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Seadrill Limited — Capital/Financing Update 2018
Oct 10, 2018
9186_rns_2018-10-10_a1d8fd5e-bc02-474f-8eb4-8b9c30f60f90.html
Capital/Financing Update
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SDRL - Makes mandatory offer to purchase up to US$56 million of its 12.0% Senior Secured Notes due 2025
SDRL - Makes mandatory offer to purchase up to US$56 million of its 12.0% Senior Secured Notes due 2025
Hamilton, Bermuda, October 10, 2018 - Seadrill Limited ("Seadrill" or the
"Company") announces that it has made a mandatory offer to purchase
approximately US$56 million of its 12.0% Senior Secured Notes due 2025 (the
"Notes").
Under the terms of the Indenture for the Notes issued on July 2, 2018 (the
"Issue Date"), the Company is required to make an offer to purchase the Notes,
using certain proceeds from a deferred consideration agreement relating to the
sale of its tender rig business to Sapura Energy in 2013. The deferred
consideration agreement with Sapura Energy was amended in August 2017 and
converted into a loan that matured in August 2018. The eligible amount of this
loan that forms part of the Notes security package is approximately US$56
million (the "Asset Sale Amount") and is required to be used to make an offer to
purchase the Notes (the "Asset Sale Offer") during the first half of October
2018. The purchase price of the Asset Sale Offer, per the terms of the
Indenture, is 103% of par value plus accrued and unpaid interest.
The Asset Sale Offer will expire at 5:00 p.m., New York City time, on November
9, 2018 (the "Expiration Time"). Holders of Notes that are tendered and
accepted, in accordance with the instructions described in the offer to
purchase, will receive total cash consideration of US$1,030 per US$1,000
principal amount of Notes, plus accrued and unpaid interest, from the Issue Date
to, but not including, the settlement date, which is expected to be November
14, 2018.
If the Notes tendered result in the total cash consideration exceeding the Asset
Sale Amount, the Company will purchase such amount, on a pro rata basis, that
would result in the total cash consideration equaling the Asset Sale Amount.
If the Notes tendered result in total cash consideration being less than the
Asset Sale Amount, the Company then has the option to redeem the Notes on a pro
rata basis at 106% of par value plus accrued and unpaid interest (the "Optional
Redemption") in an amount not to exceed the lesser of:
1. The remaining Asset Sale Amount after the Asset Sale Offer; and,
2. 50% of the initial Asset Sale Amount.
Any remaining Asset Sale Amount after the Asset Sale Offer and Optional
Redemption will continue to be part of the security package for the Notes and
can be used to pay PIK interest on the Notes in cash, make certain investments,
acquisitions or other payments according to the terms contained in the
Indenture. Approximately one year after the completion of the Asset Sale Offer,
any remaining Asset Sale Amount is then eligible to be used for broader working
capital purposes by the Company, subject satisfying certain other requirements.
The Company has retained D.F. King & Co., Inc. to act as tender and information
agent for the Asset Sale Offer. Requests for documents may be directed to D.F.
King & Co., Inc. at (866) 864-4940 (toll free) or (212) 269-5550 (for banks and
brokers only) or email [email protected].
The Asset Sale Offer is being made pursuant only to the terms and conditions
contained in the offer to purchase. This press release does not constitute an
offer to purchase, or a solicitation of an offer to sell, any security, nor
shall there be any sale of any security in any jurisdiction in which such an
offer, solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such jurisdiction.
FORWARD LOOKING STATEMENTS
This news release includes forward looking statements. Such statements are
generally not historical in nature, and specifically include statements about
the Company's plans, strategies, business prospects, changes and trends in its
business, the markets in which it operates and its restructuring efforts. These
statements are made based upon management's current plans, expectations,
assumptions and beliefs concerning future events impacting the Company and
therefore involve a number of risks, uncertainties and assumptions that could
cause actual results to differ materially from those expressed or implied in the
forward-looking statements, which speak only as of the date of this news
release. Consequently, no forward-looking statement can be guaranteed. When
considering these forward-looking statements, you should keep in mind the risks
described from time to time in the Company's filings with the Securities and
Exchange Commission, including its 2017 Annual Report on Form 20-F (File No.
001-34667) and its Registration Statement on Form F-1 (Registration No.
333-224459). The Company undertakes no obligation to update any forward looking
statements to reflect events or circumstances after the date on which such
statement is made or to reflect the occurrence of unanticipated events. New
factors emerge from time to time, and it is not possible for the Company to
predict all of these factors. Further, the Company cannot assess the impact of
each such factor on its business or the extent to which any factor, or
combination of factors, may cause actual results to be materially different from
those contained in any forward looking statement.
This information is subject of the disclosure requirements pursuant to section
5-12 of the Norwegian Securities Trading Act.