HOUSTON, May 22, 2014 (GLOBE NEWSWIRE) -- Oil States International, Inc. ("Oil States" or the "Company") (NYSE: OIS ) announced today that it has received, as of 5:00 p.m., New York City time, on May 22, 2014 (the "Consent Expiration"), tenders and consents from holders of 82.68% of its outstanding $600.0 million aggregate principal amount of 6.50% Senior Notes due 2019 (CUSIP No. 678026 AD7) (the "2019 Notes") and 99.96% of its outstanding $366.0 million aggregate principal amount of 5.125% Senior Notes due 2023 (CUSIP No. 678026 AF2) (the "2023 Notes," and together with the 2019 Notes, the "Notes"), in connection with its previously announced cash tender offers (the "Tender Offers") and solicitations of consents (the "Consent Solicitations") to certain proposed amendments to the respective indentures governing the Notes (the "Indentures"), which commenced on May 9, 2014.
The Company intends to execute supplemental indentures (the "Supplemental Indentures") with respect to the Indentures, which will eliminate most of the covenants and certain default provisions applicable to the Notes. Each Supplemental Indenture will not become operative until a majority in aggregate principal amount of the outstanding Notes of the applicable series has been purchased by the Company pursuant to the terms of the Tender Offers.
The Company's obligation to accept for purchase, and to pay for, any Notes pursuant to the Tender Offers is subject to the satisfaction of certain conditions including: (1) receipt by the Company of a $750.0 million dividend from its subsidiary, Civeo Corporation, in connection with the previously announced spin-off of its accommodations business that results in net proceeds that, together with borrowings under the Company's new revolving credit facility effective just prior to the spin-off date and available cash on hand, would be sufficient to fund the tenders and (2) certain other customary conditions.
Holders who validly tendered their Notes and provided their consents to the amendments to the Indentures prior to the Consent Expiration will be eligible to receive the Total Consideration. The "Total Consideration" is $1,050.88 for each $1,000 principal amount of the 2019 Notes and $1,146.98 for each $1,000 principal amount of the 2023 Notes, in each case, which were validly tendered and not validly withdrawn prior to the Consent Expiration. Holders who validly tendered their Notes before the Consent Expiration will be eligible to receive payment on the initial settlement date, which will be the business day selected by the Company promptly following the satisfaction or waiver of the conditions to consummation of the Tender Offers and related Consent Solicitations. The initial settlement date is expected to be May 29, 2014. Notes tendered prior to the Consent Expiration may no longer be withdrawn, and consents may no longer be revoked.
Holders who tender after the Consent Expiration will be eligible to receive only the Tender Offer Consideration. The "Tender Offer Consideration" is $1,020.88 for each $1,000 principal amount of the 2019 Notes and $1,116.98 for each $1,000 principal amount of the 2023 Notes, in each case, which are validly tendered and not validly withdrawn after the Consent Expiration and prior to the Expiration Time (as defined below). Holders tendering after the Consent Expiration and prior to the Expiration Time will be eligible to receive payment on the final settlement date, which will be promptly after the Expiration Time, and is expected to be the business day following the Expiration Time.
Holders whose Notes are purchased in the Tender Offers will also receive accrued and unpaid interest from the most recent interest payment date on their series of Notes up to, but not including, the applicable settlement date.
Each Tender Offer is scheduled to expire at 11:59 p.m., New York City time, on June 6, 2014, unless extended by the Company in its sole discretion (such time and date, as the same may be extended, the "Expiration Time").
Any extension, delay, termination or amendment of the Tender Offers will be followed as promptly as practicable by a public announcement thereof.
The Tender Offers
The complete terms and conditions of the Tender Offers and Consent Solicitations are described in the Offer to Purchase and Consent Solicitation Statement dated May 9, 2014, copies of which may be obtained from D.F. King & Co., Inc., the tender agent and information agent for the Tender Offers and Consent Solicitations, at (800) 431-9633 (US toll-free) or, for banks and brokers, (212) 269-5550.
Oil States has engaged Scotia Capital (USA) Inc. to act as the exclusive dealer manager and solicitation agent in connection with the Tender Offers and Consent Solicitations. Questions regarding the terms of the Tender Offers and Consent Solicitations may be directed to Scotia Capital (USA) Inc., at (800) 372-3930 (US toll-free).
This announcement is not an offer to purchase, a solicitation of an offer to purchase or a solicitation of consents with respect to any securities. The Tender Offers and Consent Solicitations are being made solely by the Offer to Purchase and Consent Solicitation Statement dated May 9, 2014.
About Oil States
Oil States International, Inc. is a diversified oilfield services company and is a leading, integrated provider of remote site accommodations with prominent market positions in the Canadian oil sands and the Australian natural resource regions. Oil States is also a leading manufacturer of products for deepwater production facilities and subsea pipelines as well as a provider of completion services and land drilling services to the oil and gas industry. Oil States is publicly traded on the New York Stock Exchange under the symbol OIS.
For more information on the Company, please visit Oil States's website at http://www.oilstatesintl.com .
Forward Looking Statements
The foregoing contains forward-looking statements. Forward-looking statements are those that do not state historical facts and are, therefore, inherently subject to risks and uncertainties. The forward-looking statements included herein are based on then current expectations and entail various risks and uncertainties that could cause actual results to differ materially from those forward-looking statements. Such risks and uncertainties include, among other things, risks associated with the general nature of the oilfield service industry and other factors discussed in the "Business" and "Risk Factors" sections of the Form 10-K for the year ended December 31, 2013 filed by Oil States with the Securities and Exchange Commission (the "SEC") on February 25, 2014, the "Risk Factors" section of the Form 10-Q for the three months ended March 31, 2014 filed by Oil States with the SEC on May 2, 2014 and the "Risk Factors" section of the amended Form 10 filed by Civeo Corporation (formerly known as OIS Accommodations SpinCo Inc.) with the SEC on May 8, 2014.
Company Contact: Lloyd A. Hajdik Oil States International, Inc. Senior Vice President and Chief Financial Officer 713-652-0582 Patricia Gil Oil States International, Inc. Investor Relations 713-470-4860
