Pioneer Energy Services Announces the Accelerated Mandatory Conversion of 5.00% Convertible Senior Unsecured PIK Notes Due 2025

Rhea-AI Summary

Pioneer Energy Services LLC announced the accelerated mandatory conversion of its 5.00% Convertible Senior Unsecured PIK Notes Due 2025. Following the acquisition by Patterson-UTI on October 1, 2021, the conversion rate changed, allowing holders to convert each $1,000 principal amount of Convertible Notes into shares of Patterson-UTI common stock. The accelerated conversion date is October 8, 2021, with interest ceasing on this date. Physical Settlement will be used, providing shares and cash for any fractional shares.

Positive

• None.

Negative

• Accelerated mandatory conversion could dilute existing Patterson-UTI stockholders' equity.
• Interest on Convertible Notes ceases, indicating a financial shift that may impact future liquidity.

HOUSTON, Oct. 8, 2021 /PRNewswire/ -- Pioneer Energy Services LLC (the "Company" or "Pioneer"), the successor to Pioneer Energy Services Corp. ("PES") and a wholly owned subsidiary of Patterson-UTI Energy, Inc. (NASDAQ: PTEN) ("Patterson-UTI"), today announced the accelerated mandatory conversion of all outstanding principal amount of its 5.00% Convertible Senior Unsecured PIK Notes Due 2025 (the "Convertible Notes").

The previously announced consummation of the acquisition by Patterson-UTI of PES on October 1, 2021 constituted a Share Exchange Event under the terms of the Convertible Notes Indenture, dated May 29, 2020.  At and after the effective time of such Share Exchange Event, the right to convert each $1,000 principal amount of Convertible Notes was changed into a right to convert such principal amount of Convertible Notes into the amount of shares of Patterson-UTI common stock that a holder of 75.0000 shares of PES common stock (the Conversion Rate for $1,000 principal amount of Convertible Notes immediately prior to such Share Exchange Event) would have owned or been entitled to receive upon such Share Exchange Event.  In the Share Exchange Event, each share of PES common stock was converted into the right to receive 1.8692 shares of Patterson-UTI common stock.  The Conversion Rate in effect immediately prior to such Share Exchange Event was 75.0000 shares of PES common stock per $1,000 principal amount of the Convertible Notes.  The Accelerated Mandatory Conversion Date is October 8, 2021 and interest on the Convertible Notes shall cease to accrue as of such date.

The Company has elected the Physical Settlement method, which means holders of the Convertible Notes will receive shares of Patterson-UTI common stock, together with cash, if applicable, in lieu of any fractional share of Patterson-UTI common stock. 

About Patterson-UTI

Patterson-UTI is a leading provider of oilfield services and products to oil and natural gas exploration and production companies in the United States and other select countries, including contract drilling, pressure pumping and directional drilling services.  For more information, visit www.patenergy.com. 

 

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SOURCE Pioneer Energy Services LLC

FAQ

What is the significance of the conversion of the 5.00% Convertible Senior Unsecured PIK Notes due 2025 for PTEN?

The conversion affects existing shareholders by potentially diluting their equity and marks a significant financial shift for Patterson-UTI.

When is the accelerated mandatory conversion date for the Convertible Notes for PTEN?

The accelerated mandatory conversion date is October 8, 2021.

What will happen to the interest on the Convertible Notes for PTEN?

Interest on the Convertible Notes will cease to accrue as of the accelerated conversion date, October 8, 2021.

How many shares of Patterson-UTI will holders receive for each $1,000 of Convertible Notes?

Holders will receive 1.8692 shares of Patterson-UTI common stock for each $1,000 principal amount of Convertible Notes.