Shelf Drilling launches $1.21 billion any-and-all cash tender offer

By William Gullotti

Buffalo, N.Y., Sept. 26 – Shelf Drilling Holdings, Ltd. commenced an any-and-all tender offer to purchase for cash its outstanding $1.21 billion notes due 2024 and 2025, according to notices and a press release on Tuesday.

The issuer is offering to purchase, with pricing per $1,000 principal amount:

• $310 million outstanding 8 7/8% senior secured first-lien notes due Nov. 15, 2024 (Cusips: G23618AF1, 822538AG9) for a tender consideration of $1,000.65, including a $30 early tender premium; and

• $900 million outstanding 8¼% senior notes due Feb. 15, 2025 (Cusips: G23618AC8, 822538AE4) for a tender consideration of $1,021.23, including a $30 early tender premium.

Noteholders who validly tender their notes after the early expiration deadline will not receive the $30 early tender payment.

In addition, accrued and unpaid interest will also be paid up to, but excluding, the applicable settlement date.

The early tender deadline is 5 p.m. ET on Oct. 10, unless otherwise extended.

Early settlement is expected on Oct. 13.

The offers expire at 5 p.m. ET on Oct. 25, likewise unless otherwise extended, with final settlement expected on Oct. 26.

Following settlement, the company intends to call any remaining outstanding notes.

Shelf Drilling intends to fund the redemption with funds from its offering of $1.075 billion senior secured notes due 2029 and available cash.

The offer is subject to satisfaction or waiver of certain conditions, including the pricing of the new offering.

Goldman Sachs International (+44 20 7774 4836, 800 828-3182, liabilitymanagement.eu@gs.com, gs-lm-nyc@ny.email.gs.com) is the dealer manager.

Morrow Sodali Ltd. (+852 2319 4130, +44 20 4513 6933, 203 609-4910, shelfdrilling@investor.morrowsodali.com, projects.morrowsodali.com/shelfdrilling) is the tender and information agent for the offers.

Shelf Drilling is a shallow water offshore driller with operations in Southeast Asia, the Middle East, India, West Africa and the North African/Mediterranean markets.

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