8-KOther Events

ONEOK INC /NEW/ 8-K Report (Aug 7, 2002)

Filed August 7, 2002For Securities:OKE

Summary

ONEOK Inc. (OKE) has announced a tender offer and consent solicitation for its outstanding 8.44% Senior Notes due January 31, 2004, and its 8.32% Senior Notes due July 31, 2007. The company aims to repurchase all outstanding notes and simultaneously seek consent to amend the associated indenture agreements, effectively removing most restrictive covenants. This move suggests ONEOK is seeking greater financial flexibility and potentially refinancing its debt at more favorable terms, given the elevated interest rates on these notes. The tender offer prices the 8.44% Notes at $1,058.75 per $1,000 principal and the 8.32% Notes at $1,022.00 per $1,000 principal, excluding accrued interest. Additionally, holders who provide consent for the covenant amendments will receive a 3% consent fee ($30.00 per $1,000 principal). If both tender and consent are successful, the combined offer would effectively yield $1,088.75 for the 8.44% Notes and $1,052.00 for the 8.32% Notes. These offers expire on August 20, 2002, unless extended.

Key Highlights

  • 1ONEOK is launching a tender offer to repurchase all of its outstanding 8.44% Senior Notes ($40M principal) and 8.32% Senior Notes ($24M principal).
  • 2Simultaneously, the company is soliciting consents to eliminate most restrictive covenants in the notes' agreements.
  • 3The tender offer price for the 8.44% Notes is $1,058.75 per $1,000 principal (excluding accrued interest).
  • 4The tender offer price for the 8.32% Notes is $1,022.00 per $1,000 principal (excluding accrued interest).
  • 5A 3% consent fee ($30.00 per $1,000 principal) will be paid to holders who consent to the covenant amendments, regardless of whether they tender their notes.
  • 6The combined offer, if both tender and consent are successful, effectively offers $1,088.75 per $1,000 principal for 8.44% Notes and $1,052.00 per $1,000 principal for 8.32% Notes.
  • 7The tender offer and consent solicitation expire on August 20, 2002, unless extended.

Frequently Asked Questions

The primary goal is for ONEOK to repurchase all of its outstanding 8.44% and 8.32% Senior Notes and, concurrently, to obtain consent to amend the associated agreements to remove most restrictive covenants. This would provide the company with greater financial flexibility.

For the 8.44% Notes, the tender offer price is $1,058.75 per $1,000 principal amount. For the 8.32% Notes, it's $1,022.00 per $1,000 principal amount, both excluding accrued interest. Additionally, holders who consent to the covenant amendments will receive a 3% consent fee ($30.00 per $1,000 principal).

Yes, the tender offer and consent solicitation are separate but related. Holders can choose to tender their notes without delivering consents, deliver consents without tendering notes, or do both. The success of one does not depend on the success of the other.

The tender offer and consent solicitation are set to expire at 5:00 p.m., New York City time, on August 20, 2002, unless ONEOK chooses to extend or terminate them earlier.