EX-99.1
3
pten-ex99_1.htm
EX-99.1
EX-99.1
Exhibit 99.1
Contact: Mike Drickamer
Vice President, Investor Relations
(281) 765-7170
Patterson-UTI Completes Acquisition of Pioneer Energy Services
HOUSTON - October 4, 2021 - PATTERSON-UTI ENERGY, INC. (NASDAQ: PTEN) today announced that it has closed its previously announced acquisition of Pioneer Energy Services Corp. Total consideration for the acquisition included the issuance of approximately 26.3 million shares of Patterson-UTI common stock and payment of $30 million of cash, which based on the most recent closing price for Patterson-UTI of $9.44 valued the transaction at approximately $278 million, including the retirement of all Pioneer Energy Services' debt.
In connection with the closing, Pioneer Energy Services' senior notes were repaid with cash and a portion of the shares of Patterson-UTI common stock issued in the acquisition. Pioneer shareholders will receive 1.8692 shares of Patterson-UTI common stock for each share of Pioneer common stock.
Andy Hendricks, Patterson-UTI's Chief Executive Officer, commented, "I would like to welcome the employees, customers, and shareholders of Pioneer Energy Services to Patterson-UTI. Pioneer's employees share a similar commitment to safety and service quality as our own, and we are excited to have them join our team".
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.
Cautionary Statement Regarding Forward-Looking Statements
This press release contains forward-looking statements which are protected as forward-looking statements under the Private Securities Litigation Reform Act of 1995 that are not limited to historical facts, but reflect Patterson-UTI's current beliefs, expectations or intentions regarding future events. Words such as "anticipate", "believe", "budgeted", "continue", "could", "estimate", "expect", "intend", "may", "plan", "predict", "potential", "project", "pursue", "should", "strategy", "target", or "will", and similar expressions are intended to identify such forward-looking statements. The statements in this press release that are not historical statements, including statements regarding Patterson-UTI's future expectations, beliefs, plans, objectives, financial conditions, assumptions or future events or performance that are not historical facts, are forward-looking statements within the meaning of the federal securities laws. These statements are subject to numerous risks and uncertainties, many of which are beyond Patterson-UTI's control, which could cause actual results to differ materially from the results expressed or implied by the statements. These risks and uncertainties include, but are not limited to: the ultimate timing, outcome and results of integrating the operations of Pioneer Energy Services into Patterson-UTI; the effects of the acquisition on Patterson-UTI, including Patterson-UTI's future financial condition, results of operations, strategy and plans; potential adverse reactions or changes to business relationships resulting from the closing of the transaction; the failure to realize expected synergies and other benefits from the transaction; adverse oil and natural gas industry conditions; including the rapid decline in crude oil prices as a result of economic repercussions from the COVID-19 pandemic; global economic conditions; volatility in customer spending and in oil and natural gas prices that could adversely affect demand for Patterson-UTI's services and their associated effect on rates; excess availability of land drilling rigs, pressure pumping and directional drilling equipment, including as a result of reactivation, improvement or construction; competition and demand for Patterson-UTI's services; strength and financial resources of competitors; utilization, margins and planned capital expenditures; liabilities from operational risks for which Patterson-UTI does not have and receive full indemnification or insurance; operating hazards attendant to the oil and natural gas business; failure by customers to pay or satisfy their contractual obligations (particularly with respect to fixed-term contracts); the ability to realize backlog; specialization of methods, equipment and services and new technologies, including the ability to develop and obtain satisfactory returns from new technology; the ability to retain management and field personnel; loss of key customers; shortages, delays in delivery, and interruptions in supply, of equipment and materials; cybersecurity events; synergies, costs and financial and operating impacts of acquisitions; difficulty in building and deploying new equipment; governmental regulation; climate legislation, regulation and other related risks; environmental, social and governance practices, including the perception thereof; environmental risks and ability to satisfy future environmental costs; technology-related disputes; legal proceedings and actions by governmental or other regulatory agencies; the ability to effectively identify and enter new markets; weather; operating costs; expansion and development trends of the oil and natural gas industry; ability to obtain insurance coverage on commercially reasonable terms; financial flexibility; interest rate volatility; adverse credit and equity market conditions; availability of capital and the ability to repay indebtedness when due; stock price volatility; and compliance with covenants under Patterson-UTI's debt agreements.
Additional information concerning factors that could cause actual results to differ materially from those in the forward-looking statements is contained from time to time in Patterson-UTI's SEC filings. Patterson-UTI's filings may be obtained by contacting Patterson-UTI or the SEC or through Patterson-UTI's website at http://www.patenergy.com or through the SEC's Electronic Data Gathering and Analysis Retrieval System (EDGAR) at http://www.sec.gov. Patterson-UTI undertakes no obligation to publicly update or revise any forward-looking statement.

EX - 99 . 1 3 pten - ex99 _ 1 . htm EX - 99 . 1 EX - 99 . 1 Exhibit 99 . 1 Contact : Mike Drickamer Vice President , Investor Relations ( 281 ) 765 - 7170 Patterson - UTI Completes Acquisition of Pioneer Energy Services HOUSTON - October 4 , 2021 - PATTERSON - UTI ENERGY , INC . ( NASDAQ : PTEN ) today announced that it has closed its previously announced acquisition of Pioneer Energy Services Corp . Total consideration for the acquisition included the issuance of approximately 26 . 3 million shares of Patterson - UTI common stock and payment of $ 30 million of cash , which based on the most recent closing price for Patterson - UTI of $ 9.44 valued the transaction at approximately $ 278 million , including the retirement of all Pioneer Energy Services ' debt . In connection with the closing , Pioneer Energy Services ' senior notes were repaid with cash and a portion of the shares of Patterson - UTI common stock issued in the acquisition . Pioneer shareholders will receive 1 . 8692 shares of Patterson - UTI common stock for each share of Pioneer common stock . Andy Hendricks , Patterson - UTI 's Chief Executive Officer , commented , " I would like to welcome the employees , customers , and shareholders of Pioneer Energy Services to Patterson - UTI . Pioneer 's employees share a similar commitment to safety and service quality as our own , and we are excited to have them join our team " . 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 . Cautionary Statement Regarding Forward - Looking Statements This press release contains forward - looking statements which are protected as forward - looking statements under the Private Securities Litigation Reform Act of 1995 that are not limited to historical facts , but reflect Patterson - UTI 's current beliefs , expectations or intentions regarding future events . Words such as " anticipate " , " believe " , " budgeted " , " continue " , " could " , " estimate " , " expect " , " intend " , " may " , " plan " , " predict " , " potential " , " project " , " pursue " , " should " , " strategy " , " target " , or " will " , and similar expressions are intended to identify such forward - looking statements . The statements in this press release that are not historical statements , including statements regarding Patterson - UTI 's future expectations , beliefs , plans , objectives , financial conditions , assumptions or future events or performance that are not historical facts , are forward - looking statements within the meaning of the federal securities laws . These statements are subject to numerous risks and uncertainties , many of which are beyond Patterson - UTI 's control , which could cause actual results to differ materially from the results expressed or implied by the statements . These risks and uncertainties include , but are not limited to : the ultimate timing , outcome and results of integrating the operations of Pioneer Energy Services into Patterson - UTI ; the effects of the acquisition on Patterson - UTI , including Patterson - UTI 's future financial condition , results of operations , strategy and plans ; potential adverse reactions or changes to business relationships resulting from the closing of the transaction ; the failure to realize expected synergies and other benefits from the transaction ; adverse oil and natural gas industry conditions ; including the rapid decline in crude oil prices as a result of economic repercussions from the COVID - 19 pandemic ; global economic conditions ; volatility in customer spending and in oil and natural gas prices that could adversely affect demand for Patterson - UTI 's services and their associated effect on rates ; excess availability of land drilling rigs , pressure pumping and directional drilling equipment , including as a result of reactivation , improvement or construction ; competition and demand for Patterson - UTI 's services ; strength and financial resources of competitors ; utilization , margins and planned capital expenditures ; liabilities from operational risks for which Patterson - UTI does not have and receive full indemnification or insurance ; operating hazards attendant to the oil and natural gas business ; failure by customers to pay or satisfy their contractual obligations ( particularly with respect to fixed - term contracts ) ; the ability to realize backlog ; specialization of methods , equipment and services and new technologies , including the ability to develop and obtain satisfactory returns from new technology ; the ability to retain management and field personnel ; loss of key customers ; shortages , delays in delivery , and interruptions in supply , of equipment and materials ; cybersecurity events ; synergies , costs and financial and operating impacts of acquisitions ; difficulty in building and deploying new equipment ; governmental regulation ; climate legislation , regulation and other related risks ; environmental , social and governance practices , including the perception thereof ; environmental risks and ability to satisfy future environmental costs ; technology - related disputes ; legal proceedings and actions by governmental or other regulatory agencies ; the ability to effectively identify and enter new markets ; weather ; operating costs ; expansion and development trends of the oil and natural gas industry ; ability to obtain insurance coverage on commercially reasonable terms ; financial flexibility ; interest rate volatility ; adverse credit and equity market conditions ; availability of capital and the ability to repay indebtedness when due ; stock price volatility ; and compliance with covenants under Patterson - UTI 's debt agreements . Additional information concerning factors that could cause actual results to differ materially from those in the forward - looking statements is contained from time to time in Patterson - UTI 's SEC filings . Patterson - UTI 's filings may be obtained by contacting Patterson - UTI or the SEC or through Patterson - UTI 's website at http://www.patenergy.com or through the SEC 's Electronic Data Gathering and Analysis Retrieval System ( EDGAR ) at http://www.sec.gov . Patterson - UTI undertakes no obligation to publicly update or revise any forward - looking statement .