UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
Pursuant to Rule 13a-16 or 15d-16
Under the Securities Exchange Act of 1934
For the month of August 2020
Commission File Number: 001-04307
Husky Energy Inc.
(Exact name of registrant as specified in its charter)
707 - 8th Avenue S.W., Calgary, Alberta, Canada T2P 1H5
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F ☐ Form 40-F ☒
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1). ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
On August 5, 2020, Husky Energy Inc. issued a press release announcing that it has agreed to issue pursuant to a public offering $1.25 billion Cdn. of notes, which will mature on February 7, 2028. The press release is attached hereto as Exhibit “A”.
This report on Form 6-K shall be deemed to be incorporated by reference into Husky Energy Inc.’s Registration Statements on Form F-10 (File No. 333-236603) and Form S-8 (File No. 333-187135) and to be a part thereof from the date on which this report is filed, to the extent not superseded by documents or reports subsequently filed or furnished.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| HUSKY ENERGY INC. | ||||||
| BY: | /s/ James D. Girgulis | |||||
| JAMES D. GIRGULIS | ||||||
| SENIOR VICE PRESIDENT, | ||||||
| Date: August 5, 2020 | GENERAL COUNSEL & SECRETARY | |||||
Exhibit A
 | NEWS RELEASE Calgary, Alberta August 5, 2020 |
Husky Energy Announces Notes Offering
NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
Husky Energy has agreed to issue pursuant to a public offering $1.25 billion Cdn of notes, which will mature on February 7, 2028 (the “2028 Notes”).
The 2028 Notes have a coupon of 3.50% and have been rated BBB(high) with a negative trend by DBRS Limited, BBB by Standard & Poor’s, a division of S&P Global Inc., and Baa2 by Moody’s Investor Services Inc.
The net proceeds of this offering will be used for general corporate purposes, which may include, among other things, the repayment of Husky’s $500 million unsecured non-revolving term loan credit facility. Husky may invest funds it does not immediately require in short-term marketable debt securities.
The 2028 Notes were sold through a syndicate of agents led by RBC Capital Markets, CIBC Capital Markets and Scotia Capital Inc.
The 2028 Notes are being issued under Husky’s Short Form Base Shelf Prospectus dated May 1, 2019 and filed with securities regulatory authorities in Canada. The transaction is expected to close on August 7, 2020.
This news release does not constitute an offer to sell or the solicitation of an offer to buy any of the 2028 Notes.
This news release does not constitute an offer to sell or the solicitation of an offer to buy securities in the U.S. The 2028 Notes have not been and will not be registered under the U.S. Securities Act of 1933. The 2028 Notes are being offered and sold only outside the United States to non-U.S. persons (as those terms are defined under Regulation S under the U.S. Securities Act) and may not be offered, sold, pledged or otherwise transferred in the United States or to U.S. persons absent registration or an applicable exemption from the registration requirements under the U.S. Securities Act.
Investor and Media Inquiries:
Leo Villegas, Senior Manager, Investor Relations
403-513-7817
Kim Guttormson, Manager, Communication Services
403-298-7088
FORWARD-LOOKING STATEMENTS
Certain statements in this news release are forward-looking statements and information (collectively, “forward-looking statements”) within the meaning of the applicable Canadian securities legislation, Section 21E of the United States Securities Exchange Act of 1934, as amended, and Section 27A of the United States Securities Act of 1933, as amended. The forward-looking statements contained in this news release are forward-looking and not historical facts.
Some of the forward-looking statements may be identified by statements that express, or involve discussions as to, expectations, beliefs, plans, objectives, assumptions or future events or performance (often, but not always, through the use of words or phrases such as “will likely result”, “are expected to”, “will continue”, “is anticipated”, “is targeting”, “is estimated”, “intend”, “plan”, “projection”, “could”, “aim”, “vision”, “goals”, “objective”, “target”, “scheduled” and
“outlook”). In particular, forward-looking statements in this news release include, but are not limited to, references to the intended use of the net proceeds of the offering and the expected closing date of the offering.
Although Husky believes that the expectations reflected by the forward-looking statements presented in this news release are reasonable, Husky’s forward-looking statements have been based on assumptions and factors concerning future events that may prove to be inaccurate. Those assumptions and factors are based on information currently available to Husky about itself and the businesses in which it operates. Information used in developing forward-looking statements has been acquired from various sources, including third party consultants, suppliers and regulators, among others.
Because actual results or outcomes could differ materially from those expressed in any forward-looking statements, investors should not place undue reliance on any such forward-looking statements. By their nature, forward-looking statements involve numerous assumptions, inherent risks and uncertainties, both general and specific, which contribute to the possibility that the predicted outcomes will not occur. Some of these risks, uncertainties and other factors are similar to those faced by other oil and gas companies and some are unique to Husky.
The Company’s Annual Information Form for the year ended December 31, 2019, Management’s Discussion and Analysis for the three and six months ended June 30, 2020 and other documents filed with securities regulatory authorities (accessible through the SEDAR website www.sedar.com and the EDGAR website www.sec.gov) describe some of the risks, material assumptions and other factors that could influence actual results and are incorporated herein by reference.
New factors emerge from time to time and it is not possible for management to predict all of such factors and to assess in advance the impact of each such factor on Husky’s business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statement. The impact of any one factor on a particular forward-looking statement is not determinable with certainty as such factors are dependent upon other factors, and Husky’s course of action would depend upon management’s assessment of the future considering all information available to it at the relevant time. Any forward-looking statement speaks only as of the date on which such statement is made and, except as required by applicable securities laws, Husky undertakes no obligation to update any forward-looking statement to reflect events or circumstances after the date on which such statement is made or to reflect the occurrence of unanticipated events.
2 HUSKY ENERGY INC.