Weatherford Briefs on Tender Offers
Weatherford announced that approximately $167,066,000 in aggregate principal amount of notes were tendered prior to 11:59 p.m., New York City time, on September 22, 2010 (the "Any and All Offer Expiration Date") pursuant to the previously announced cash tender offer by Weatherford, for any and all of its outstanding 6 5/8% Senior Notes due November 15, 2011 (CUSIP 947074AD2). The Any and All Offer is one of two separate offers, with the other being a "Maximum Tender Offer," as discussed below. Both offers are made pursuant to an offers to purchase document and related letter of transmittal, which set forth a comprehensive description of the terms of the tender offers.
In the Any and All Offer, according to information provided by Global Bondholder Services Corporation, the Depositary for the offers, $167,066,000 in aggregate principal amount of notes were validly tendered and not validly withdrawn prior to the Any and All Offer Expiration Date as more fully set forth below. Weatherford Delaware has accepted for payment all notes validly tendered and not validly withdrawn in the Any and All Offer and expects to make payment for the notes in same-day funds on Thursday, September 23, 2010.
In the Maximum Tender Offer, (a) Weatherford Delaware is offering to purchase, under certain conditions, its 5.95% Senior Notes due June 15, 2012, and (b) Weatherford International Ltd., a Bermuda exempted company and subsidiary of Weatherford ("Weatherford Bermuda") is offering to purchase, under certain conditions, its 5.15% Senior Notes due March 15, 2013, and its 4.95% Senior Notes due October 15, 2013. The maximum principal amount of notes to be purchased pursuant to the Maximum Tender Offer has been set as $532,934,000. Such maximum amount is equal to the difference between $700,000,000 and the face amount of notes validly tendered and accepted for payment in the Any and All Offer. The amounts of each series of notes to be purchased in the Maximum Tender Offer are prioritized and may be prorated as set forth in the offers to purchase document.
The Maximum Tender Offer is scheduled to expire at 5:00 p.m., New York City time, on October 20, 2010, unless extended. Holders of notes subject to the Maximum Tender Offer must tender and not withdraw their notes before the early tender date, which is 5:00 p.m., New York City time, on September 29, 2010, unless extended (such date and time, as may be extended, the "Early Tender Date"), and not validly withdraw their notes before 5:00 p.m., New York City time, on the Maximum Tender Offer Expiration Date, to receive the total consideration, which includes an early tender premium of $30 per $1,000 principal amount of notes accepted for purchase. Holders of notes subject to the Maximum Tender Offer who validly tender their notes after the Early Tender Date will receive the tender offer consideration, which is the total consideration minus $30 per $1,000 principal amount of notes tendered by such holder that are accepted for purchase.
The total consideration for each $1,000 principal amount of notes validly tendered and accepted for payment pursuant to the Maximum Tender Offer will be determined in the manner described in the offers to purchase document by reference to a fixed spread specified for each series of the notes over the yield based on the bid side price of the U.S. Treasury Security specified on the cover page of the offers to purchase document, as calculated by the dealer managers at 2:00 p.m., New York City time, on October 20, 2010. In addition to the total consideration or the tender offer consideration, as applicable, holders of notes will also receive accrued interest up to, but not including, the settlement date on all validly tendered notes accepted in the tender offers. The settlement date for the Maximum Tender Offer will follow promptly after the applicable expiration date and currently is expected to be Thursday, October 21, 2010.
Weatherford also announced the closing of the offering by Weatherford Bermuda of $800 million aggregate principal amount of 5.125% Senior Notes due 2020 and $600 million aggregate principal amount of 6.750% Senior Notes due 2040. The net proceeds from this offering are expected to be used to fund the purchase price for the tender offers, repay existing short-term indebtedness and for general corporate purposes.
Weatherford Delaware and Weatherford Bermuda have retained Deutsche Bank Securities Inc., Morgan Stanley & Co. Incorporated and UBS Securities LLC to serve as joint lead dealer managers, and Global Bondholder Services Corporation to serve as the depositary and information agent for the tender offers.
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