Helmerich & Payne holders tender for exchange 97.43% of 4.65% notes

By Susanna Moon

Chicago, Dec. 19 – Helmerich & Payne, Inc. said holders had tendered $487,148,000 principal amount, or 97.43%, of the 4.65% senior notes due March 15, 2025 issued by Helmerich & Payne International Drilling Co., a direct wholly owned subsidiary.

The exchange offer ended at 11:59 p.m. ET on Dec. 18, extended from 11:59 p.m. ET on Dec. 17.

As announced Nov. 19 the company is offering to issue up to $500 million principal amount of new 4.65% senior notes due 2025 in exchange for the 4.65% notes.

Holders had tendered $478.9 million principal amount, or 95.78%, of the notes as of the early deadline at 5 p.m. ET on Dec. 3.

Helmerich & Payne secured the needed consents to amend the notes and plans to execute a supplemental indenture, which will become operative upon the settlement of the exchange, which has been set for Dec. 20.

The total exchange price will be par and $2.50 in cash for each $1,000 principal amount of notes tendered for exchange. Originally, holders had to tender by the early deadline of 5 p.m. ET on Dec. 3 to receive the early tender premium of $30 per $1,000 of notes.

The exchange was made in connection with the reorganization of the company’s active International Land drilling operations and its Offshore Drilling operations into separate wholly owned subsidiaries, which may result in the transfer of certain assets from H&P Drilling Co. to other wholly owned subsidiaries.

The reorganization “will foster operational efficiency, simplify our organizational structure and provide additional clarity in our internal reporting,” a previous release said.

Holders who exchange their notes will have the same priority with respect to these segments as other main creditors of H&P and H&P Drilling Co., including the existing notes and our new senior unsecured $750 million revolving credit facility.

At the same time, H&P Drilling Co. was soliciting consents to amend the note indenture to eliminate substantially all of the restrictive covenants and to limit the reporting covenant so that H&P Drilling Co. is only required to comply with the reporting requirements of the Trust Indenture Act of 1939, as amended.

Holders could give their consents without tendering notes into the exchange. Holders who tendered were deemed to have given consents.

The offer was carried out under Rule 144A and Regulation S.

D.F. King & Co., Inc. (800 967-4614, 212 269-5550 or dfking.com/hp) is the exchange agent and information agent.

Tulsa, Okla.-based Helmerich & Payne engages in the contract drilling of oil and gas wells.

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