---
schema_version: "secwatch.filing_event.v1"
accession: "0000073756-23-000128"
form_type: "8-K"
ticker: "OII"
cik: "0000073756"
company_name: "OCEANEERING INTERNATIONAL INC"
filed_at: "2023-10-04T23:59:59+00:00"
generated_at: "2026-06-10T05:05:32.769197+00:00"
event_type: "debt"
sentiment: "neutral"
materiality_score: 0.55
calibrated_materiality_score: 0.55
confidence: "high"
source: SEC EDGAR
---

# Oceaneering issues $200M additional 6% Senior Notes due 2028; redeems $87.9M 2024 Notes

## Summary
- Completed private placement of $200M additional 6.000% Senior Notes due 2028; total series now $500M.
- Notes mature Feb 1, 2028, pay 6.000% interest semiannually; first payment Feb 1, 2024.
- Redeeming all $87.92M of 2024 Notes on Nov 2, 2023 at par plus accrued interest and make-whole premium.
- Financing condition for previously announced cash tender offer satisfied on Oct 2, 2023.

## SEC filing metadata
- accession: 0000073756-23-000128
- form_type: 8-K
- ticker: OII
- cik: 0000073756
- company_name: OCEANEERING INTERNATIONAL INC
- filed_at: 2023-10-04T23:59:59+00:00
- event_type: debt
- sentiment: neutral
- materiality_score: 0.55
- calibrated_materiality_score: 0.55
- confidence: high
- sec_items: 1.01, 2.03, 7.01, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/73756/000007375623000128/0000073756-23-000128-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/73756/000007375623000128/oii-20231002.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0000073756-23-000128
- JSON: https://secwatch.observer/filing/0000073756-23-000128.json
- Plain text: https://secwatch.observer/filing/0000073756-23-000128.txt

## Key facts
- Debt Financings
  OCEANEERING INTERNATIONAL INC incurred senior notes of $200,000,000 aggregate principal amount with Initial purchasers (J.P. Morgan Securities LLC as representative) at 6.000% per annum maturing February 1, 2028.
  - Instrument: senior notes
  - Principal: $200,000,000 aggregate principal amount
  - Counterparty: Initial purchasers (J.P. Morgan Securities LLC as representative)
  - Rate: 6.000% per annum
  - Maturity: February 1, 2028
  - Event: incurrence
  source text: On October 2, 2023, Oceaneering International, Inc. (“Oceaneering”) completed a private placement (the “Offering”) of $200,000,000 aggregate principal amount of additional 6.000% Senior Notes due 2028 (the “2028 Notes”) to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), and to non-U.S. persons outside the United States pursuant to Regulation S under the Securities Act.
  evidence_url: https://www.sec.gov/Archives/edgar/data/73756/000007375623000128/0000073756-23-000128-index.htm
- Material Agreements
  OCEANEERING INTERNATIONAL INC entered into Third Supplemental Indenture with Computershare Trust Company, N.A. valued at $200,000,000 aggregate principal amount (effective 2023-10-02).
  - Action: entry
  - Agreement: notes offering
  - Counterparty: Computershare Trust Company, N.A.
  - Value: $200,000,000 aggregate principal amount
  - Effective: 2023-10-02
  source text: The 2028 Notes were issued under an Indenture, dated November 21, 2014 (the “Base Indenture”), between Oceaneering and Computershare Trust Company, N.A., as successor to Wells Fargo Bank, National Association, as trustee (the “Trustee”), as supplemented by a Second Supplemental Indenture, dated February 6, 2018, between Oceaneering and the Trustee (the “Second Supplemental Indenture”) and a Third Supplemental Indenture, dated October 2, 2023, between Oceaneering and the Trustee
  evidence_url: https://www.sec.gov/Archives/edgar/data/73756/000007375623000128/0000073756-23-000128-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.