Halliburton tenders for up to $1.5 billion notes from three series

By Marisa Wong

Los Angeles, Feb. 19 – Halliburton Co. announced it has begun cash tender offers to purchase up to $1.5 billion aggregate principal amount of its senior notes from three series.

Halliburton is offering to purchase, subject to the maximum tender amount, the following notes, listed in order of acceptance priority level:

• Up to $500 million of its $1.1 billion outstanding 3.5% senior notes due 2023 (Cusip: 406216BD2), with pricing based on the 1.375% U.S. Treasury due Feb. 15, 2023 and a fixed spread of 30 basis points;

• Up to $1 billion of its $2 billion outstanding 3.8% senior note due 2025 (Cusip: 406216BG5), with pricing based on the 1.375% U.S. Treasury due Jan. 31, 2025 and a fixed spread of 55 bps; and

• Up to $100 million of its $500 million outstanding 3.25% senior notes due 2021 (Cusip: 406216AZ4), with pricing based on the 2.125% U.S. Treasury due Aug. 15, 2021 and a fixed spread of 20 bps.

The tender offers will expire at 11:59 p.m. ET on March 17.

Pricing will be calculated at 10 a.m. ET on March 4.

Holders who tender their notes at or prior to 5 p.m. ET on March 3, the early tender deadline, will be eligible to receive the total consideration, which includes an early tender premium of $30 per $1,000 principal amount of notes accepted for purchase.

Holders tendering notes after the early tender deadline will only be eligible to receive the tender offer consideration, which is the total consideration less the early tender premium.

Halliburton will also pay accrued interest to but excluding the applicable settlement date.

The early settlement date is expected to occur on or after March 5. Final settlement is expected to occur on March 19.

Tenders may be withdrawn at or prior to 5 p.m. ET on March 3.

The tender offer is subject to a financing condition, in addition to the maximum tender offer amount, the tender sub-caps for each series, the acceptance priority levels and proration.

Notes having a higher acceptance priority level will be accepted before any notes having a lower acceptance priority level are accepted. However, if the tender offers are not fully subscribed as of the early tender deadline, notes tendered at or prior to the early deadline will be accepted for purchase in priority to other notes tendered after the early deadline, even if those notes tendered later have a higher acceptance priority level than those tendered earlier.

BofA Securities (888 292-0070 or 980 683-3215), Deutsche Bank Securities Inc. (866 627-0391 or 212 250-2955), J.P. Morgan Securities LLC (866 834-4666 or 212 834-3424) and TD Securities (USA) LLC (ustmg@tdsecurities.com) are lead dealer managers for the tender offer.

Citigroup Global Markets Inc., HSBC Securities (USA) Inc., Mizuho Securities USA LLC and Wells Fargo Securities, LLC are co-dealer managers.

D.F. King & Co., Inc. (212 269-5550 for banks and brokers or 800 370-1164 for all others; hal@dfking.com; or www.dfking.com/halliburton) is the tender agent and information agent.

Halliburton is an oil field services company based in Houston.

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