According to the terms of the transaction, shareholders of TMBR/Sharp Drilling will receive 0.312166 of a share of Patterson-UTI common stock and $9.09 cash for each share of TMBR/Sharp Drilling common stock for a total value of $20.20 per share based on the closing price on Friday, May 23, 2003, of $35.59 for a share of Patterson-UTI.
Mark S. Siegel, Chairman of Patterson-UTI, stated, "As we said when we made our initial investment in TMBR/Sharp, this is a company for which we have always had a high regard. Today's announcement represents the logical extension of this assessment. Tom Brown is known and respected throughout our industry for his leadership and commitment to success, and we intend to build upon the very strong foundation that he and his team have established."
Thomas C. Brown, Chairman of TMBR/Sharp Drilling, stated, "This transaction benefits our customers, employees and shareholders. For our employees and our customers it means that we will be combining forces with a large, financially strong and highly regarded company. For our shareholders, it provides an immediate cash payment, as well as a more liquid stock going forward."
The transaction is subject to approval by the shareholders of TMBR/Sharp, as well as other customary conditions, including pre-notification under the anti-trust provisions of the Hart-Scott-Rodino Antitrust Improvements Act.
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