Schlumberger Announces Expiration of Tender Offer for Any & All of Schlumberger Investment SA’s Outstanding 3.300% Senior N...
23 Junho 2020 - 8:18PM
Business Wire
Regulatory News:
Schlumberger Limited (“Schlumberger”) today announced the
expiration of the previously announced cash tender offer by
Schlumberger Investment SA, an indirect wholly-owned subsidiary of
Schlumberger (“SISA”), for any and all of SISA’s outstanding 3.300%
Senior Notes due 2021 (the “Notes”), on the terms and subject to
the conditions set forth in the Offer to Purchase dated June 17,
2020 (the “Offer to Purchase”) and the related Notice of Guaranteed
Delivery attached to the Offer to Purchase (the “Notice of
Guaranteed Delivery”). The tender offer is referred to as the
“Offer.” The Offer to Purchase and the Notice of Guaranteed
Delivery are referred to together as the “Offer Documents.” The
Offer expired at 5:00 p.m., New York City time, today, June 23,
2020 (the “Expiration Time”). As of the Expiration Time, valid
tenders had been received (and not withdrawn) in the amounts set
forth in the table below.
Title of Security
CUSIP Numbers
Principal Amount
Outstanding
Principal Amount
Tendered(1)
Percentage of
Outstanding
Amount Tendered(1)
3.300% Senior Notes due 2021
806854AB1 /
US806854AB12
L81445AB1 /
USL81445AB10
$1,600,000,000
$935,224,000
58.45%
(1) Excludes Notes tendered through the guaranteed delivery
procedures set forth in the Offer to Purchase.
SISA expects to accept for purchase all Notes validly tendered
and not validly withdrawn in the Offer, including Notes tendered in
accordance with the guaranteed delivery procedures set forth in the
Offer to Purchase. Payment for the Notes purchased pursuant to the
Offer is intended to be made on June 26, 2020 (the “Settlement
Date”).
The applicable “Tender Offer Consideration” will be $1,026.06
for each $1,000 principal amount of Notes, plus accrued and unpaid
interest to, but not including, the Settlement Date, payable on the
Settlement Date.
The Offer was made pursuant to the Offer to Purchase and the
Notice of Guaranteed Delivery. D.F. King & Co., Inc. acted as
the tender agent and information agent for the Offer. Goldman Sachs
& Co. LLC and J.P. Morgan Securities LLC acted as dealer
managers and Standard Chartered Bank and UniCredit Capital Markets
LLC acted as co-dealer managers for the Offer.
Cautionary Statement Regarding Forward-Looking
Statements
This press release contains “forward-looking statements” within
the meaning of the federal securities laws — that is, statements
about the future, not about past events. Such statements often
contain words such as “expect,” “may,” “believe,” “plan,”
“estimate,” “intend,” “anticipate,” “should,” “could,” “will,”
“see,” “likely,” and other similar words. Forward-looking
statements address matters that are, to varying degrees, uncertain,
such as statements regarding the terms and timing for completion of
the Offer, including the acceptance for purchase of any Notes
validly tendered and the expected Settlement Date thereof.
Schlumberger and SISA cannot give any assurance that such
statements will prove correct. These statements are subject to,
among other things, the risks and uncertainties detailed in
Schlumberger’s most recent Forms 10-K, 10-Q and 8-K filed with or
furnished to the Securities and Exchange Commission. Actual
outcomes may vary materially from those reflected in Schlumberger’s
forward-looking statements. The forward-looking statements speak
only as of the date of this press release, and both Schlumberger
and SISA disclaim any intention or obligation to update publicly or
revise such statements, whether as a result of new information,
future events or otherwise.
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version on businesswire.com: https://www.businesswire.com/news/home/20200623005925/en/
Simon Farrant – Vice President of Investor Relations,
Schlumberger Limited Joy V. Domingo – Director of Investor
Relations, Schlumberger Limited
Office +1 (713) 375-3535 investor-relations@slb.com