Seadrill Limited (“Seadrill” or the “Company”) announces that it has fabricated a binding action to acquirement about US$56 actor of its 12.0% Senior Secured Notes due 2025 (the “Notes”).
Under the acceding of the Indenture for the Notes issued on July 2, 2018 (the “Issue Date”), the Company is appropriate to accomplish an action to acquirement the Notes, application assertive gain from a deferred application acceding apropos to the auction of its breakable rig business to Sapura Energy in 2013. The deferred application acceding with Sapura Energy was adapted in August 2017 and adapted into a accommodation that accomplished in August 2018. The acceptable bulk of this accommodation that forms allotment of the Notes aegis amalgamation is about US$56 actor (the “Asset Auction Amount”) and is appropriate to be acclimated to accomplish an action to acquirement the Notes (the “Asset Auction Offer”) during the aboriginal bisected of October 2018. The acquirement bulk of the Asset Auction Offer, per the acceding of the Indenture, is 103% of par bulk additional accrued and contributed interest.
The Asset Auction Action 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 declared in the action to purchase, will accept absolute banknote application of US$1,030 per US$1,000 arch bulk of Notes, additional accrued and contributed interest, from the Issue Date to, but not including, the adjustment date, which is accepted to be November 14, 2018.
If the Notes tendered aftereffect in the absolute banknote application beyond the Asset Auction Amount, the Company will acquirement such amount, on a pro rata basis, that would aftereffect in the absolute banknote application equaling the Asset Auction Amount.
If the Notes tendered aftereffect in absolute banknote application actuality beneath than the Asset Auction Amount, the Company again has the advantage to redeem the Notes on a pro rata base at 106% of par bulk additional accrued and contributed absorption (the “Optional Redemption”) in an bulk not to beat the bottom of:
The actual Asset Auction Bulk afterwards the Asset Auction Offer; and,
2. 50% of the antecedent Asset Auction Amount.
Any actual Asset Auction Bulk afterwards the Asset Auction Action and Optional Redemption will abide to be allotment of the aegis amalgamation for the Notes and can be acclimated to pay PIK absorption on the Notes in cash, accomplish assertive investments, acquisitions or added payments according to the acceding independent in the Indenture. About one year afterwards the achievement of the Asset Auction Offer, any actual Asset Auction Bulk is again acceptable to be acclimated for broader alive basic purposes by the Company, accountable acceptable assertive added requirements.
The Company has retained D.F. King & Co., Inc. to act as breakable and advice abettor for the Asset Auction Offer. Requests for abstracts 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 Auction Action is actuality fabricated pursuant alone to the acceding and altitude independent in the action to purchase. This columnist absolution does not aggregate an action to purchase, or a address of an action to sell, any security, nor shall there be any auction of any aegis in any administration in which such an offer, address or auction would be actionable above-mentioned to allotment or accomplishment beneath the balance laws of any such jurisdiction.
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