Ensco Announces Pricing of Upsized Private Placement of $750 Million of 3.00% Exchangeable Senior Notes Due 2024
December 06 2016 - 10:24PM
Business Wire
Ensco plc (NYSE:ESV) (“Ensco”) announced today the pricing of an
upsized private placement (the “Offering”) of $750 million
aggregate principal amount of 3.00% Exchangeable Senior Notes due
2024 to be issued by Ensco Jersey Finance Limited, a company
organized under the laws of Jersey (the “Issuer”) and wholly owned
subsidiary of Ensco. The initial purchasers have a 30-day option to
purchase up to an additional $112.5 million aggregate principal
amount of notes. The Offering is expected to close on December 12,
2016, subject to customary closing conditions.
Ensco expects to use the net proceeds from the Offering to fund
the cash portion of Ensco’s previously announced exchange offers
for outstanding 4.70% Senior Notes due 2021 issued by Ensco, 8.50%
Senior Notes due 2019 issued by Pride International, Inc., a wholly
owned subsidiary of Ensco (“Pride”) and 6.875% Senior Notes due
2020 issued by Pride. If the exchange offers, which are subject to
market conditions and other factors, are not consummated or the net
proceeds from the Offering exceed the total cash consideration
payable in the exchange offers, Ensco intends to use the remaining
net proceeds to repurchase or refinance other debt and for general
corporate purposes.
The notes will be senior unsecured obligations of the Issuer,
and will be fully and unconditionally guaranteed, on a senior
unsecured basis, by Ensco. The notes will bear interest at a rate
of 3.00% per annum, payable semi-annually on January 31 and July 31
of each year, beginning on July 31, 2017. The notes will be
exchangeable into cash, Ensco’s Class A ordinary shares or a
combination of cash and Class A ordinary shares, at Ensco’s
election. The notes will mature on January 31, 2024, unless earlier
exchanged, redeemed or repurchased in accordance with their terms
prior to such date. Prior to July 31, 2023, the notes will be
exchangeable only upon the occurrence of certain events and during
certain periods, and thereafter, at any time until the close of
business on the business day immediately preceding the maturity
date. The initial exchange rate will be 71.3343 Class A ordinary
shares per $1,000 principal amount of notes (equivalent to an
initial exchange price of approximately $14.02 per Class A ordinary
share). The exchange rate will be subject to adjustment in some
events but will not be adjusted for accrued and unpaid
interest.
The notes are being offered and sold to persons reasonably
believed to be qualified institutional buyers pursuant to Rule 144A
under the Securities Act of 1933, as amended (the “Securities
Act”). The offer and sale of the notes, the related guarantee and
the Class A ordinary shares issuable upon exchange of the notes
have not been, and will not be, registered under the Securities Act
or any state securities laws and may not be offered or sold in the
United States absent registration or an applicable exemption from,
or in a transaction not subject to, the registration requirements
of the Securities Act and applicable state laws.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy, nor shall there be any sale of, or
any solicitation of an offer to buy, these securities in any state
or jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of any such state or jurisdiction. The exchange
offers are being made pursuant to an offering memorandum issued in
connection with the exchange offers, and this press release is not
an offer to purchase any notes in the exchange offers or an offer
to sell, or a solicitation of an offer to buy, any of the notes
issued in connection with the exchange offers.
Ensco plc (NYSE: ESV) is a global provider of offshore drilling
services to the petroleum industry. Ensco plc is an English limited
company (England No. 7023598) with its registered office and
corporate headquarters located at 6 Chesterfield Gardens, 3rd
Floor, London, United Kingdom W1J 5BQ.
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version on businesswire.com: http://www.businesswire.com/news/home/20161206006550/en/
Ensco plcInvestor & Media Contacts:Sean O’Neill,
713-430-4607Vice President - Investor Relations and
CommunicationsorKevin D. Smith, 713-430-4490Director - Investor
Relations
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