Hamilton,
Bermuda, September 12, 2017 - North Atlantic Drilling Ltd.
("NADL" or the "Company"), a majority owned subsidiary of Seadrill
Limited ("Seadrill" and, together with NADL and Seadrill's other
consolidated subsidiaries, the "Group"), announces today that it
has entered into a restructuring agreement with more than 97
percent of the Group's secured bank lenders, approximately 40
percent of the Group's bondholders and a consortium of investors,
led by Seadrill's largest shareholder, Hemen Holding Ltd.
The agreement delivers $1.06
billion of new capital in Seadrill comprised of $860 million of
secured notes and $200 million of equity. The Group's secured
lending banks have agreed to defer maturities of all secured credit
facilities, totaling $5.7 billion, by approximately five years with
no amortization payments until 2020 and significant covenant
relief. Additionally, assuming unsecured creditors support
the plan, the Group's $2.3 billion of unsecured bonds and other
unsecured claims will be converted into approximately 15% of the
post-restructured equity with participation rights in both the new
secured notes and equity. The agreed plan comprehensively
addresses the Group's liabilities, including funded debt and other
obligations. Holders of NADL common stock will receive no
recovery. For additional information, please refer to the
Company's Form 6K filed along with this announcement.
The agreed restructuring plan was
developed over the course of more than a year of detailed
discussions, and the plan will ensure that Seadrill can continue to
operate its large, modern fleet of drilling units. By
extending and re-profiling the secured bank debt, reducing leverage
and delivering a significant amount of new capital, this agreement
provides the Group with a five-year runway.
Post-restructuring, the Group will have a strong cash position and
good liquidity to take advantage when the market recovers.
To implement the restructuring
agreement, NADL and other companies in the Group have today filed
prearranged chapter 11 cases in the Southern District of Texas
together with the agreed restructuring plan. As part of the
chapter 11 cases, the Company filed "first day" motions that,
when granted, will enable day-to-day operations to continue as
usual. Specifically, the Company requested authority to pay
its key trade creditors and employee wages and benefits without
change or interruption. Additionally, the Company expects it
will pay all suppliers and vendors in full under normal terms for
goods and services provided during the chapter 11 cases. At
the point of filing, the Group has over $1 billion in cash and does
not require debtor-in-possession financing. The restructuring
agreement contemplates a balance sheet restructuring that is not
intended to affect the Company's operations.
The Company has engaged Kirkland
& Ellis LLP as legal counsel, Houlihan Lokey, Inc. as financial
advisor, and Alvarez & Marsal as restructuring advisor.
Slaughter and May has been engaged as corporate counsel, and Morgan
Stanley served as co-financial advisor during the negotiation of
the restructuring agreement. Advokatfirmaet Thommessen AS is
serving as Norwegian counsel. Conyers Dill & Pearman is
serving as Bermuda counsel.
Court filings and other
information related to the restructuring proceedings are available
at a website administered by the Company's claims agent, Prime
Clerk, at https://cases.primeclerk.com/seadrill or via
the information call center at 844-858-8891 (US toll
free) or the following international numbers:
Brazil Toll Free: 0-800-591-8054
Mexico Toll Free: 01-800-681-5354
Nigeria Toll Free: 070-80601847
Norway Toll Free: 800-25-030
Saudi Arabia Toll Free: 800-850-0029
Singapore Toll Free: 800-492-2272
Thailand Toll Free: 1-800-011-156
UAE Toll Free: 8000-3570-4559
UK Toll Free: 0-800-069-8580
Copies of the documents governing
the restructuring agreement are contained in a Report of Foreign
Issuer on Form 6-K to be filed with the Securities and
Exchange Commission on September 13, 2017.
This press release is not intended
to be, and should not in any way be construed as, a solicitation of
votes of bondholders or other investors regarding the chapter 11
plan.
CONTACT:
Prime Clerk
US Toll Free:
844-858-8891
Brazil Toll Free: 0-800-591-8054
Mexico Toll Free: 01-800-681-5354
Nigeria Toll Free: 070-80601847
Norway Toll Free: 800-25-030
Saudi Arabia Toll Free: 800-850-0029
Singapore Toll Free: 800-492-2272
Thailand Toll Free: 1-800-011-156
UAE Toll Free: 8000-3570-4559
UK Toll Free: 0-800-069-8580
Email: seadrillinfo@primeclerk.com
FORWARD LOOKING STATEMENTS
This news release includes forward
looking statements. Such statements are generally not historical in
nature, and specifically include statements about the Company's
plans, strategies, business prospects, changes and trends in its
business, the markets in which it operates and its restructuring
efforts. These statements are made based upon management's current
plans, expectations, assumptions and beliefs concerning future
events impacting the Company and therefore involve a number of
risks, uncertainties and assumptions that could cause actual
results to differ materially from those expressed or implied in the
forward-looking statements, which speak only as of the date of this
news release. Consequently, no forward-looking statement can be
guaranteed. When considering these forward-looking statements, you
should keep in mind the risks described from time to time in the
Company's filings with the Securities and Exchange Commission,
including its Annual Report on Form 20-F (File No. 001-36277). The
Company undertakes no obligation to update any forward looking
statements to reflect events or circumstances after the date on
which such statement is made or to reflect the occurrence of
unanticipated events. New factors emerge from time to time, and it
is not possible for the Company to predict all of these factors.
Further, the Company cannot assess the impact of each such factor
on its business or the extent to which any factor, or combination
of factors, may cause actual results to be materially different
from those contained in any forward looking statement.
This information is subject to the
disclosure requirements pursuant to section 5-12 of the Norwegian
Securities Trading Act.