UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported): January 24, 2017
PATTERSON-UTI ENERGY, INC.
(Exact name of registrant as specified in its charter)
| | | | |
| Delaware | | 0-22664 | | 75-2504748 |
(State or other jurisdiction
of incorporation or organization) | | (Commission
File Number) | | (IRS Employer
Identification No.) |
| |
10713 West Sam Houston Pkwy N., Suite 800 Houston, Texas | | 77064 |
| (Address of principal executive offices) | | (Zip Code) |
(281)765-7100
Registrant’s telephone number, including area code
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule14a-12 under the Exchange Act (17 CFR240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule14d-2(b) under the Exchange Act (17 CFR240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule13e-4(c) under the Exchange Act (17 CFR240.13e-4(c)) |
Item 1.01 Entry into a Material Definitive Agreement.
Credit Facility Commitment Increase
On January 24, 2017, Patterson-UTI Energy, Inc. (the “Company” and “our”) entered into an agreement with certain lenders under its revolving credit facility to exercise approximately $95.8 million of the $100 million commitment increase feature available thereunder in order to increase the aggregate commitments under the revolving credit facility to approximately $595.8 million. The effectiveness of the aggregate commitment increase is subject to certain conditions, including the consummation of our previously announced merger with Seventy Seven Energy Inc. (“SSE”), the repayment and termination of the SSE credit facility and an offering of the Company’s common stock that results in gross offering proceeds to the Company of not less than $300 million by May 31, 2017, as well as other customary conditions.
The foregoing is qualified in its entirety by reference to the Commitment Increase Agreement, dated as of January 24, 2017, by and among the Company, certain subsidiaries of the Company party thereto, Wells Fargo Bank, N.A., as administrative agent, issuer of letter of credit and swing line lender and the other lenders party thereto, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.
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Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| | |
Exhibit No. | | Description of Exhibit |
| |
| 10.1 | | Commitment Increase Agreement, dated as of January 24, 2017, by and among the Company, certain subsidiaries of the Company party thereto, Wells Fargo Bank, N.A., as administrative agent, issuer of letter of credit and swing line lender and the other lenders party thereto. |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| | |
| PATTERSON-UTI ENERGY, INC. |
| |
| By: | | /s/ John E. Vollmer III |
| Name: | | John E. Vollmer III |
| Title: | | Senior Vice President – Corporate Development, Chief Financial Officer and Treasurer |
January 24, 2017
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EXHIBIT INDEX
| | |
Exhibit No. | | Description of Exhibit |
| |
| 10.1 | | Commitment Increase Agreement, dated as of January 24, 2017, by and among the Company, certain subsidiaries of the Company party thereto, Wells Fargo Bank, N.A., as administrative agent, issuer of letter of credit and swing line lender and the other lenders party thereto. |
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