---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-23-181582"
form_type: "8-K"
ticker: "PTEN"
cik: "0000889900"
company_name: "PATTERSON UTI ENERGY INC"
filed_at: "2023-07-05T23:59:59+00:00"
generated_at: "2026-06-13T12:59:22.022458+00:00"
event_type: "m_and_a"
sentiment: "positive"
materiality_score: 0.9
calibrated_materiality_score: 0.9
confidence: "high"
source: SEC EDGAR
---

# Patterson-UTI acquires Ulterra for $370M cash + 34.9M shares; Q3 close expected

## Summary
- Acquires Ulterra, a leading PDC drill bit provider, for $370M cash and 34.9M shares of PTEN common stock.
- Ulterra's 2023 EBITDA expected between $160M and $180M; revenue synergies expected within first year.
- Ulterra's BitHub data platform complements PTEN+ and combined data analytics with NexTier merger.
- Closing expected in Q3 2023, subject to HSR and customary conditions; Blackstone entered voting agreement supporting NexTier merger.
- John Clunan will continue to lead Ulterra, reporting to Mike Holcomb; headquarters remain in Fort Worth.

## SEC filing metadata
- accession: 0001193125-23-181582
- form_type: 8-K
- ticker: PTEN
- cik: 0000889900
- company_name: PATTERSON UTI ENERGY INC
- filed_at: 2023-07-05T23:59:59+00:00
- event_type: m_and_a
- sentiment: positive
- materiality_score: 0.9
- calibrated_materiality_score: 0.9
- confidence: high
- sec_items: 1.01, 3.02, 7.01, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/889900/000119312523181582/0001193125-23-181582-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/889900/000119312523181582/d457497d8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-23-181582
- JSON: https://secwatch.observer/filing/0001193125-23-181582.json
- Plain text: https://secwatch.observer/filing/0001193125-23-181582.txt

## Key facts
- Material Agreements
  PATTERSON UTI ENERGY INC entered into Agreement and Plan of Merger with BEP Diamond Holdings Corp. valued at aggregate initial consideration of 34,900,000 shares of Patterson-UTI common stock and $370,000,000 (effective 2023-07-03).
  - Action: entry
  - Agreement: merger
  - Counterparty: BEP Diamond Holdings Corp.
  - Value: aggregate initial consideration of 34,900,000 shares of Patterson-UTI common stock and $370,000,000
  - Effective: 2023-07-03
  source text: On July 3, 2023, Patterson-UTI Energy, Inc., a Delaware corporation (“ Patterson-UTI ”), PJ Merger Sub Inc., a Delaware corporation and wholly owned subsidiary of Patterson-UTI (“ Merger Sub I ”), and PJ Second Merger Sub LLC, a Delaware limited liability company and wholly owned subsidiary of Patterson-UTI (“ Merger Sub II ”), entered into an Agreement and Plan of Merger (the “ Merger Agreement ”) with BEP Diamond Holdings Corp., a Delaware corporation (“ Ulterra ”), which indirectly owns all of the outstanding equity interests of Ulterra Drilling Technologies, L.P., and BEP Diamond Topco L.P., a Delaware limited partnership, as sole stockholder of Ulterra (the “ Stockholder ”), pursuant to which, upon the terms and subject to the conditions set forth therein, (i) Merger Sub I will merge with and into Ulterra, with Ulterra continuing as the surviving entity (the “ Surviving Corporation ”) (the “ First Company Merger ”), and (ii) immediately following the First Company Merger, the Surv
  evidence_url: https://www.sec.gov/Archives/edgar/data/889900/000119312523181582/0001193125-23-181582-index.htm

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