HOUSTON, Feb. 25, 2016 /PRNewswire/ -- Cameron
International Corporation (NYSE: CAM) ("Cameron" or the "Company") announced today
that holders of a majority in aggregate principal amount of each
series of the Company's securities listed in the table below
(collectively, the "Notes") have delivered valid consents in
connection with the Company's proposed amendments to the indentures
governing the Notes (the "Indentures," and such amendments the
"Proposed Amendments"). The terms and conditions of the
Proposed Amendments are set forth in the Consent Solicitation
Statement dated February 12, 2016
(the "Statement").
Series of
Notes
|
Aggregate
Principal
Amount Outstanding
|
1.150% Senior Notes
due 2016
|
$250
million
|
1.400% Senior Notes
due 2017
|
$250
million
|
6.375% Senior Notes
due 2018
|
$450
million
|
4.500% Senior Notes
due 2021
|
$250
million
|
3.600% Senior Notes
due 2022
|
$250
million
|
4.000% Senior Notes
due 2023
|
$250
million
|
3.700% Senior Notes
due 2024
|
$250
million
|
7.000% Senior Notes
due 2038
|
$300
million
|
5.950% Senior Notes
due 2041
|
$250
million
|
5.125% Senior Notes
due 2043
|
$250
million
|
The consent solicitation expired at 5:00
p.m., New York City time,
on February 24, 2016 (the "Expiration
Date"), and revocation rights have been terminated. Subject to the
terms and conditions set forth in the Statement, the Company will
pay eligible holders who have validly delivered and not revoked
consents on or prior to the Expiration Date a cash payment equal to
$2.50 per $1,000 aggregate principal amount of Notes for
which such holders have validly delivered and not revoked consents
(the "Consent Fee"). The Consent Fee will be payable only
upon the satisfaction or waiver (if applicable) of certain
conditions, including the closing of the previously announced
merger pursuant to which Cameron
will become a direct, wholly-owned subsidiary of Schlumberger
Holdings Corporation ("SHC," and such merger, the "Merger"). The
Consent Fee will be paid promptly following the completion of the
Merger, which is expected to occur in the first quarter of
2016.
In connection with the consent solicitation, the Company will
enter into supplemental indentures with respect to each Indenture
to reflect the Proposed Amendments upon the satisfaction of the
conditions and the payment of the Consent Fee to the paying agent
on behalf of holders of the Notes.
Questions regarding the consent solicitation may be directed to
Deutsche Bank Securities Inc., Attention: Liability Management
Group at (866) 627-0391 (toll free) or (212) 250-2955 (collect),
J.P. Morgan Securities LLC at (866) 834-4666 (toll free) or (212)
834-2494 (collect) or Morgan Stanley & Co. LLC, Attention:
Liability Management Group at (800) 624-1808 (toll free) or (212)
761-1057 (collect), or the information, tabulation and paying
agent, D.F. King & Co., Inc. at
(866) 796-7179 (toll free) or (212) 269-5550 (banks and brokers)
(collect).
This announcement is not an offer to purchase, a solicitation of
an offer to purchase, or a solicitation of consents with respect to
any securities. The consent solicitations were made solely by the
consent solicitation statement and were subject to the terms and
conditions stated therein.
Cameron International Corporation
Cameron International Corporation is a leading provider of flow
equipment products, systems and services to worldwide oil and gas
industries. For more information, please visit
http://www.c-a-m.com.
This communication contains "forward-looking statements"
within the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as
amended. Statements in this communication regarding Cameron's future expectations, beliefs, plans,
objectives, assumptions or future events or performance that are
not statements of historical fact, are forward-looking statements.
Cameron cannot give any assurance
that such expectations will prove correct. These statements are
subject to satisfaction of the closing conditions to the Merger and
other risk factors that are discussed in Cameron's most recent Annual Report on Form
10-K and the definitive proxy statement/prospectus filed on
November 17, 2015, as well as
Cameron's other filings with the
SEC, which are available at the SEC's Internet site
(http://www.sec.gov). Actual results may differ materially from
those expected, estimated or projected. Forward-looking statements
speak only as of the date they are made, and Cameron does not undertake any obligation to
publicly update or revise any of them in light of new information,
future events or otherwise.
To view the original version on PR Newswire,
visit:http://www.prnewswire.com/news-releases/cameron-announces-expiration-of-consent-solicitation-and-receipt-of-requisite-consents-300226158.html
SOURCE Cameron International Corporation