast, Inc. CIBC World Markets Corp. Comerica Securities, Inc. U.S. Bancorp Investments, Inc. ING Financial Markets LLC SunTrust Robinson Humphrey, Inc. KeyBanc Capital Markets Inc. SMBC Nikko Capital Markets Limited Fifth Third Securities, Inc. | |
The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the underwriters will arrange to send you the prospectus if you request it by contacting Merrill Lynch, Pierce, Fenner & Smith Incorporated at 222 Broadway, 11th Floor, New York, NY 10038, Attention: Prospectus Department or by calling 800-294-1322 or emailing: dg.prospectus_requests@baml.com.
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