Skip to main content

AI assistant

Sign in to chat with this filing

The assistant answers questions, extracts KPIs, and summarises risk factors directly from the filing text.

Seadrill Limited Capital/Financing Update 2019

Mar 12, 2019

9186_rns_2019-03-12_80728fda-2107-4dc0-afeb-30fbbb63cfa2.html

Capital/Financing Update

Open in viewer

Opens in your device viewer

SDRL - Launches Tender Offer for 12.0% Senior Secured Notes due 2025

SDRL - Launches Tender Offer for 12.0% Senior Secured Notes due 2025

Hamilton, Bermuda, March 12, 2019 - Seadrill Limited (the "Company") has

commenced a cash tender offer for up to c.$311 million in aggregate principal

amount of its 12.0% Senior Secured Notes due 2025 (the "Notes") pursuant to an

offer to purchase, dated March 12, 2019.

The tender offer will expire at 11:59 p.m., New York City time, on April

8, 2019 (the "Expiration Time"). Tendered Notes may not be withdrawn after the

Expiration Time.  Holders who validly tender and do not validly withdraw their

Notes on or before the Expiration Time will be eligible to receive $1,070 per

$1,000 principal amount of Notes tendered plus accrued and unpaid interest up

to, but not including, the settlement date for tendered Notes. All holders who

participate in the tender offer will have their notes accepted on a pro rata

basis for purchase as set forth in the offer to purchase. As previously

announced, holders representing greater than 50% of the aggregate principal

amount outstanding of the Notes have agreed to tender their Notes, ensuring full

take up of the tender offer, should others not take up the offer to purchase.

Subject to applicable law and the terms and conditions of the offer to purchase,

the Company may terminate the tender offer, waive any or all of the conditions

of the tender offer prior to the Expiration Time, extend the Expiration Time or

amend the terms of the tender offer. Upon the successful completion of the

tender offer, the amendments to the indenture and escrow agreement related to

the Notes announced on March 11, 2019 will become effective if the tender offer

is completed by April 30, 2019.

The Company has retained Morgan Stanley & Co. LLC to act as the sole dealer

manager for the tender offer and D.F. King & Co., Inc. to act as information

agent and tender agent for the tender offer. Requests for documents may be

directed to D.F. King & Co., Inc. at (866) 796-7184 (toll free) or (212)

269-5550 (collect) or email [email protected]. Questions regarding the tender

offer may be directed to Morgan Stanley & Co. LLC, Liability Management Group,

at (800) 624-1808 (toll free) or (212) 761 -1057(collect).

This press release is for informational purposes only and does not constitute an

offer to sell, or a solicitation of an offer to buy, any security.  No offer,

solicitation, or sale will be made in any jurisdiction in which such an offer,

solicitation, or sale would be unlawful.  The tender offer is only being made

pursuant to the terms of the Offer to Purchase.  No recommendation is being made

as to whether holders of Notes should tender their Notes into the tender offer.

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 and the markets in which it operates. 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.