Daily News: September 14, 2017

ING, Danske, Others Agree to Seadrill Restructuring Plan


Offshore oil rig driller Seadrill entered into a restructuring agreement with more than 97% of its secured bank lenders, approximately 40% of its bondholders and a consortium of investors led by its largest shareholder, Hemen Holding.

At the point of filing, Seadrill had more than $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.

According to a related 6K filing, ING, Nordea, Danske, DNB, ABN AMRO and Citibank Europe are members of the lender group.

The agreement delivers $1.06 billion of new capital comprised of $860 million of secured notes and $200 million of equity. The company’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 company’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, and holders of Seadrill common stock will receive approximately 2% of the post-restructured equity. The agreed plan addresses Seadrill’s liabilities, including funded debt and other obligations.

The agreed restructuring plan was developed over the course of more than a year of discussions, and the plan will ensure that Seadrill can continue to operate its 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 Seadrill with a five-year runway.

Seadrill 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. 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.

“The restructuring agreement we signed today is a comprehensive plan that raises over $1 billion of new capital, is underpinned by Hemen Holding, our largest shareholder, and is overwhelmingly supported by our banks and approximately 40% of our bondholders. This is a testament to our position in the sector, having a large, modern fleet, a top-quality customer base and a proven operating track record. With our improved capital structure, we will be in a strong position to capitalize when the market recovers,” said Anton Dibowitz, CEO and president of Seadrill Management.

The company has engaged Kirkland & Ellis as legal counsel, Houlihan Lokey 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 is serving as Norwegian counsel, and Conyers Dill & Pearman is serving as Bermuda counsel.