EnscoRowan gives early results of tender offers for seven notes

By Rebecca Melvin

New York, July 10 – Ensco Rowan plc (EnscoRowan) announced the early results of its cash tender offers for notes issued by EnscoRowan and its wholly owned subsidiaries Ensco International Inc. and Rowan Cos., Inc.

The company received valid tenders totaling $1,126,500,000 aggregate principal amount of notes, with the offering having been increased to a maximum purchase price of $724,130,180 from $600 million, exclusive of accrued interest.

The notes accepted on the early settlement date were for about $951.8 million principal amount and a purchase price of $724.1 million, for a weighted average discount of 24%. The annual cash interest payments for the notes accepted is about $52 million.

EnscoRowan said the aggregate purchase price up to the early tender date exceeds the new aggregate maximum purchase amount, so notes tendered with a priority level 7 acceptance will not be accepted and will be returned to the tendering holders.

EnscoRowan has accepted for purchase the following notes, listed in order of acceptance priority with the total consideration per $1,000 principal amount:

• $319,970,000 of $623,328,000 outstanding 4½% senior notes due 2024 issued by EnscoRowan at $750;

• $335,511,000 of $669,253,000 outstanding 5.2% senior notes due 2025 issued by EnscoRowan at $745;

• $37,878,000 of $150 million outstanding 7.2% senior notes due 2027 issued by Ensco International at $790;

• $79,546,000 of $398,117,000 outstanding 4¾% senior notes due 2024 issued by Rowan at $770;

• $139,187,000 of $500 million outstanding 7 3/8% senior notes due 2025 issued by Rowan at $785;

• $39,719,000 of $332,048,000 outstanding 8% senior notes due 2024 issued by EnscoRowan at $850; and

• None of the $174,688,000 tendered of $1 billion outstanding 7¾% senior notes due 2026 issued by EnscoRowan at $750.

In connection with the tender offers, EnscoRowan announced the results of its previously announced solicitation of consents from holders of the notes and will amend some provisions of the indentures governing the 4½% notes due 2024 and the 5¼% notes due 2025.

Each of the tender offers and the consent solicitations will expire at 11:59 p.m. ET on July 23.

Holders who tendered their notes by 5 p.m. ET on July 9 are eligible to receive the total consideration, which includes an early tender premium of $30 per $1,000 principal amount.

In addition, the company will pay accrued interest to but excluding the applicable settlement date.

Because the aggregate purchase price of notes validly tendered exceeds the new aggregate maximum purchase amount, no notes tendered after the early tender date will be accepted.

Citigroup (800 558 3745 or 212 723 6106), BofA Merrill Lynch (888 292 0070 or 980 388 3646), Deutsche Bank Securities and HSBC are acting as the dealer managers in the tender offers and solicitation agents in the consent solicitations, and DNB Markets, BNP Paribas Securities Corp., Barclays, Goldman Sachs & Co. LLC, Morgan Stanley and SEB are acting as co-dealer managers and co-solicitation agents.

Global Bondholder Services Corp. (for banks and brokers 212 430 3774 or for all others 866 794 2200, contact@gbsc-usa.com, www.gbsc-usa.com/EnscoRowan) is the depositary and information agent.

The company said it is pursuing the tender offers and consent solicitations as part of its ongoing process to proactively manage its capital structure in a way that most effectively carries out its strategic priorities and maximizes value for shareholders.

EnscoRowan is an offshore drilling contractor based in London.

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