Business Wire

Pacific Drilling Announces Offering of $700 Million Aggregate Principal Amount of Senior Secured Notes

Del

Pacific Drilling S.A. (OTC: PACDQ) (“Pacific Drilling” or the “Company”) today announced that a special purpose wholly owned subsidiary (the “Escrow Issuer”) of the Company intends to offer $700 million aggregate principal amount of senior secured first lien notes that mature five years following their issuance, subject to market conditions. The offering will be exempt from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”).

The notes are being offered 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 offering will be funded into an escrow account (the “Escrow Account”) established and maintained by the 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 Issuer 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 will be secured on a first-priority basis by substantially all of Pacific Drilling’s assets (subject to certain exceptions). Prior to the Escrow Release Date, the notes will be general obligations of the Escrow Issuer, secured only by a lien on the Escrow Account. On the Escrow Release Date, the net proceeds from the offering will be released from the Escrow Account 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.

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 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

ABS, Google Cloud and SoftServe Partner to Demonstrate Feasibility of AI-enabled Corrosion Detection24.4.2019 15:57:00 CESTPressemelding

ABS, Google Cloud and SoftServe completed a pilot project applying artificial intelligence (AI) models to detect levels of corrosion and coating breakdown on ships and offshore structures. This press release features multimedia. View the full release here: https://www.businesswire.com/news/home/20190424005822/en/ ABS, Google Cloud and SoftServe Partner to Demonstrate Feasibility of AI-enabled Corrosion Detection (Photo: Business Wire) The project successfully demonstrated the accuracy of AI in detecting and assessing structural anomalies commonly found during visual inspection. AI techniques could be further used to analyze images over time to understand corrosion and coating breakdown trends. “Digital innovation in AI will change how surveys and maintenance strategies are executed, driving more condition-based approaches to class and maintenance,” said ABS Chairman, President and CEO, Christopher J. Wiernicki. “We are building a future in which digital tools can remotely assess the co

The 2019 .eu Web Awards Launch Today24.4.2019 14:13:00 CESTPressemelding

The .eu Web Awards is an online competition designed to acknowledge the best websites using the .eu or .ею extensions in five diverse categories. Anyone who is eligible according to the .eu Web Awards rules can nominate their favourite .eu or .ею. website. This includes .eu and .ею domain name holders themselves, who can nominate their very own website for participation in the .eu Web Awards. “After the successful edition of 2018 with 130 nominations and nearly 10 000 votes for excellent sites, we look forward to awarding the best websites in the five categories”- Giovanni Seppia, EURid External Relations Manager. The 15 finalists will be invited to the .eu Web Awards gala in Brussels on 20 November 2019 where the five winners – one per category – will be announced. The winners will receive a prestigious award package, including a two-month billboard advertising campaign in Brussels Airport, a custom video produced by EURid for their promotional purposes, and a custom trophy and person

The Valence Group Advises INEOS on Its Sale of INEOS Melamines and Paraform to Prefere Resins Holding GmbH24.4.2019 13:54:00 CESTPressemelding

The Valence Group Advises INEOS Enterprises, a division of INEOS (“INEOS”), on its sale of INEOS Melamines and Paraform to Prefere Resins Holding GmbH. The Valence Group acted as financial advisor to INEOS Enterprises on its announced sale of INEOS Melamines & Paraform to Prefere Resins Holding GmbH. The agreement covers sites in USA, Germany and Indonesia. INEOS Paraform is Europe’s second largest producer of Paraformaldehyde. INEOS Melamines is a world leader in the supply of melamine resins into coatings, paper, textile, tyre, rubber, and decorative laminates industries. Financial terms of the transaction were not disclosed. About The Valence Group The Valence Group is a specialist investment bank offering M&A advisory services exclusively to companies and investors in the chemicals, materials and related sectors. The Valence Group team includes a unique combination of professionals with backgrounds in investment banking and strategy consulting within the chemicals and materials ind

Centreon EMS Removes IT Monitoring Blind Spots between Hybrid, Multi-Cloud and Physical Networks24.4.2019 13:19:00 CESTPressemelding

Centreon, a trusted provider of enterprise monitoring solutions for converging and hybrid IT infrastructures, today rolled out a new release of Centreon EMS, its flagship, end-to-end IT monitoring platform. The new release provides ITOps with holistic and contextual insights, through the integrations needed for today’s distributed, on-premise and multi-cloud - public, private and container - environments. This press release features multimedia. View the full release here: https://www.businesswire.com/news/home/20190424005610/en/ Credits: GIF file of Centreon GeoViews. Centreon’s EMS 19.04 release offers ITOps managing a host of legacy assets but now contending with increased cloud workloads and growing networks of connected objects, the integrated visibility needed to ensure end-to-end performance across diverse IT environments. This expanded functionality reduces costs and complexity, aggregating data from across the entire IT infrastructure into a single, holistic view of the various

Neustar Research Shows Large Attacks Growing as Multi-Vector Exploits Increasingly Become the Norm24.4.2019 13:00:00 CESTPressemelding

Neustar, Inc., a trusted, neutral provider of real-time information services, today released its Q1, 2019 Cyber Threats and Trends report which highlights new areas of growth in Distributed Denial of Service (DDoS) attacks over the past year. The report affirms that DDoS attacks continue to be an effective means to distract and confuse security teams while inflicting serious damage to brands. The report reveals that while volumetric attacks over 50Gbps remain a relatively small segment of the overall threat picture at only 12% of attacks, their frequency has grown enormously when compared to the same period in 2018. The latest attacks morph over the course of the attack using a variety of ports and protocols to locate and exploit vulnerabilities. In Q1, 2019, over 77% of attacks used two or more vectors. In particular, the trend of targeting subnets and classless inter-domain routing (CIDR) blocks to slow or stop network traffic across the internet is a disruptive DDoS threat, identifi

Seoul Semiconductor Continues Enforcement against Infringement of Its LED Driver Patents24.4.2019 13:00:00 CESTPressemelding

Seoul Semiconductor Co., Ltd. (KOSDAQ 046890) (“Seoul”), a leading global innovator of LED products and technology, announced that it has filed another patent infringement lawsuit for infringement of its LED driver patents, this time against SATCO Products, Inc. (“SATCO”). In its complaint, Seoul asserts that SATCO is selling various LED lighting products that infringe “eleven” (11) of Seoul’s patents covering LED driver technology, including U.S. Patent 7,081,722, U.S. Patent 9,807,828; U.S. Patent 8,513,899; and U.S. Patent 8,716,946. The asserted LED driver patents are widely used in replacement bulbs in the form of incandescent or fluorescent lamps, wall-mount lights, and ceiling lights. The patented technology covers products with a linear driver for directly operating LEDs under household voltage, a step operation driver for generating flicker-free lights, as well as a dimmable driver for realizing smart lighting. Seoul has successfully enforced its LED driver patents in several