Noble tenders for $750 million of six note series until mid-February

By Susanna Moon

Chicago, Jan. 17 – Noble Corp. plc said indirect wholly owned subsidiary Noble Holding International Ltd. is tendering for up to $750 million principal amount of six series of notes.

The notes are listed in order of priority acceptance levels with the total purchase price for each $1,000 principal amount as follows:

• $250 million principal amount of outstanding 4% senior notes due 2018 – interest has increased to 5.75% under the note terms – with a total purchase price of $1,004.93;

• $201,695,000 principal amount of outstanding 7½% senior notes due 2019 with a total purchase price of $1,059.30;

• $167,766,000 principal amount of outstanding 4.9% senior notes due 2020 with a total purchase price of $1,022.50;

• $208,675,000 principal amount of outstanding 4.625% senior notes due 2021 with a total purchase price of $990;

• $125,661,000 principal amount of outstanding 3.95% senior notes due 2022 with a total purchase price of $920; and

• $1 billion principal amount of outstanding 7¾% senior notes due 2024 with a tender sub-cap of $250 million with a total purchase price of $960.

The total purchase price includes an early tender premium of $30.00 for each $1,000 principal amount of notes tendered by the early deadline of 5 p.m. ET on Jan. 30.

Holders also will receive accrued interest to but excluding the settlement date.

The company also is soliciting consents to amend some note provisions, according to an announcement.

If there is a consent solicitation for a series of notes, holders may not tender that series without delivering their consents or vice versa.

The tender offers and consent solicitations will expire at midnight ET on Feb. 14.

Tendered notes may be withdrawn before the early deadline.

Notes tendered before the early deadline will be given priority to those tendered afterward regardless of priority level, the company noted.

The tender offers are conditioned upon the company closing its concurrent offering of senior notes with proceeds of at least $500 million.

The offers do not require a minimum tender amount nor are they contingent on obtaining consents.

The issuer expects to use proceeds of the debt financing along with cash on hand to fund the notes purchase.

For the 2018 notes, the supplemental indenture will apply only to the 2018 notes; for the 2019 notes, the supplemental indenture will apply only to the 2019 notes; and for the 2020 notes, the 2021 notes and the 2022 notes, the supplemental indenture will apply only to each series for which the needed consents were received, according to the release.

Wells Fargo Securities, LLC (866 309-6316) and Citigroup Global Markets Inc. (800 558-3745) are the lead dealer managers. D.F. King & Co., Inc. (212 269-5550, 800 735-3591 or ne@dfking.com) is the tender agent and information agent.

Noble is a London-based offshore drilling contractor for the oil and gas industry.

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