HOUSTON, Feb. 22, 2017 /PRNewswire/ -- Parker
Drilling Company (NYSE: PKD) ("Parker
Drilling" or the "Company") today announced that it has
priced a public offering of 12,000,000 shares of its common stock
at a price to the public of $2.10 per
share and 500,000 shares of its 7.25% Series A Mandatory
Convertible Preferred Stock (the "Preferred Stock") having an
offering price and liquidation preference of $100 per share. The Company has also granted the
underwriter a 30-day option to purchase up to an additional
1,800,000 shares of common stock and 75,000 shares of Preferred
Stock in the respective offerings. Both offerings are expected to
close on February 27, 2017, subject
to customary closing conditions.
Unless converted earlier, each share of Preferred Stock will
convert automatically on the mandatory conversion date, which is
expected to be March 31, 2020, into
between 41.4079 and 47.6190 shares of common stock, subject to
customary anti-dilution adjustments. The number of shares of common
stock issuable upon mandatory conversion will be determined based
on the average volume weighted average price (VWAP) per share of
common stock over the 20 consecutive trading day period commencing
on and including the 23rd scheduled trading day immediately
preceding the mandatory conversion date.
Dividends on the shares of Preferred Stock will be payable on a
cumulative basis when, as and if declared by Parker Drilling's board of directors, at an
annual rate of 7.25 percent on the liquidation preference of
$100 per share. The dividends may be
paid in cash or, subject to certain limitations, in shares of
common stock or any combination of cash and shares of common stock
on March 31, June 30, September
30, and December 31 of each
year, commencing on June 30, 2017,
and ending on, and including, March 31,
2020.
The Company expects to receive approximately $24 million in net proceeds from the common stock
offering and approximately $48
million in net proceeds from the Preferred Stock offering.
The Company expects to use the net proceeds from the offerings for
general corporate purposes, including, without limitation, working
capital, capital expenditures, acquisitions or the repayment,
redemption or refinancing of a portion of its indebtedness.
Barclays acted as sole bookrunner for the offerings. These
offerings are separate public offerings made by means of separate
prospectus supplements pursuant to an effective shelf registration
statement on Form S-3 (Registration No. 333-197977) filed with the
Securities and Exchange Commission ("SEC"). The offerings are not
contingent upon each other. Each offering may be made only by
means of a prospectus supplement and the accompanying prospectus,
copies of which may be obtained by sending a request to Barclays
Capital Inc., Attn: Prospectus Department, c/o Broadridge Financial
Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, by telephone at (888)
603-5847, or by email at barclaysprospectus@broadridge.com.
Alternatively, copies of these documents may be obtained by
visiting EDGAR on the SEC website at www.sec.gov.
This news release is for informational purposes only and shall
not constitute an offer to sell or the solicitation of an offer to
buy, nor shall there be any sale of these securities, in any state
or jurisdiction in which such offer, solicitation or sale of these
securities would be unlawful prior to registration or qualification
under the securities laws of any such state or jurisdiction.
Parker Drilling provides drilling
services and rental tools to the energy industry. The Company's
Drilling Services business serves operators in the inland waters of
the U.S. Gulf of Mexico utilizing
Parker Drilling's barge rig fleet
and in select U.S. and international markets and harsh-environment
regions utilizing Parker-owned and customer-owned equipment. The
Company's Rental Tools Services business supplies premium equipment
and well services to operators on land and offshore in the U.S. and
international markets.
Statements in this news release that are not historical facts,
including but not limited to those relating to the public
offerings, the uses of proceeds from the public offerings and other
matters relating to the public offerings, and other statements that
are not historical facts are forward-looking statements that are
based on current expectations. Although the Company believes that
its expectations are based on reasonable assumptions, it can give
no assurance that these expectations will prove correct. Important
factors that could cause actual results to differ materially from
those in the forward-looking statements include results of
operations, market conditions, capital needs and uses and other
risks and uncertainties that are beyond the Company's control,
including those described in the prospectus and prospectus
supplements, the Company's Annual Report on Form 10-K for the year
ended December 31, 2016 and its other
filings with the SEC. Any forward-looking statement speaks only as
of the date on which such statement is made and the Company
undertakes no obligation to correct or update forward-looking
information.
CONTACT: Jason Geach, Vice
President, Investor Relations & Corporate Development, (+1)
(281) 406-2310, jason.geach@parkerdrilling.com.
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SOURCE Parker Drilling Company