Unit Corporation Announces Exchange Offer and Consent Solicitation
November 05 2019 - 9:17AM
Business Wire
Unit Corporation (NYSE: UNT) (“Unit”) announced today its plan
to launch an offer to exchange (the “Exchange Offer”) any and all
of its existing 6.625% Senior Subordinated Notes due 2021 (CUSIP
No. 909218AB5/ISIN US909218AB56) (the “Old Notes”) for new Second
Lien Senior Secured Notes (the “New Notes”), upon the terms and
conditions set forth in the Registration Statement filed today with
the Securities and Exchange Commission (the “Registration
Statement”).
The purpose of the Exchange Offer is to extend the maturity
profile of Unit’s outstanding indebtedness and eliminate short to
medium-term refinancing and related risks associated with its
capital structure.
The New Notes will be guaranteed by each of Unit’s subsidiaries
that guarantees the Old Notes and Unit’s first lien credit facility
will be senior in right of payments to the Old Notes and will be
secured by a second-priority lien on the current and future assets
of Unit and the guarantor subsidiaries that secure the first lien
credit facility, subject to certain exceptions described in the
Registration Statement.
In conjunction with the Exchange Offer, Unit will be soliciting
consents (the “Consents”) from the holders of the Old Notes (the
“Consent Solicitation”) to eliminate substantially all of the
restrictive covenants from the indenture governing the Old Notes
and modify or eliminate certain other provisions therein, upon the
terms and subject to the conditions set forth in the Registration
Statement. The Exchange Offer will be conditioned upon either (i)
the consummation of the amendment to the Company’s Credit Agreement
or (ii) a refinancing or replacement of the Company’s Credit
Agreement. The Exchange Offer will not be subject to the
consummation of the Consent Solicitation or any other minimum
participation conditions.
Unit will pay a soliciting dealer fee equal to $2.50 for each
$1,000 principal amount of Old Notes validly tendered for exchange
and not validly withdrawn under the Exchange Offer to retail
brokers that are appropriately designated by their clients to
receive this fee; provided that such fee will only be paid with
respect to the first $200,000 aggregate principal amount of Old
Notes exchanged by an individual beneficial holder.
BofA Securities is acting as dealer manager in connection with
the proposed Exchange Offer and Consent Solicitation. Holders of
the Old Notes may contact BofA Securities toll-free at (888)
292-0070 or collect at (980) 388-4813 with questions they may have
regarding the Exchange Offer. Global Bondholder Services
Corporation is serving as information and exchange agent for the
proposed Exchange Offer and Consent Solicitation. You should direct
questions, requests for assistance and requests for copies of the
prospectus to the agent at (212) 430-3774 (for banks and brokers)
or (866)-470-4200 (toll free) (all others) or
contact@gbsc-usa.com.
Unit Corporation is a Tulsa-based, publicly held energy company
engaged through its subsidiaries in oil and gas exploration,
production, contract drilling and natural gas gathering and
processing. Unit’s Common Stock is listed on the New York Stock
Exchange under the symbol UNT. For more information about Unit
Corporation, visit its website at http://www.unitcorp.com.
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version on businesswire.com: https://www.businesswire.com/news/home/20191105005738/en/
Michael D. Earl Vice President, Investor Relations (918)
493-7700 www.unitcorp.com
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