Nabors announces results of capped tender offer for four note series

By Sarah Lizee

Olympia, Wash., Jan. 21 – Nabors Industries Ltd. announced the early results of wholly owned subsidiary Nabors Industries, Inc.’s capped cash tender offers for four series of notes and lifted the cap to $955,555,152.50 from $800 million.

The series covered by the offer are the $501,003,000 5½% senior notes due 2023, $634,999,000 4 5/8% senior notes due 2021, $337,278,000 5.1% senior notes due 2023 and $289,487,000 5% senior notes due 2020.

The 5.1% notes’ tender sub-cap was also increased to $155,555,900 from $100 million and the 4 5/8% notes now have a purchase price cap of $388,260,632.50. The 5% notes had a tender sub-cap of up to $50 million.

By the early tender date, 5 p.m. ET on Jan. 17, $407,662,000 of the 5½% notes, $424,183,000 of the 4 5/8% notes, $165,485,000 of the 5.1% notes and $90,456,000 of the 5% notes had been tendered. The company accepted all tendered 5½% notes, $379,717,000 of the tendered 4 5/8% notes, all tendered 5.1% notes and none of the 5% notes for purchase.

Because the tender cap has been met, no more notes will be purchased under the offer and settlement will take place on Jan. 22.

The tender considerations are as follows, with the notes listed in order of acceptance priority level:

• $1,010 per $1,000 note for the 5½% notes;

• $1,022.50 per $1,000 note for the 4 5/8% notes;

• $940 per $1,000 note for the 5.1% notes; and

• $1,015 per $1,000 note for the 5% notes.

The tender considerations each include an early tender premium of $50.00 per $1,000 note. Holders who tendered their notes at or prior to 5 p.m. ET on Jan. 17 were eligible to receive the early tender premium.

Holders will also receive accrued interest.

The company also launched consent bids for the 5½% and 4 7/8% notes individually to amend some provisions of the indentures governing the notes.

Nabors said on Tuesday that following the receipt of the requisite consents, a supplemental indenture to the 5½% notes will be executed to amend the notes.

As a result of the proration of the 4 5/8% notes at the early tender date, the related consents are null and void and the proposed amendments will not be effected.

As previously reported, the amendments eliminate substantially all of the restrictive covenants and certain events of default and reduce the minimum notice period required for redemptions of the applicable series of notes to three business days from 20 days.

The tender offers and consent bids were previously set to expire at 5 p.m. ET on Feb. 4.

Tendered notes and consents may no longer be withdrawn.

Any holder who tendered 5½% notes or 4 5/8% notes also were deemed to have delivered a consent to the proposed amendments.

Holders could not deliver consents without also tendering their notes.

The company said on Tuesday that all conditions to the tender offer and consent bid had been met.

The dealer managers are BofA Securities (888 292-0070), MUFG (877 744-4532), Mizuho Securities (866 271-7403) and Wells Fargo Securities (866 309-6316).

The information agent is Global Bondholder Services Corp. (212 430-3774, 866 794-2200 or contact@gbsc-usa.com).

Nabors is an oil, natural gas and geothermal drilling contractor based in Hamilton, Bermuda.

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