HOUSTON--(BUSINESS WIRE)--Aug. 23, 2013--
Halliburton (NYSE: HAL) today announced the preliminary results of its
modified Dutch auction tender offer, which expired at 11:59 p.m., New
York City time, on Thursday, August 22, 2013.
Based on the preliminary count by Computershare, the depositary for the
tender offer, a total of approximately 100.2 million shares of
Halliburton's common stock were validly tendered and not validly
withdrawn at or below the purchase price of $48.50 per share, including
approximately 28.9 million shares that were tendered through notice of
guaranteed delivery.
In accordance with the terms and conditions of the tender offer and
based on the preliminary count by the depositary, Halliburton expects to
acquire approximately 68.0 million shares of its common stock at a price
of $48.50 per share, for an aggregate cost of approximately $3.3
billion, excluding fees and expenses relating to the tender offer. As
such, Halliburton has been informed by the depositary that the
preliminary proration factor for the tender offer is approximately
67.9%. The shares expected to be acquired represent approximately 7.4%
of the total number of shares of Halliburton common stock issued and
outstanding as of August 20, 2013.
The number of shares expected to be purchased in the tender offer and
the purchase price are preliminary and subject to change. The
preliminary information contained in this press release is subject to
confirmation by the depositary and is based on the assumption that all
shares tendered through notice of guaranteed delivery will be delivered
within the three trading day settlement period. The final number of
shares to be purchased and the final purchase price will be announced
following the expiration of the guaranteed delivery period and the
completion by the depositary of the confirmation process. Payment for
the shares accepted for purchase pursuant to the tender offer, and the
return of all other shares tendered and not purchased, will occur
promptly thereafter.
As noted in the Offer to Purchase relating to the tender offer,
Halliburton may purchase additional shares of its common stock in the
future in the open market subject to market conditions. Halliburton may
also purchase shares of its common stock in private transactions, tender
offers, or otherwise. Under applicable securities laws, however,
Halliburton may not purchase any such shares of its common stock until
after September 6, 2013. Any future purchases of shares by Halliburton
will depend on many factors, including the market price of the shares,
the final results of the tender offer, Halliburton’s business and
financial position and general economic and market conditions.
Credit Suisse Securities (USA) LLC and J.P. Morgan Securities LLC are
serving as lead dealer managers for the tender offer, and Merrill Lynch,
Pierce, Fenner & Smith Incorporated is serving as a co-dealer manager.
Stockholders who have questions or would like additional information
about the tender offer may contact the information agent for the tender
offer, Georgeson Inc., at (888) 293-6812 (toll-free).
About Halliburton
Founded in 1919, Halliburton is one of the world’s largest providers of
products and services to the energy industry. With more than 75,000
employees, representing 140 nationalities in approximately 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.
NOTE: The statements in this press release that are not historical
statements, including statements regarding the number and purchase price
of shares expected to be purchased pursuant to the tender offer and
regarding future purchases of shares, are forward-looking statements
within the meaning of the federal securities laws. These statements are
subject to numerous risks and uncertainties, many of which are beyond
the company’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, 2012, Form 10-Q
for the quarter ended June 30, 2013, 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. There can be no assurance as
to the amount, timing or prices of any future share repurchases. The
specific timing and amount of repurchases may vary based on market
conditions and other factors. Halliburton’s share repurchase program may
be suspended at any time.
Source: Halliburton
Halliburton, Investor Relations
Kelly Youngblood, 281-871-2688
investors@halliburton.com
or
Halliburton,
Corporate Affairs
Beverly Blohm Stafford, 281-871-2601
PR@halliburton.com
