Calfrac receives consents to amend 7¾% senior notes, 97% tendered

New York, Nov. 17 - Calfrac Well Services Ltd.'s wholly owned subsidiary, Calfrac Holdings LP, received the needed consents to amend its outstanding 7¾% senior notes due 2015, according to a news release.

By the consent deadline of 5 p.m. ET on Nov. 17, holders had tendered $228,405,000 or 97% of the notes.

Calfrac expects to enter into a supplemental indenture which will become effective when it buys the notes, expected to be on Nov. 18.

Calfrac announced the tender offer and consent solicitation for any and all of its outstanding 7¾% senior notes due 2015 on Nov. 3.

The company is soliciting consents to certain proposed amendments to the indenture governing the notes that would eliminate or modify substantially all of the restrictive covenants and some events of default.

Holders who tender their notes will be required to consent to the proposed amendments, and holders who consent to the proposed amendments will be required to tender their notes.

The tender offer will expire at 11:59 p.m. ET on Dec. 2.

Holders who tendered their notes before the consent date will receive the total consideration, which includes a consent payment of $30 per $1,000 principal amount.

Holders who tender their notes after the consent date will receive the tender offer consideration, which is equal to the total consideration less the consent payment.

The total consideration will be the redemption price of the notes plus scheduled interest to Feb. 15, discounted based on a yield equal to the sum of the yield on the 0.875% U.S. Treasury note due Feb. 28, 2011 and a fixed spread of 50 basis points, minus accrued interest from the last interest payment date to but excluding Nov. 18, the early payment date.

In addition, the company will pay accrued interest up to but excluding the early payment date or final payment date.

The purchase price for the notes will be set at 12 p.m. ET on Nov. 17.

The tender offer and consent solicitation are contingent upon, among other things, the tender of a majority of the notes and completion of the company's offering of new notes in an amount sufficient to repurchase notes tendered by the early acceptance date.

RBC Capital Markets, LLC (212 618-7822 or 877 381-2099) is the dealer manager and solicitation agent, and Bondholder Communications Group, LLC (212 809-2663) is the information and tender agent.

Based in Calgary, Alta., Calfrac provides specialized oilfield services to exploration and production companies designed to increase the production of hydrocarbons from wells drilled throughout western Canada, the United States, Russia, Mexico and Argentina.

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