Business Wire

Pacific Drilling Announces Increase in Size of Previously Announced Offering of First Lien Notes to $750 Million Aggregate Principal Amount and Commencement of Offering of $250 Million Aggregate Principal Amount of Second Lien Notes

Del

Pacific Drilling S.A. (OTC: PACDQ) (“Pacific Drilling” or the “Company”) today announced an increase in the size of its previously announced offering of first lien notes that mature five years following their issuance (the “First Lien Notes”) to $750 million aggregate principal amount, subject to market conditions, which represents an increase of $50 million in the aggregate principal amount being offered. The First Lien Notes will be issued by a special purpose wholly owned subsidiary (the “First Lien Escrow Issuer”) of the Company.

The Company also announced today that a special purpose wholly owned subsidiary (the “Second Lien Escrow Issuer”) of the Company intends to offer $250 million aggregate principal amount of second lien notes that mature five and a half years following their issuance (the “Second Lien Notes”), with interest payable in kind or in cash, subject to certain limitations, at the option of the issuer, subject to market conditions.

The First Lien Notes and Second Lien Notes (together, the “notes”) are being offered in separate offerings in connection with the restructuring of Pacific Drilling as part of the First Amended Joint Plan of Reorganization filed with the U.S. Bankruptcy Court for the Southern District of New York on August 31, 2018 (the “Plan”). The net proceeds of the offerings will be funded into separate escrow accounts (the “Escrow Accounts”) established and maintained by each Escrow Issuer. If Pacific Drilling’s proposed Plan is confirmed and certain other conditions are satisfied on or before December 22, 2018 (the date on which such conditions are satisfied, the “Escrow Release Date”), the Escrow Issuers will merge with and into Pacific Drilling and Pacific Drilling will become the obligor under the notes. On the Escrow Release Date, the notes will be jointly and severally and fully and unconditionally guaranteed on a senior secured basis by each of Pacific Drilling’s restricted subsidiaries (subject to certain exceptions) and the First Lien Notes will be secured on a first-priority basis, and the Second Lien Notes on a second-priority basis, by substantially all of Pacific Drilling’s assets (subject to certain exceptions). Prior to the Escrow Release Date, each series of notes will be general obligations of the applicable Escrow Issuer, secured only by a lien on the applicable Escrow Account. On the Escrow Release Date, the net proceeds from the offerings of the notes will be released from the Escrow Accounts to fund a portion of the payments to creditors provided for under the Plan.

The notes and related guarantees will be offered only to qualified institutional buyers under Rule 144A of the Securities Act, and to non-U.S. persons in transactions outside the United States under Regulation S of the Securities Act. The notes have not been, and will not be, registered under the Securities Act and may not be offered or sold in the United States absent registration or an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and other applicable securities laws.

This press release does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the notes in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.

The proposed Plan currently contemplates $700 million aggregate principal amount of first lien notes and $300 million of second lien notes, along with an additional $24 million of second lien notes to be paid as a backstop commitment fee, resulting in $1.024 billion of total long-term debt of the Company upon emergence from bankruptcy. The Plan is expected to be amended to reflect the changes in aggregate principal amounts of the notes described above following pricing of the notes, such that the Company would be expected to have $750 million of First Lien Notes and $274 million of Second Lien Notes outstanding upon emergence from bankruptcy. Accordingly, upon emergence from bankruptcy, the Company continues to expect to have $1.024 billion of total long-term debt outstanding.

About Pacific Drilling

With its best-in-class drillships and highly experienced team, Pacific Drilling is committed to becoming the industry’s preferred high-specification, deepwater drilling contractor. Pacific Drilling’s fleet of seven drillships represents one of the youngest and most technologically advanced fleets in the world. Pacific Drilling has its principal offices in Luxembourg and Houston. For more information about Pacific Drilling, including our current Fleet Status, please visit our website at www.pacificdrilling.com.

Forward-Looking Statements

Certain statements and information contained in this news release constitute “forward-looking statements” within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, and are generally identifiable by the use of words such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “forecast,” “intend,” “our ability to,” “may,” “plan,” “predict,” “project,” “potential,” “projected,” “should,” “will,” “would,” or other similar words, which are generally not historical in nature. The forward-looking statements speak only as of the date hereof, and we undertake no obligation to publicly update or revise any forward-looking statements after the date they are made, whether as a result of new information, future events or otherwise.

Our forward-looking statements express our current expectations or forecasts of possible future results or events, including our future financial and operational performance and cash balances; revenue efficiency levels; market outlook; forecasts of trends; future client contract opportunities; contract dayrates; our business strategies and plans and objectives of management; estimated duration of client contracts; backlog; expected capital expenditures; projected costs and savings; the potential impact of our Chapter 11 proceedings on our future operations and ability to finance our business; our ability to complete the restructuring transactions contemplated by our plan of reorganization; projected costs and expenses in connection with our plan of reorganization; and our ability to emerge from our Chapter 11 proceedings and continue as a going concern.

Although we believe that the assumptions and expectations reflected in our forward-looking statements are reasonable and made in good faith, these statements are not guarantees, and actual future results may differ materially due to a variety of factors. These statements are subject to a number of risks and uncertainties and are based on a number of judgments and assumptions as of the date such statements are made about future events, many of which are beyond our control. Actual events and results may differ materially from those anticipated, estimated, projected or implied by us in such statements due to a variety of factors, including if one or more of these risks or uncertainties materialize, or if our underlying assumptions prove incorrect. There can be no assurances that the above-described transactions will be consummated on the terms described above or at all.

Important factors that could cause actual results to differ materially from our expectations include: our ability to consummate the notes offering described herein and other financing transactions contemplated by the Plan, including consummation of the separate notes offerings, on terms that will permit us to meet our objectives; the global oil and gas market and its impact on demand for our services; the offshore drilling market, including reduced capital expenditures by our clients; changes in worldwide oil and gas supply and demand; rig availability and supply and demand for high specification drillships and other drilling rigs competing with our fleet; costs related to stacking of rigs; our ability to enter into and negotiate favorable terms for new drilling contracts or extensions; our ability to successfully negotiate and consummate definitive contracts and satisfy other customary conditions with respect to letters of intent and letters of award that we receive for our drillships; our substantial level of indebtedness; possible cancellation, renegotiation, termination or suspension of drilling contracts as a result of mechanical difficulties, performance, market changes or other reasons; our ability to execute our business plan and continue as a going concern in the long term; our ability to obtain Bankruptcy Court approval with respect to motions or other requests made to the Bankruptcy Court in our Chapter 11 proceedings, including maintaining strategic control as debtor in-possession; our ability to confirm and consummate our plan of reorganization in accordance with the terms of the Plan and the settlement; risks attendant to the bankruptcy process including the effects of our Chapter 11 proceedings on our operations and agreements, including our relationships with employees, regulatory authorities, clients, suppliers, banks and other financing sources, insurance companies and other third parties; the effects of our Chapter 11 proceedings on our Company and on the interests of various constituents, including holders of our common shares and debt instruments; the potential adverse effects of our Chapter 11 proceedings on our liquidity, results of operations, or business prospects; the outcome of Bankruptcy Court rulings in our Chapter 11 proceedings as well as all other pending litigation and arbitration matters; the length of time that we will operate under Chapter 11 protection and the continued availability of operating capital during the pendency of the proceedings; our ability to access adequate debtor-in-possession financing or use cash collateral; risks associated with third-party motions in our Chapter 11 proceedings, which may interfere with our ability to timely confirm and consummate our plan of reorganization and restructuring generally; increased advisory costs including administrative and legal costs to complete our plan of reorganization and other litigation; the risk that our plan of reorganization may not be accepted or confirmed, in which case there can be no assurance that our Chapter 11 proceedings will continue rather than be converted to Chapter 7 liquidation cases or that any alternative plan of reorganization would be on terms as favorable to holders of claims and interests as the terms of our Plan; the cost, availability and access to capital and financial markets, including the ability to secure new financing after emerging from our Chapter 11 proceedings; and the other risk factors described in our 2017 Annual Report on Form 20-F and our Current Reports on Form 6-K available on the SEC’s website at www.sec.gov.

Contact information

Pacific Drilling S.A.
Investor Contact:
Johannes (John) P. Boots, +713-334-6662
Investor@pacificdrilling.com
or
Media Contact:
Amy L. Roddy, +713-334-6662
Media@pacificdrilling.com

Om Business Wire

Business Wire
Business Wire
24 Martin Lane
EC4R 0DR London

+44 20 7626 1982http://www.businesswire.co.uk

(c) 2018 Business Wire, Inc., All rights reserved.

Business Wire, a Berkshire Hathaway company, is the global leader in multiplatform press release distribution.

Følg saker fra Business Wire

Registrer deg med din epostadresse under for å få de nyeste sakene fra Business Wire på epost fortløpende. Du kan melde deg av når som helst.

Siste saker fra Business Wire

Pierre Fabre Receives EU Approval for BRAFTOVI® (encorafenib) + MEKTOVI® (binimetinib) in Adult Patients with Advanced BRAF-Mutant Melanoma20.9.2018 17:21Pressemelding

Pierre Fabre today announced that the European Commission (EC) has granted marketing authorisation for the combination of BRAFTOVI® (encorafenib) and MEKTOVI® (binimetinib) for the treatment of adult patients with unresectable or metastatic melanoma with a BRAF V600 mutation, as detected by a validated test.1,2 The EC decision is applicable to all 28 European Union (EU) member states plus Liechtenstein, Iceland and Norway. "We are extremely pleased that European patients with advanced BRAF-mutant melanoma will now have the combination of BRAFTOVI and MEKTOVI as a new treatment option”, said Frédéric Duchesne, President & CEO of the Pierre Fabre Pharmaceuticals Division. “All of us at Pierre Fabre are driven to make a real difference for patients. Bringing more than 30 years of oncology experience and our heritage in dermatology to our partnership with Array BioPharma, we have been able to harness our expertise in order to help men and women living with this devastating disease. Today’s

Clothesource Report Shows Retail Sales Aren’t Falling or Moving Online: Management’s Let Itself Get Misguided20.9.2018 17:19Pressemelding

According to a new Clothesource report, “The Emperors’ Clothes” retail sales aren’t falling, and they’re not leaving physical stores. Both the UK’s Office of National Statistics and the US Bureau of the Census report higher retail sales than ever – with sales in physical stores still growing every year. Retailers just need to rely on their own customer understanding, recapture their self-confidence, and rediscover their traditional frugality. Among recent front-page stories have been Sears in the US hinting it’s about to go under and profits at Britain’s John Lewis falling 99%. But the well run clothing retailers are prospering. Primark goes from strength to strength: the biggest clothing specialists on either side of the Atlantic (Inditex and TJX) have just upped their sales and profit forecasts. So it’s not about consumer purchasing: The main problem lies with management, says Clothesource CEO Mike Flanagan in a new report “The Emperors’ Clothes”. They’ve lost touch with their custom

BCW Names Latin America Market Leaders20.9.2018 16:23Pressemelding

BCW (Burson Cohn & Wolfe), a leading global communications agency, today announced the appointment of market leaders in Latin America who will be responsible for business growth, client satisfaction and talent development. All market leaders report to Francisco Carvalho, President, Latin America, BCW. “BCW has a dominant presence in Latin America, thanks to Burson-Marsteller’s 40-year-history and expansive footprint across the region and Cohn & Wolfe’s strength in Brazil and Mexico,” said Carvalho. “This team has unmatched market knowledge, strong client relationships and deep commitment to talent, all of which is critical for our continued success in the region. Those strengths, together with our industry-leading expertise in delivering digitally driven integrated communications programs, make BCW a powerful partner for our clients.” All of BCW’s Latin America market leaders have been drawn from the legacy Burson-Marsteller organization and had been leading their respective markets, e

NavVis Achieves Breakthough 6D SLAM Indoor LiDAR Mapping With Velodyne’s 3D LiDAR Sensor20.9.2018 14:43Pressemelding

On April 18th, 2018, NavVis released their M6, a fully-integrated, cart-based system designed for large-scale indoor mapping. The M6 utilizes VLP-16 sensors by Velodyne LiDAR, Inc., which allows it to produce a 3D map of the surrounding environment. Six cameras capture 360° immersive imagery and photorealistic point-clouds, resulting in high-resolution mapped images. NavVis developed this product in response to their customers’ request for a more versatile and sophisticated system which could be used effectively with uneven terrain. In addition to AEC professionals, construction companies and manufacturers can also draw benefits from the higher data quality provided by this enhanced innovation. This press release features multimedia. View the full release here: https://www.businesswire.com/news/home/20180920005560/en/ NavVis M6 is a fully-integrated, cart-based system designed for large-scale indoor mapping. (Photo: Business Wire) The M6 was developed by NavVis after customers requeste

Steve Bannon’s New Documentary Film Trump @War Launches Free Online Access20.9.2018 14:34Pressemelding

Trump @War in conjunction with its online distribution partner, The Western Journal, is pleased to announce that the full length HD feature film Trump @War is free and available to viewers worldwide at Trumpmovienow.com. This press release features multimedia. View the full release here: https://www.businesswire.com/news/home/20180920005553/en/ Watch free full-length feature film: trumpmovienow.com (Photo: Business Wire) “The Western Journal does great work and we are happy they are partnering with us,” stated Stephen K. Bannon. “It’s a film that every American, regardless of political belief, should watch. It’s a historic time for our country, and no one should be sitting on the sidelines during the upcoming elections.” Directed by Bannon and produced by Dan Fleuette, Trump @War is a retelling of the most significant election campaign in modern U.S. history and a look forward to the high-stakes midterm election in November 2018, which will cement President Trump’s legacy. “Steve Banno

GTIS Partners Grabs Top Spots in Prestigious GRESB Sustainability Ranking20.9.2018 14:24Pressemelding

GTIS Partners LP (“GTIS”), a real assets investment firm headquartered in New York City, with offices in São Paulo, Los Angeles, San Francisco, Atlanta, Paris and Munich, today announced that the GTIS Brazil Real Estate Fund (“GTIS Brazil Real Estate Fund I”) has been recognized as 2018’s most sustainable private equity real estate investment fund in South America by the Global Real Estate Sustainability Benchmark (GRESB). This is the fourth year running the fund has clinched the top ranking. GTIS Brazil Real Estate Funds II and III took second- and third-place honors, respectively, matching the funds’ 2017 survey rankings. “Our across-the-board top-place rankings are a testament to the day-in, day-out efforts of the entire GTIS Brazil team, who’ve incorporated environmental, social and governance principles into their investment and management practices,” said Josh Pristaw, Senior Managing Director, Head of Capital Markets and Co-head of Brazil at GTIS Partners. “What we’re most proud