Atwood Oceanics extends early tender payment deadline for 6˝% notes

By Angela McDaniels

Tacoma, Wash., July 11 – Atwood Oceanics, Inc. extended the early tender payment deadline of the modified Dutch auction tender offer for its 6˝% senior notes due 2020 and waived the minimum tender condition, according to a company news release.

The early tender payment deadline was extended to midnight ET on July 22 from 5 p.m. ET on July 8. Midnight ET on July 22 is also the expiration date for the offer, meaning all holders who tender in the offer will be eligible to receive the $50 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 has waived this condition.

As previously reported, the company is tendering for up to $150 million of the $490,666,000 outstanding notes.

Holders who elect to participate must specify the price they would be willing to receive in exchange for each $1,000 principal amount of notes they choose to tender. The price that holders specify for each $1,000 principal amount must be in increments of $2.50 and must be within a range of $650 to $750, which includes the $50 early tender premium. Holders who do not specify a price will be deemed to have specified a price equal to the minimum offer price.

Subject to the tender cap and proration, Atwood will accept notes tendered under the offer in the order of the lowest to the highest tender prices specified and will select the single lowest price per $1,000 principal amount, the clearing price, to enable it to purchase the amount of notes equal to the tender cap.

Atwood will pay the same price for all notes tendered at or below the clearing price and accepted for purchase.

The company said it will also make a cash payment representing accrued interest from Feb. 1 up to but excluding the settlement date.

Atwood has elected not to have an early settlement date.

If the amount of notes tendered at or below the clearing price exceeds the tender cap, then Atwood will accept for purchase, first, notes tendered at prices below the clearing price and, then, notes tendered at the clearing price on a prorated basis. All notes not accepted as a result of proration and all notes tendered at prices in excess of the clearing price will be rejected from the offer and will be returned to tendering holders at Atwood’s expense.

Atwood said it has 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 dealer manager is Credit Suisse Securities (USA) LLC (800 820-1653 or 212 538-2147). The information agent is 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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