Exhibit (a)(1)(F)
Letter to Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees
OFFER TO EXERCISE WARRANTS
TO PURCHASE COMMON STOCK
OF
OCCIDENTAL PETROLEUM CORPORATION
MARCH 3, 2025
THE OFFER TO EXERCISE (AND ASSOCIATED WITHDRAWAL RIGHTS) WILL EXPIRE AT 5:00 P.M. (EASTERN TIME) ON MARCH 31, 2025 UNLESS THE OFFER PERIOD IS EXTENDED.
To Brokers, Dealers, Commercial Banks, Trust Companies, and Other Nominees:
This letter is to inform you that Occidental Petroleum Corporation (the “Company”) is offering to holders of its outstanding warrants (the “Warrants”), each representing the right to purchase one share of common stock, par value $0.20 per share (the “Common Stock”), at an exercise price of $22.00, the opportunity to exercise their Warrants at a temporarily reduced exercise price of $21.30 per Warrant, upon the terms and subject to the conditions set forth in the enclosed Offer to Exercise Warrants to Purchase Common Stock of Occidental Petroleum Corporation, dated March 3, 2025 (together with any amendments or supplements thereto, the “Offer to Exercise”).
Please furnish copies of the enclosed materials to your clients for whom you hold Warrants registered in your name or in the name of your nominee. Enclosed with this letter are copies of the following documents:
1. | Offer to Exercise dated March 3, 2025; |
2. | Election to Participate and Exercise Warrants, for your use in accepting the Offer to Exercise and tendering Warrants of your clients; |
3. | Notice of Withdrawal, for your use in withdrawing any previously tendered Warrants of your clients; |
4. | Notice of Guaranteed Delivery, for your use if your client wants to tender Warrants pursuant to the Offer to Exercise but the required documents cannot be delivered prior to the Expiration Date; and |
3. | Letter to Clients, for you to send to your clients for whose account you hold Warrants registered in your name or in the name of a nominee, with an Instruction Form provided for obtaining such client’s instructions with regard to the Offer to Exercise. |
Holders of Warrants must make their own decision as to whether to tender their Warrants and, if so, how many Warrants to tender. Your clients should read carefully the information set forth or incorporated by reference in the Offer to Exercise and the related Election to Participate and Exercise Warrants, including the Company’s reasons for making the offer.
IF A HOLDER OF THE WARRANTS CHOOSES NOT TO PARTICIPATE IN THE OFFER TO EXERCISE, SUCH HOLDER’S WARRANTS WILL REMAIN OUTSTANDING AND EXERCISABLE, WITH AN EXERCISE PRICE OF $22.00 PER WARRANT.
Notwithstanding the temporary reduction of the exercise price of the Warrants, during the offer period, holders of Warrants may exercise such Warrants at the initial exercise price of $22.00 per Warrant by following the procedures set forth in the Warrant Agreement, and instructing the Depositary Agent to issue the shares purchased pursuant to such Warrant exercise to you or your broker or nominee in book-entry form. To the extent your client attempts to exercise at the $22.00 per Warrant exercise price during the offer period, you are instructed to notify your client of this Offer to Exercise and the option to participate in the offer in accordance with the terms of the Offer to Exercise.
Investing in the Company’s securities involves risks. See the section titled “Risk Factors” in the enclosed Offer to Exercise for a discussion of information that holders should consider before tendering Warrants in the offer.
Certain conditions of the offer are described in “Description of the Offer to Exercise — Section 5. Conditions to the Offer to Exercise” of the Offer to Exercise. In order to be valid, tenders must be in proper form as described in “Description of the Offer to Exercise — Section 7. Procedures for Participating in Offer to Exercise and Exercising Warrants” of the Offer to Exercise.