#USA #Senior Notes #Juno Beach #XPLR Infrastructure #XIFR

XPLR Infrastructure, LP Initiates Tender Offer for Senior Notes

On November 12, 2025, XPLR Infrastructure, LP, a company listed on the NYSE under the ticker XIFR, announced a significant financial opportunity for its investors. Through its direct subsidiary, XPLR Infrastructure Operating Partners, LP (often referred to as XPLR OpCo), the firm has launched a cash tender offer for all outstanding 3.875% senior notes that are due in 2026. This tender offer is key for investors looking to liquidate their holdings in these specific securities.

Details of the Offer

The tender offer commenced on the day of the announcement, aiming to purchase any and all of its OpCo 2026 notes. The offer comes with specific terms and conditions outlined in accompanying documentation, including the offer to purchase and letter of transmittal. The tender offer is set to expire at 5:00 p.m. New York City Time on November 18, 2025, unless there are any revisions or early terminations.

For those who successfully tender their notes before the expiration time, the offering price stands at $997.10 for every $1,000.00 of principal amount of notes accepted. This offers a slight premium over the face value, creating an enticing opportunity for noteholders.

Payment arrangements entail that the amounts due for the notes will include any accrued and unpaid interest from the last interest payment date right to the settlement day, making this a feasible option for those wanting to divest their investments in the company.

The Importance of the Concurrent Financing

However, it is crucial to note that this tender offer is conditioned upon the successful completion of a concurrent bond offering. XPLR plans to raise at least $750 million in aggregate principal amounts of new senior notes to finance this transaction. This alignment of bond offerings enhances the financial strategy XPLR is pursuing, ensuring sufficient capital flows to facilitate the tender process.

Investors have up until the expiration time to validly tender their notes and will also need to consider the possibility of unanticipated amendments or changes to the offer.

XPLR's Operational Background

XPLR Infrastructure maintains a diversified portfolio focused on clean energy infrastructure. Operating mainly out of Juno Beach, Florida, the company is poised to take advantage of the anticipated growth within the U.S. power sector through a disciplined allocation of capital derived from its contracted clean energy assets. This portfolio spans various generation technologies, encompassing wind, solar, and battery storage projects throughout the country.

Investor Considerations

Investors contemplating participating in this tender offer should conduct their due diligence and consider potential risks associated with the financial environment and the renewable energy sector. Future performance is often uncertain and dependent on many factors, such as energy production, regulatory changes, and broader market conditions. Holding discussions with financial advisors or reaching out to the designated contacts through Wells Fargo Securities or D.F. King Co., Inc. may provide additional insights.

The tender offer aims to strategically manage XPLR's debt obligations while providing an option for investors to capitalize on their holdings. Continuing to monitor any updates or possible extensions of the offer is recommended for interested parties as the expiration date approaches.

By executing this tender offer, XPLR Infrastructure, LP is reaffirming its commitment to maintaining a strong financial standing while fostering opportunities for existing investors. As the market landscape for clean energy evolves, these strategic moves may demonstrate adaptability and foresight towards building long-term, sustainable value.