Pacific Drilling S.A. (NYSE: PACD) announced today that it and
certain of its domestic and international subsidiaries have filed
voluntary petitions for relief under Chapter 11 of the United
States Bankruptcy Code in the United States Bankruptcy Court for
the Southern District of Texas and have entered into a
restructuring support agreement with an ad hoc group of the largest
holders of its outstanding bond debt. This consensual financial
restructuring transaction will eliminate the Company’s
approximately $1.1 billion in principal amount of outstanding bond
debt through the cancellation and exchange of debt for new equity
in the reorganized Company.
The Company also announced today that it has repaid its $50
million first lien superpriority revolving credit agreement with
Angelo, Gordon Energy Servicer, LLC, as administrative agent and
the lenders party thereto.
With approximately $120 million of cash and cash equivalents as
of October 30, 2020, and seven of the most advanced
high-specification drillships in the world, Pacific Drilling
intends to continue its world-wide operations as usual, deliver
services for existing and prospective clients and, subject to court
approval, pay all obligations incurred during the Chapter 11 case
in full. The Company expects to emerge by year-end with access to
new capital in the form of an $80 million exit facility and with
approximately $100 million of cash and cash equivalents on the
balance sheet.
Since the beginning of 2020, the global health crisis caused by
COVID-19 and the resulting oil supply and demand imbalance have
caused significant disruption in world economies and markets,
including a substantial decline in the price of oil. The impact of
these market conditions on Pacific Drilling’s business has been
direct and significantly negative, rendering our current capital
structure unsustainable over the long-term.
Bernie Wolford, Chief Executive Officer, stated, “After spending
several months evaluating options for addressing our long-term
financial needs in light of challenging market and operational
conditions, we are pleased to reach agreement with an ad hoc group
of our noteholders that paves the way for an expeditious Chapter 11
restructuring process. This restructuring is intended to enhance
our financial flexibility by eliminating our entire prepetition
debt and cash interest burden. We expect to emerge from this
process in a stronger position to compete in today’s challenging,
lower-commodity-price environment. I appreciate the ongoing support
of our employees, clients and vendors as we complete this
accelerated restructuring process. We remain committed to
delivering the safest, most efficient and reliable deepwater
drilling services in the industry.”
Additional information regarding the restructuring and Chapter
11 proceedings can be found (i) on our website at
www.pacificdrilling.com/restructuring, (ii) on a website
administered by our claims agent, Prime Clerk, at
http://cases.primeclerk.com/PacificDrilling2020, or (iii) via our
dedicated restructuring information line at: +1 877-930-4314 (toll
free) or +1 347-897-4073 (international).
Advisors
Greenhill & Co. is acting as financial advisor, Latham &
Watkins LLP and Jones Walker LLP are serving as legal counsel, and
AlixPartners is acting as restructuring advisor to Pacific Drilling
in connection with the restructuring. Houlihan Lokey is acting as
financial advisor and Akin Gump Strauss Hauer & Feld LLP is
acting as legal advisor to the noteholders.
About Pacific Drilling
With our best-in-class drillships and highly experienced team,
Pacific Drilling is committed to exceeding our customers’
expectations by delivering the safest, most efficient and reliable
deepwater drilling services in the industry. Pacific Drilling’s
fleet of seven drillships represents one of the youngest and most
technologically advanced fleets in the world. For more information
about Pacific Drilling, including our current Fleet Status, please
visit our website at www.pacificdrilling.com.
Forward-Looking
Statements
Certain statements and information contained in this press
release constitute “forward-looking statements” within the meaning
of the safe harbor provisions of the Private Securities Litigation
Reform Act of 1995, and are generally identifiable by their use of
words such as “anticipate,” “believe,” “could,” “estimate,”
“expect,” “forecast,” “intend,” “our ability to,” “may,” “plan,”
“potential,” “predict,” “project,” “projected,” “should,” “will,”
“would”, or other similar words which are not generally historical
in nature. The forward-looking statements speak only as of the date
hereof, and we undertake no obligation to publicly update or revise
any forward-looking statements after the date they are made,
whether as a result of new information, future events or
otherwise.
Our forward-looking statements express our current expectations
or forecasts of possible future results or events, including the
potential outcome of the Chapter 11 proceedings; the future impact
of the COVID-19 pandemic on our business, future financial and
operational performance and cash balances; our future liquidity
position and future efforts to improve our liquidity position;
revenue efficiency levels; market outlook; forecasts of trends;
future client contract opportunities; future contract dayrates; our
business strategies and plans or objectives of management;
estimated duration of client contracts; backlog; expected capital
expenditures; projected costs and savings; expectations regarding
the outcome of the ongoing bankruptcy proceedings of our two
subsidiaries against whom the arbitration award related to the
drillship known as the Pacific Zonda in favor of Samsung Heavy
Industries Co. Ltd. (“SHI”) was rendered and the potential impact
of the arbitration tribunal’s decision on our future operations,
financial position, results of operations and liquidity.
Although we believe that the assumptions and expectations
reflected in our forward-looking statements are reasonable and made
in good faith, these statements are not guarantees, and actual
future results may differ materially due to a variety of factors.
These statements are subject to a number of risks and uncertainties
and are based on a number of judgments and assumptions as of the
date such statements are made about future events, many of which
are beyond our control. Actual events and results may differ
materially from those anticipated, estimated, projected or implied
by us in such statements due to a variety of factors, including if
one or more of these risks or uncertainties materialize, or if our
underlying assumptions prove incorrect.
Important factors that could cause actual results to differ
materially from our expectations include: the potential outcome of
our Chapter 11 proceedings; evolving risks from the COVID-19
outbreak and resulting significant disruption in international
economies, and international financial and oil markets, including a
substantial decline in the price of oil during 2020, which if
sustained would continue to have a material adverse effect on our
financial condition, results of operations and cash flow; changes
in actual and forecasted worldwide oil and gas supply and demand
and prices, and the related impact on demand for our services; the
offshore drilling market, including changes in capital expenditures
by our clients; rig availability and supply of, and demand for,
high-specification drillships and other drilling rigs competing
with our fleet; our ability to enter into and negotiate favorable
terms for new drilling contracts or extensions of existing drilling
contracts; our ability to successfully negotiate and consummate
definitive contracts and satisfy other customary conditions with
respect to letters of intent and letters of award that the Company
receives for our drillships; actual contract commencement dates;
possible cancellation, renegotiation, termination or suspension of
drilling contracts as a result of mechanical difficulties,
performance, market changes or other reasons; costs related to
stacking of rigs and costs to reactivate a stacked rig; downtime
and other risks associated with offshore rig operations, including
unscheduled repairs or maintenance, relocations, severe weather or
hurricanes or accidents; our small fleet and reliance on a limited
number of clients; the outcome of our subsidiaries’ bankruptcy
proceedings and any actions that SHI or others may take in the
bankruptcy or other proceedings against the Company and our
subsidiaries; our ability to continue as a going concern; our
ability to obtain Bankruptcy Court approval with respect to motions
or other requests made to the Bankruptcy Court in the Chapter 11
proceedings; our ability to confirm and consummate the prearranged
Plan of Reorganization; the effects of the Chapter 11 proceedings
on our operations and agreements, including our relationships with
employees, regulatory authorities, customers, suppliers, banks and
other financing sources, insurance companies and other third
parties; the length of time that the Company will operate under
Chapter 11 protection and the continued availability of operating
capital during the pendency of the Chapter 11 proceedings; risks
associated with third-party motions in the Chapter 11 proceedings,
which may interfere with our ability to confirm and consummate the
prearranged Plan of Reorganization; increased advisory costs to
execute the prearranged Plan of Reorganization; the potential
adverse effects of the Chapter 11 proceedings on our liquidity,
results of operations, or business prospects; increased
administrative and legal costs related to the Chapter 11
proceedings and other litigation and the inherent risks involved in
a bankruptcy process; the potential effects of the expected
delisting of our common shares from trading on the New York Stock
Exchange; and the other risk factors described in our 2019 Annual
Report on Form 10-K filed with the Securities and Exchange
Commission on March 12, 2020, as updated by our Quarterly Reports
on Form 10-Q as filed with the SEC on May 8, 2020 and August 7,
2020 and subsequent filings with the SEC. These documents are
available through our website at www.pacificdrilling.com or through
the SEC’s website at www.sec.gov.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20201030005739/en/
Investor Contact: James Harris Pacific Drilling S.A. +713 334
6662 Investor@pacificdrilling.com
Media Contact: Amy L. Roddy Pacific Drilling S.A. +713 334 6662
Media@pacificdrilling.com
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