UAE’s Millennium Offshore wraps tender offer for 9˝% notes due 2018

By Susanna Moon

Chicago, Nov. 17 – United Arab Emirates-based Millennium Offshore Services Superholdings, LLC holders tendered $220.6 million, or 98%, of its $225 million 9˝% senior secured notes due 2018.

The offer ended at 9 a.m. ET on Nov. 17, extended from 11:59 p.m. ET on Nov. 9 and, before that, from 11:59 p.m. ET on Oct. 26.

After settlement on Tuesday, there will be $4.4 million principal amount of the notes left outstanding, according to a company notice.

The final tally in the offer remains unchanged since the early deadline.

As previously announced, the response garnered by the early deadline reached the higher consent threshold for the offer and the company executed a supplemental indenture to the notes.

The company announced the offer on Sept. 28.

The total purchase price is $950 for each $1,000 principal amount of notes tendered by 5 p.m. ET on Oct. 9, the early tender and consent deadline.

The total amount includes a $30 early tender and consent payment per $1,000 principal amount.

Holders who tendered their notes after the early tender deadline would have received the total payment less the early premium, or $920 for each $1,000 of notes.

The company also will pay accrued interest.

The company previously said it would fund the offer with the proceeds of a new financing, which was a condition to the offer, but had lacked commitments for funding as of Nov. 10.

The offer also was conditioned on the company obtaining consents from holders representing at least a majority of the outstanding notes not owned by the company or any of its affiliates, which is needed to amend the notes.

The company wants to acquire any and all of the company’s outstanding notes and to obtain the needed majority consents and, if the company reaches the “higher consent threshold,” to authorize the super majority proposed amendments, the previous press release noted.

The proposed amendments consist of the majority proposed amendments and some additional proposed amendments that would result in the release of the guarantees and the collateral and the elimination of related covenants and provisions and entry into amendments to the security documents and intercreditor agreement, or the “super majority proposed amendments,” require the consents for at least 90% of the aggregate principal amount of the outstanding notes not owned by the company or any of its affiliates.

In the solicitation, the company sought consents to all of the proposed amendments to the notes indenture as a single proposal, the previous release said.

Goldman Sachs International (+44 207 774 9862, 800 828-3182, 212 902-6941 or liabilitymanagement.eu@gs.com) is the dealer manager and solicitation agent. Global Bondholder Services Corp. (212 430-3774, 866 470-3700) is the tender agent and information agent.

Millennium Offshore is a rig provider for the offshore oil and gas industry.

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