Pacific Drilling Announces Settlement in Mediation Between Quantum Pacific and Ad Hoc Group of Creditors
Pacific Drilling S.A. (OTC:PACDQ) (“Pacific Drilling” or the “Company”)
today announced that its plan of reorganization filed on July 31, 2018
(the “Plan”), based on a proposal presented to the Company’s Board of
Directors by an ad hoc group of its secured creditors (collectively, the
“Ad Hoc Group”), now has the full support of the Company’s majority
shareholder, Quantum Pacific (Gibraltar) Limited (“QP”). The Plan was
already supported by all of the Company’s major creditor interests. With
QP’s participation, the Company expects a smooth plan confirmation
process and a quick emergence from its Chapter 11 proceedings.
Pacific Drilling CEO Paul Reese commented, “The agreement reached by QP
and the Ad Hoc Group delivers the final piece needed to make the
Company’s Plan a consensual one that has the support of the Company’s
major stakeholders. The agreement should allow the Plan to move forward
efficiently and expeditiously through the implementation and
confirmation process.”
Pursuant to the Plan, the Company expects to raise $1.5 billion of new
capital comprised of $1.0 billion in a combination of first and second
lien secured notes and $500 million of equity through a rights offering
and a private placement. Under the Plan, existing holders of Pacific
Drilling common shares would receive no recovery.
Under the agreement reached in successful mediation proceedings, QP and
its investment partners will commit to purchase $100 million of the
first lien secured notes and $100 million of the second lien secured
notes to be issued pursuant to the third-party syndicated financing
contemplated by the Plan and will commit to purchase $50 million of the
new equity in the Company through a private placement.
Cyril Ducau, the Company’s Chairman of the Board, stated, “After over a
year of negotiations, we are happy to see a breakthrough in the talks
between the Quantum Pacific Group and the Ad Hoc Group. With significant
new capital commitments from both groups and the support from all
stakeholders, Pacific Drilling is now on track to exit Chapter 11 with
one of the strongest balance sheets in the industry and ample liquidity
to see it through the long-expected recovery of the offshore drilling
industry.”
The Plan was developed over the course of comprehensive mediation
discussions between the Company’s Board of Directors and its
stakeholders. The Plan will strengthen the Company’s balance sheet by
reducing its leverage and delivering a substantial amount of new
capital. Upon consummation of the Plan, Pacific Drilling’s cash position
will be significantly enhanced, and the Company will be in a much
stronger financial position to take advantage of its dedicated,
high-specification deepwater drillship fleet in anticipation of an
improving market for offshore drilling services.
Additionally, upon consummation of the Plan, the Company expects to pay
all unsecured trade claims in full. Consummation of the Plan is subject
to execution and delivery of definitive agreements, Bankruptcy Court
approval, completion of the anticipated financing transactions and other
customary conditions. Given the consensus now achieved among all of the
Company’s key stakeholders, it is expected that the remainder of the
Chapter 11 proceedings can be concluded quickly.
N. Scott Fine, Vice Chairman of the Pacific Drilling Board of Directors,
further commented, “We owe a debt of gratitude to all of our advisors
and especially our mediator, Judge James Peck (ret), for their tireless
work in helping us reach what the Company has strived for from the
beginning of its Chapter 11 process, a consensual plan.”
The Company was advised through this process by AlixPartners LLP as
Financial Advisor, Evercore as Investment Bankers and Togut, Segal &
Segal LLP as bankruptcy counsel.
Additional information about our Chapter 11 proceedings can be found (i)
in the Company’s Form 6-K filed along with this announcement, (ii) in
the Company’s Form 20-F containing our annual report for the period
ended December 31, 2017 as filed with the SEC, (iii) in the Company’s
Forms 6-K filed subsequent to the Form 20-F, (iv) in other documents
available on the Company’s website at www.pacificdrilling.com/investor-relations/sec-filings,
and www.pacificdrilling.com/restructuring,
and (v) via the Company’s restructuring information line at +1
866-396-3566 (Toll Free) or +1 646-795-6175 (International Number).
About Pacific Drilling
With its best-in-class drillships and highly experienced team, Pacific
Drilling is committed to becoming the industry’s preferred
high-specification, deepwater drilling contractor. Pacific Drilling’s
fleet of seven drillships represents one of the youngest and most
technologically advanced fleets in the world. Pacific Drilling has its
principal offices in Luxembourg and Houston. 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 news 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 the use of words such as
“anticipate,” “believe,” “could,” “estimate,” “expect,” “forecast,”
“intend,” “our ability to,” “may,” “plan,” “predict,” “project,”
“potential,” “projected,” “should,” “will,” “would,” or other similar
words, which are generally not 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 our future
financial and operational performance and cash balances; revenue
efficiency levels; market outlook; forecasts of trends; future client
contract opportunities; contract dayrates; our business strategies and
plans and objectives of management; estimated duration of client
contracts; backlog; expected capital expenditures; projected costs and
savings; the potential impact of our Chapter 11 proceedings on our
future operations and ability to finance our business; our ability to
complete the restructuring transactions contemplated by our plan of
reorganization; projected costs and expenses in connection with our plan
of reorganization; and our ability to emerge from our Chapter 11
proceedings and continue as a going concern.
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 global oil and gas market and its
impact on demand for our services; the offshore drilling market,
including reduced capital expenditures by our clients; changes in
worldwide oil and gas supply and demand; rig availability and supply and
demand for high specification drillships and other drilling rigs
competing with our fleet; costs related to stacking of rigs; our ability
to enter into and negotiate favorable terms for new drilling contracts
or extensions; 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 we receive for our
drillships; our substantial level of indebtedness; possible
cancellation, renegotiation, termination or suspension of drilling
contracts as a result of mechanical difficulties, performance, market
changes or other reasons; our ability to execute our business plan and
continue as a going concern in the long term; our ability to obtain
Bankruptcy Court approval with respect to motions or other requests made
to the Bankruptcy Court in our Chapter 11 proceedings, including
maintaining strategic control as debtor in-possession; our ability to
confirm and consummate our plan of reorganization in accordance with the
terms of the Plan and the settlement; risks attendant to the bankruptcy
process including the effects of our Chapter 11 proceedings on our
operations and agreements, including our relationships with employees,
regulatory authorities, clients, suppliers, banks and other financing
sources, insurance companies and other third parties; the effects of our
Chapter 11 proceedings on our Company and on the interests of various
constituents, including holders of our common shares and debt
instruments; the potential adverse effects of our Chapter 11 proceedings
on our liquidity, results of operations, or business prospects; the
outcome of Bankruptcy Court rulings in our Chapter 11 proceedings as
well as all other pending litigation and arbitration matters; the length
of time that we will operate under Chapter 11 protection and the
continued availability of operating capital during the pendency of the
proceedings; our ability to access adequate debtor-in-possession
financing or use cash collateral; risks associated with third-party
motions in our Chapter 11 proceedings, which may interfere with our
ability to timely confirm and consummate our plan of reorganization and
restructuring generally; increased advisory costs including
administrative and legal costs to complete our plan of reorganization
and other litigation; the risk that our plan of reorganization may not
be accepted or confirmed, in which case there can be no assurance that
our Chapter 11 proceedings will continue rather than be converted to
Chapter 7 liquidation cases or that any alternative plan of
reorganization would be on terms as favorable to holders of claims and
interests as the terms of our Plan; the cost, availability and access to
capital and financial markets, including the ability to secure new
financing after emerging from our Chapter 11 proceedings; and the other
risk factors described in our 2017 Annual Report on Form 20-F and our
Current Reports on Form 6-K. These documents are available through our
website at www.pacificdrilling.com
or through the SEC’s website at www.sec.gov.
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