HOUSTON--(BUSINESS WIRE)--Nov. 5, 2015--
Halliburton (NYSE: HAL) announced today the pricing of an offering of
$7.5 billion aggregate principal amount of senior notes. The notes are
being issued in five tranches: $1.25 billion of 5-year notes bearing
interest at a fixed rate of 2.70% per year and maturing on November 15,
2020; $1.25 billion of 7-year notes bearing interest at a fixed rate of
3.375% per year and maturing on November 15, 2022; $2 billion of 10-year
notes bearing interest at a fixed rate of 3.80% per year and maturing on
November 15, 2025; $1 billion of 20-year notes bearing interest at a
fixed rate of 4.85% per year and maturing on November 15, 2035; and $2
billion of 30-year notes bearing interest at a fixed rate of 5.00% per
year and maturing on November 15, 2045. The offering is expected to
close on November 13, 2015.
Halliburton intends to use the net proceeds of the offering for general
corporate purposes, including financing a portion of the cash
consideration component of Halliburton’s pending acquisition of Baker
Hughes Incorporated (“Baker Hughes”). In the event that the Baker Hughes
acquisition is not consummated, Halliburton intends to use the net
proceeds from the sale of the 2025 notes, the 2035 notes and the 2045
notes for general corporate purposes. The 2020 notes and the 2022 notes
will be subject to a special mandatory redemption if the Baker Hughes
acquisition is not consummated. Pending the application of the net
proceeds to finance the Baker Hughes acquisition, Halliburton may
temporarily invest the net proceeds in cash equivalents or short-term
investments.
The notes are being offered pursuant to an effective shelf registration
statement on Form S-3 previously filed with the Securities and Exchange
Commission. Citigroup Global Markets Inc., Credit Suisse Securities
(USA) Inc., Merrill Lynch, Pierce, Fenner & Smith Incorporated and
Mizuho Securities USA Inc. are acting as joint book-running managers in
connection with the offering of the notes. The notes are being offered
only by means of a prospectus supplement and accompanying prospectus,
copies of which may be obtained from:
Citigroup Global Markets Inc.
c/o Broadridge Financial Solutions
1155
Long Island Avenue
Edgewood, NY 11717
Tel: 1-800-831-9146,
E-mail:
prospectus@citi.com
Credit Suisse Securities (USA) Inc.
Attn: Prospectus Dept
1
Madison Avenue
New York, NY, 10010
Merrill Lynch, Pierce, Fenner & Smith Incorporated
222
Broadway, 11th Floor, New York, NY 10038
Attn: Prospectus Department
Toll-free:
1-800-294-1322
E-mail: dg.prospectus_requests@baml.com
Mizuho Securities USA Inc.
320 Park Avenue, New York, NY 10022
Attention:
Debt Capital Markets
Tel: 1-866-271-7403
This press release does not constitute an offer to sell or a
solicitation of an offer to buy the securities described herein, nor
shall there be any sale of these securities in any state or jurisdiction
in which such an offer, solicitation or sale would be unlawful prior to
registration or qualification under the securities laws of any such
jurisdiction.
About Halliburton
Founded in 1919, Halliburton is one of the world's largest providers of
products and services to the energy industry. With approximately 65,000
employees, representing 140 nationalities in over 80 countries, the
company serves the upstream oil and gas industry throughout the
lifecycle of the reservoir - from locating hydrocarbons and managing
geological data, to drilling and formation evaluation, well construction
and completion, and optimizing production through the life of the field.
Visit the company’s website at www.halliburton.com.
Connect with Halliburton on Facebook,
Twitter,
LinkedIn,
Oilpro
and YouTube.
NOTE: This press release contains forward-looking statements within the
meaning of the federal securities laws, including statements regarding
the expected closing date and use of proceeds of the offering. These
statements are subject to numerous risks and uncertainties, many of
which are beyond Halliburton’s control, which could cause actual results
to differ materially from the results expressed or implied by the
statements. Halliburton’s Form 10-K for the year ended December 31,
2014, Form 10-Q for the quarters ended March 31, 2015, June 30, 2015 and
September 30, 2015, recent Current Reports on Form 8-K, and other
Securities and Exchange Commission filings discuss some of the important
risk factors identified that may affect Halliburton’s business, results
of operations, and financial condition. Halliburton undertakes no
obligation to revise or update publicly any forward-looking statements
for any reason.
Additional Information: This communication does not constitute an offer
to buy or sell or the solicitation of an offer to buy or sell any
securities or a solicitation of any vote or approval. In connection with
the proposed business combination between Halliburton and Baker Hughes,
Halliburton has filed with the Securities and Exchange Commission (the
“SEC”) a registration statement on Form S-4, including Amendments No. 1
and 2 thereto, and a definitive joint proxy statement/prospectus of
Halliburton and Baker Hughes and other documents related to the proposed
transaction. The registration statement was declared effective by the
SEC on February 17, 2015 and the definitive proxy statement/prospectus
has been mailed to stockholders of Halliburton and Baker Hughes.
INVESTORS AND SECURITY HOLDERS OF HALLIBURTON AND BAKER HUGHES ARE URGED
TO READ THE JOINT PROXY STATEMENT/PROSPECTUS, REGISTRATION STATEMENT AND
OTHER DOCUMENTS FILED OR THAT MAY BE FILED WITH THE SEC CAREFULLY AND IN
THEIR ENTIRETY BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT
INFORMATION. Investors and security holders may obtain free copies of
these documents and other documents filed with the SEC by Halliburton
and/or Baker Hughes through the website maintained by the SEC at http://www.sec.gov.
Copies of the documents filed with the SEC by Halliburton are available
free of charge on Halliburton’s internet website at http://www.halliburton.com
or by contacting Halliburton’s Investor Relations Department by email at investors@Halliburton.com
or by phone at +1-281-871-2688. Copies of the documents filed with the
SEC by Baker Hughes are available free of charge on Baker Hughes’
internet website at http://www.bakerhughes.com
or by contacting Baker Hughes’ Investor Relations Department by email at alondra.oteyza@bakerhughes.com
or by phone at +1-713-439-8822.
Participants in the Solicitation: Halliburton, Baker Hughes, their
respective directors and certain of their respective executive officers
may be considered participants in the solicitation of proxies in
connection with the proposed transaction. Information about the
directors and executive officers of Halliburton is set forth in its
Annual Report on Form 10-K for the year ended December 31, 2014, which
was filed with the SEC on February 24, 2015, its proxy statement for its
2015 annual meeting of stockholders, which was filed with the SEC on
April 7, 2015, and its Quarterly Report on Form 10-Q for the quarter
ended September 30, 2015, which was filed with the SEC on October 23,
2015. Information about the directors and executive officers of Baker
Hughes is set forth in its Annual Report on Form 10-K for the year ended
December 31, 2014, which was filed with the SEC on February 26, 2015,
its proxy statement for its 2015 annual meeting of stockholders, which
was filed with the SEC on March 27, 2015, and its Quarterly Report on
Form 10-Q for the quarter ended September 30, 2015, which was filed with
the SEC on October 21, 2015. These documents can be obtained free of
charge from the sources indicated above. Additional information
regarding the participants in the proxy solicitations and a description
of their direct and indirect interests, by security holdings or
otherwise, are contained in the proxy statement/prospectus and other
relevant materials filed with the SEC.
View source version on businesswire.com: http://www.businesswire.com/news/home/20151105007044/en/
Source: Halliburton
Halliburton
For Investors:
Kelly Youngblood,
281-871-2688
Investor Relations
investors@halliburton.com
or
For
Media:
Emily Mir, 281-871-2601
Public Relations
pr@halliburton.com
