BAAR, Switzerland, June 1, 2016 /PRNewswire/ — Weatherford International plc (NYSE: WFT) (the “Company” or “Weatherford”) announced today the pricing of an upsized underwritten public offering (the “Offering”) of $1.1 billion aggregate principal amount of exchangeable senior notes due 2021 (the “Notes”) by Weatherford International Ltd., a Bermuda exempted company and indirect, wholly owned subsidiary of the Company (“Weatherford Bermuda”). The underwriters have an option for 30 days to purchase up to an additional $165 million aggregate principal amount of Notes. The Notes will pay interest at a rate of 5.875% per year and were priced at par. The Offering is expected to close June 7, 2016, subject to customary closing conditions.

The Company intends to use the proceeds from the Offering to fund all or a portion of its recently announced tender offers (the “Tender Offers”) to purchase for cash certain of its 6.35% senior notes due 2017, 6.00% senior notes due 2018, 9.625% senior notes due 2019 and 5.125% senior notes due 2020 in an aggregate purchase price equal to the proceeds of the Offering. In the event the Tender Offers, which are subject to market conditions and other factors, are not consummated or the aggregate purchase price for the notes tendered and accepted for payment is less than the proceeds of the Offering, we may use such proceeds to repay or retire other outstanding indebtedness, which may include amounts under Weatherford Bermuda’s revolving credit facility. In connection with the upsized Offering, the Company hereby announces that Weatherford Bermuda and Weatherford Delaware (as defined below) have increased the maximum aggregate purchase price for the Tender Offers from $1.0 billion to $1.1 billion. Except as described in this press release, all other terms of the previously announced Tender Offers remain unchanged.

RBC Capital Markets, Citigroup, Deutsche Bank Securities, J.P. Morgan, Morgan Stanley, MUFG and Wells Fargo are acting as joint book-running managers for the Offering. RBC Capital Markets is acting as sole structuring advisor.

The Notes will be senior unsecured obligations of Weatherford Bermuda and accrue interest payable semi-annually in arrears. The Notes will be fully and unconditionally guaranteed, on a senior unsecured basis, by the Company and by Weatherford International, LLC, a Delaware limited liability company and indirect subsidiary of Weatherford Bermuda (“Weatherford Delaware“). The Notes will be exchangeable at the option of the holders during certain specified periods and upon certain specified events in accordance with the terms of the Notes. Weatherford Bermuda will settle exchanges of the Notes by delivering cash, ordinary shares of the Company or a combination thereof, at Weatherford Bermuda’s election. The initial exchange rate for the Notes is 129.1656 ordinary shares of the Company per $1,000 principal amount of Notes (which is equivalent to an initial exchange price of approximately $7.74 per ordinary share of the Company, representing an exchange premium of approximately 40.0% above the closing price of the Company’s ordinary shares of $5.53 per ordinary share on June 1, 2016). The Notes may not be redeemed by Weatherford Bermuda, except in limited circumstances in connection with a change in tax law.

The Offering is being made pursuant to an effective registration statement previously filed with the U.S. Securities & Exchange Commission (the “SEC”). A preliminary prospectus supplement and accompanying prospectus describing the terms of the Offering have been filed with the SEC, and may be obtained free of charge at the SEC’s website at www.sec.gov or from the underwriters of the Offering as follows:

This press release shall not constitute an offer to sell or a solicitation of an offer to buy the securities described above, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such state or jurisdiction.

ABOUT WEATHERFORD INTERNATIONAL PLC

Weatherford is one of the largest multinational oilfield service companies providing innovative solutions, technology and services to the oil and gas industry. The Company operates in over 100 countries and has a network of approximately 1,100 locations, including manufacturing, service, research and development, and training facilities and employs approximately 33,100 people.

FORWARD-LOOKING STATEMENTS

This press release includes forward-looking statements as defined under federal law, including those related to the Company’s potential securities offering, use of proceeds and tender offers. These forward-looking statements are generally identified by the words “believe,” “expect,” “anticipate,” “estimate,” “intend,” “plan,” “may,” “should,” “could,” “will,” “would,” and “will be,” and similar expressions, although not all forward-looking statements contain these identifying words. Such statements are subject to significant risks, assumptions and uncertainties. Known material factors that could cause the Company’s actual results to differ materially from the results contemplated by such forward-looking statements are described in the prospectus as supplemented, which is a part of the registration statement, and the risk factors described in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2015 and those risk factors set forth from time-to-time in other filings with the SEC. Weatherford undertakes no obligation to correct or update any forward-looking statement, whether as a result of new information, future events, or otherwise, except to the extent required under federal securities laws.

Logo – http://photos.prnewswire.com/prnh/19990308/WEATHERFORDLOGO

To view the original version on PR Newswire, visit:http://www.prnewswire.com/news-releases/weatherford-prices-upsized-public-offering-of-11-billion-of-exchangeable-senior-notes-and-increases-aggregate-purchase-price-of-cash-tender-offers-300278440.html

SOURCE Weatherford International plc