HOUSTON, Jan. 4, 2017 /PRNewswire/ -- Rowan Companies plc
("Rowan" or the "Company") (NYSE: RDC) today announced final
results and expiration of the previously announced cash tender
offers (the "Tender Offers") to purchase the outstanding senior
notes of Rowan Companies, Inc., a Delaware corporation and indirect, wholly
owned subsidiary of the Company ("RCI"), listed in the table below
(collectively, the "Notes"), for a maximum aggregate purchase price
of up to $750 million, excluding
accrued and unpaid interest.
According to information received from Global Bondholder
Services Corporation ("GBSC"), the Tender and Information Agent for
the Tender Offers, as of 12:00 midnight (New York City time) on January 3, 2017, RCI had received valid tenders
from holders of the Notes as outlined in the table below.
Title of
Notes
|
CUSIP
Number
|
Aggregate
Principal Amount
Outstanding at Commencement (U.S. $)(1)
|
Total Principal
Amount
Tendered and Accepted (U.S. $)
|
Total Purchase
Price
(U.S. $)(2)
|
5.000% Senior Notes
due 2017
|
779382AN0
|
$357,730,000
|
$265,680,000
|
$272,450,790
|
7.875% Senior Notes
due 2019
|
779382AK6
|
$396,518,000
|
$187,591,000
|
$208,198,710
|
4.875% Senior Notes
due 2022
|
779382AP5
|
$700,000,000
|
$43,401,000
|
$41,013,945
|
4.750% Senior Notes
due 2024
|
779382AR1
|
$400,000,000
|
$1,883,000
|
$1,694,700
|
(1) Aggregate principal amount outstanding as of December 2, 2016, the date of commencement of the
Tender Offers.
(2) Excludes accrued and unpaid interest.
On the date hereof, RCI intends to accept and purchase all Notes
validly tendered and not validly withdrawn that have not already
been accepted and purchased. Payments for the Notes purchased
will include accrued and unpaid interest from and including the
last interest payment date applicable to the relevant series of
Notes up to, but not including, the date hereof.
Citigroup Global Markets Inc. ("Citigroup"), MUFG Securities
Americas Inc. ("MUFG"), BofA Merrill Lynch and Barclays Capital
Inc. ("Barclays") acted as the Dealer Managers in the Tender
Offers. GBSC served as the Tender and Information Agent for the
Tender Offers. Persons with questions regarding the Tender Offers
should contact Citigroup at (toll free) (800) 558-3745 or (collect)
(212) 723-6106, MUFG at (toll free) (877) 744-4532 or (collect)
(212) 405-7481, BofA Merrill Lynch at (toll free) (888) 292-0070 or
(collect) (980) 388-3646 or Barclays (toll free) (800) 438-3242 or
(collect) (212) 528-7581.
This news release shall not constitute an offer to sell, a
solicitation to buy or an offer to purchase or sell any securities.
The Tender Offers were made only pursuant to the Offer to Purchase,
dated December 5, 2016, as amended on
December 19, 2016, and only in such
jurisdictions as permitted under applicable law.
The Company is a global provider of contract drilling services
with a fleet of 29 mobile offshore drilling units, composed of 25
jack-up rigs and four ultra-deepwater drillships. The
Company's fleet operates worldwide, including the United States
Gulf of Mexico, the United Kingdom
and Norwegian sectors of the North Sea, the Middle East, and Trinidad. The Company's
Class A Ordinary Shares are traded on the New York Stock Exchange
under the symbol "RDC." For more information on the Company, please
visit www.rowan.com.
Statements herein that are not historical facts are forward
looking statements within the meaning of the Private Securities
Litigation Reform Act of 1995, including, without limitation,
statements as to the expectations, beliefs and future expected
business, financial and operating performance and prospects of the
Company. These forward-looking statements are based on our
current expectations and are subject to certain risks, assumptions,
trends and uncertainties that could cause actual results to differ
materially from those indicated by the forward-looking
statements. Among the factors that could cause actual results
to differ materially include oil and natural gas prices, the level
of offshore expenditures by energy companies, variations in energy
demand, changes in day rates, cancellation, early termination or
renegotiation by our customers of drilling contracts, risks
associated with fixed cost drilling operations, cost overruns or
delays in transportation of drilling units, cost overruns or delays
in maintenance and repairs, cost overruns or delays for conversion
or upgrade projects, operating hazards and equipment failure, risks
of collision and damage, casualty losses and limitations on
insurance coverage, customer credit and risk of customer
bankruptcy, conditions in the general economy and energy industry,
weather conditions and severe weather in the Company's operating
areas, increasing complexity and costs of compliance with
environmental and other laws and regulations, changes in tax laws
and interpretations by taxing authorities, civil unrest and
instability, terrorism, piracy and hostilities in our areas of
operations that may result in loss or seizure of assets,
impairments, the outcome of disputes, including tax disputes, and
legal proceedings, effects of the change in our corporate
structure, and other risks disclosed in the Company's filings with
the U.S. Securities and Exchange Commission. Each forward-looking
statement speaks only as of the date hereof, and the Company
expressly disclaims any obligation to update or revise any
forward-looking statements, except as required by law.
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visit:http://www.prnewswire.com/news-releases/rowan-announces-final-results-and-expiration-of-cash-tender-offers-300385391.html
SOURCE Rowan Companies plc