Atwood Oceanics gets tenders for $42 million 6½% notes, sets pricing

By Angela McDaniels

Tacoma, Wash., July 25 – Atwood Oceanics, Inc. received tenders for about $42 million principal amount of its 6½% senior notes due 2020 and accepted all of the tendered notes for purchase, according to a company news release.

The company offered to buy back up to $150 million of the $490,666,000 outstanding notes through a modified Dutch auction tender offer that ended at midnight ET on July 22.

All notes accepted for purchase will be purchased at the clearing price, $750 per $1,000 principal amount of notes. This includes an early tender payment of $50.

Holders will also receive accrued interest from Feb. 1 up to but excluding the settlement date, which the company expected to be July 25.

Atwood will use cash on hand to settle the transaction

Holders who elected to participate had to specify the price they would be willing to receive in exchange for each $1,000 principal amount of notes. The price had to be within a range of $650 to $750, which includes the $50 early tender premium. Holders who did not specify a price were deemed to have specified a price equal to the minimum offer price.

On July 11, the company extended the early tender payment deadline and waived the minimum tender condition.

The early tender payment deadline was extended from 5 p.m. ET on July 8 to the expiration date, meaning all holders who tendered will receive the early tender payment.

As of 5 p.m. ET on July 8, holders had tendered about $40 million of the notes. The tender offer had been conditioned on the receipt of tenders for at least $50 million of the notes, but the company waived this condition.

Atwood agreed to pay a soliciting dealer fee equal to $2.50 for each $1,000 principal amount of notes tendered and accepted for purchase to retail brokers, provided that the fee will only be paid with respect to tenders by beneficial holders whose aggregate principal amount of notes is $250,000 or less.

The company said it may purchase additional notes in the open market, in privately negotiated transactions, through tender offers, exchange offers or otherwise from time to time or may redeem or defease them.

The dealer manager was Credit Suisse Securities (USA) LLC (800 820-1653 or 212 538-2147). The information agent was D.F. King & Co., Inc. (866 416-0576, 212 269-5550 or atw@dfking.com).

Atwood is an offshore drilling company based in Houston.

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