RDS Ultra-Deepwater receives consents needed to amend 11 7/8% notes

By Angela McDaniels

Tacoma, Wash., Sept. 16 - RDS Ultra-Deepwater, Ltd. said that holders had delivered tenders and consents for $269,369,000 principal amount, or 99.7%, of its $270 million 11 7/8% senior secured notes due 2017 as of 5 p.m. ET on Sept. 12, which was the consent deadline in its tender offer and consent solicitation.

As a result, the issuer has executed a supplemental indenture giving effect to the proposed amendments, including the security interest amendments, according to a company news release.

The proposed amendments eliminate substantially all of the restrictive covenants and some events of default in the note indenture and release the security interest that noteholders have in the note collateral.

The tender offer began Aug. 29 and will expire at 11:59 p.m. ET on Sept. 26.

The notes are guaranteed by parent company Rubicon Drilling Services-Aluguer de Equipamentos Tecnologicos, Unipessoal, Lda. (Zona Franca da Madeira).

The payment on offer is $1,113.95 per $1,000 principal amount of notes. This includes a consent payment of $30.00 for each note tendered by the consent deadline.

The offer is subject to a financing condition and the receipt of the consent of holders of at least a majority of the outstanding principal amount of the notes.

Holders who tender their notes must consent to the proposed amendments to the notes, and holders may not deliver consents without tendering the related notes.

The settlement date for notes tendered by the consent deadline is expected to be Sept. 20. The settlement date for notes tendered after the consent deadline but before the expiration time is expected to be Sept. 30.

The issuer intends to redeem any notes that remain outstanding following the early settlement date.

The dealer manager and solicitation agent is Credit Suisse Securities (USA) LLC (800 820-1653 or 212 538-2147). The information agents are D.F. King & Co., Inc. (banks and brokers call 212 269-5550, others call 800 697-6975) and D.F. King (Europe) Ltd. (+44 0 20 7920 9700).

The parent company owns an ultradeepwater semi-submersible drilling rig. The note issuer is a wholly owned special-purpose finance subsidiary. Both are part of Grupo R, a Mexico City-based group of companies servicing the energy and industrial sectors in Mexico.

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