SLB subsidiaries announce successful early tender results and amendment of Exchange Offer and Consent Solicitations
HOUSTON--BUSINESS WIRE--
Schlumberger Limited ("SLB") (NYSE: SLB) today announced the early tender results and the amendment of the previously announced offers by Schlumberger Holdings Corporation, an indirect wholly owned subsidiary of SLB ("SHC"), to exchange certain series of notes listed below (the "Existing SISA Notes"), issued by Schlumberger Investment S.A. ("SISA"), for up to $2,000,000,000 aggregate principal amount (such amount, as it may be amended, the "Maximum Exchange Amount") of new notes listed below (the "New SHC Notes"), to be issued by SHC, and to be fully and unconditionally guaranteed on a senior unsecured basis by SLB. The offers to exchange each series of Existing SISA Notes for the corresponding series of New SHC Notes are collectively referred to herein as the "Offers" and each such offer individually as an "Offer." The Offers are made upon the terms and subject to the conditions set forth in the Exchange Offer Memorandum and Consent Solicitation Statement, dated February 27, 2025 (as may be amended or supplemented from time to time, the "Exchange Offer Memorandum"). Capitalized terms used but not defined in this press release have the meanings given to them in the Exchange Offer Memorandum. All documentation relating to the Offers, including the Exchange Offer Memorandum, together with any updates, are available from the Information Agent and Exchange Agent (as defined below) and are available at the following website: http://www.dfking.com/slb.
The table below identifies the aggregate principal amount of each series of Existing SISA Notes validly tendered (and not validly withdrawn) in the Offers as of 5:00 p.m., New York City time, on March 12, 2025 (the "Early Tender Time"), and accepted for exchange:
Title of Existing SISA Notes |
CUSIP Number / ISIN |
Principal Amount Outstanding |
Acceptance Priority Level |
Principal Amount Tendered |
Percent of Outstanding Principal Amount Tendered |
|||||
5.000% Senior Notes due 2034 ("2034 Notes") |
806854 AM7 / US806854AM76 |
$500,000,000 |
1 |
$394,428,000 |
78.89% |
|||||
4.850% Senior Notes due 2033 ("2033 Notes") |
806854 AL9 / US806854AL93 |
$500,000,000 |
2 |
$382,552,000 |
76.51% |
|||||
4.500% Senior Notes due 2028 ("2028 Notes") |
806854 AK1 / US806854AK11 |
$500,000,000 |
3 |
$309,302,000 |
61.86% |
|||||
2.650% Senior Notes due 2030 ("2030 Notes") |
806854 AJ4 / US806854AJ48 |
$1,250,000,000 |
4 |
$793,042,000 |
63.44% |
According to information provided by D.F. King & Co., Inc., the Information Agent and Exchange Agent for the Offers (the "Information Agent and Exchange Agent"), a total of (i) $394,428,000 aggregate principal amount of 2034 Notes, (ii)$382,552,000 aggregate principal amount of 2033 Notes, (iii) $309,302,000 aggregate principal amount of 2028 Notes, and (iv) $793,042,000 aggregate principal amount of 2030 Notes was tendered for exchange by registered holders of Existing SISA Notes (the "Holders") as of the Early Tender Time. The Existing SISA Notes tendered for exchange are subject to the Acceptance Priority Levels set forth in the table above (the "Acceptance Priority Levels"), the Maximum Exchange Amount, and proration, as described in the Exchange Offer Memorandum.
SHC expects to accept all 2034 Notes, 2033 Notes, 2028 Notes, and 2030 Notes validly tendered, and not validly withdrawn, at or before the Early Tender Time. SHC also announced the amendment of the Maximum Exchange Amount, from up to $2,000,000,000 aggregate principal amount of New SHC
