Oceaneering sets pricing for 2028 notes tender offer
Oceaneering International has set the purchase price at $1,018.46 per $1,000 principal amount for its cash tender offer to buy back $500,000,000 in outstanding 6.000% Senior Notes due 2028. The offer, which expires on June 30, 2026, is based on a fixed spread of 40 basis points over a reference U.S. Treasury security and is not contingent on a minimum tender amount. If notes remain after the offer, the company intends to redeem them around July 25, 2026.

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Oceaneering International has announced the pricing terms for its previously disclosed cash tender offer to purchase any and all of its outstanding 6.000% Senior Notes due 2028. The company established a purchase price of $1,018.46 per $1,000 aggregate principal amount of Notes. This pricing reflects a fixed spread of 40 basis points plus the yield to maturity of a reference U.S. Treasury security. The offer aims to refinance the $500,000,000 aggregate principal amount outstanding, allowing the company to manage its debt profile through repurchasing existing obligations.
The tender offer is scheduled to expire at 5:00 p.m., New York City time, on June 30, 2026, unless extended or earlier terminated. The purchase price was determined based on the bid-side price of the 3.50% U.S. Treasury Note due October 31, 2027, as quoted on the Bloomberg Bond Trader FIT4 page at 2:00 p.m., New York City time, on June 30, 2026. Oceaneering has retained J.P. Morgan Securities LLC as the dealer manager for the transaction. The offer is not conditioned upon any minimum amount of Notes being tendered but is contingent upon the completion of one or more debt financing transactions satisfactory to the company.
Key Details of the Tender Offer
| Feature | Details |
|---|---|
| Title of Security | 6.000% Senior Notes due 2028 |
| CUSIP Numbers | 675232 AB8, 675232 AD4 |
| Aggregate Principal Amount Outstanding | $500,000,000 |
| Fixed Spread | 40 basis points |
| U.S. Treasury Reference Security | 3.50% UST due October 31, 2027 |
| Reference Yield | 4.146% |
| Bloomberg Reference Page | FIT4 |
| Purchase Price per $1,000 Principal Amount | $1,018.46 |
| Expiration Time | 5:00 p.m., New York City time, June 30, 2026 |
| Settlement Date | July 6, 2026 |
Holders whose Notes are accepted for purchase will receive accrued and unpaid interest from the last applicable interest payment date to, but not including, the Settlement Date. The delivery of Notes tendered by guaranteed delivery procedures must be made no later than 5:00 p.m., New York City time, on July 2, 2026. Oceaneering intends to pay for the Notes purchased in the offer with the proceeds from its contemporaneous offering of senior notes.
To the extent not all of the Notes are tendered in the offer, Oceaneering intends to redeem any and all outstanding Notes. In connection with the offer, the company issued a conditional notice of full redemption to redeem any Notes that remain outstanding following the offer on or around July 25, 2026, pursuant to the indenture governing the Notes. The complete terms and conditions of the tender offer are set forth in the Offer to Purchase dated June 24, 2026, and the related Notice of Guaranteed Delivery.
What specific terms and interest rates can be expected for the new senior notes offering intended to fund this repurchase?
How will the successful refinancing of the 2028 notes impact Oceaneering's overall interest expense and free cash flow in the coming fiscal year?
Will the company pursue similar debt management strategies for its other upcoming maturities following the completion of this transaction?


























