– Restructuring support agreement provides for elimination of all of the Company’s bond debt, which represents over $3.4 billion of debt
– Company expects to emerge with new $675 million secured revolving credit facility and $200 million of new investment from existing creditors
– Noble operations are continuing without interruption; no impact expected for customers, vendors, or employees
– Restructuring implemented through voluntary chapter 11 process
Noble Corporation plc (NYSE:NE) (“Noble” or “the Company”) today announced that it has entered into a restructuring support agreement (the “Agreement”) with two ad hoc groups of the largest holders of the Company’s outstanding bond debt regarding a consensual financial restructuring transaction that will significantly deleverage the Company’s balance sheet and position the Company for long term growth.
The Agreement outlines, among other things, a comprehensive plan for the elimination of all of the Company’s bond debt, which currently represents over $3.4 billion of debt, through the cancellation and exchange of debt for new equity in the reorganized company. As further support for the deleveraging transaction, the Company’s major bondholders have agreed to invest $200 million of new capital in the form of new second lien notes. In addition, the Company is expected to emerge with an enhanced liquidity position supported by a new $675 million secured revolving credit facility to be provided by its current syndicate of revolving credit facility lenders, with JPMorgan Chase Bank, N.A. as administrative agent. The significant reduction of debt and annual interest expense, combined with a strong liquidity position, will enable the Company to reorient itself toward future growth and value creation for all stakeholders.
In order to implement the restructuring transaction, the Company and selected subsidiaries have filed voluntary petitions for relief under chapter 11 of the United States Bankruptcy Code in the United States Bankruptcy Court for the Southern District of Texas (the “Chapter 11 Cases”). The restructuring will be implemented through a plan of reorganization that the Company expects to be confirmed by this fall, allowing the Company’s emergence from chapter 11 before year end.
The Company has sufficient capital to fund its worldwide operations and does not require additional post-petition financing at this time. Noble plans to continue to operate as normal and without interruption for the duration of the restructuring and will continue to pay employee wages and health and welfare benefits as well as vendors in the normal course.
Robert Eifler, President and Chief Executive Officer, stated “Along with many other businesses in our industry, Noble has been affected by the severe downturn in commodity prices which has been compounded by the Covid-19 pandemic. After many months exploring our strategic options, we concluded that a substantial deleveraging transaction implemented through a Chapter 11 filing, supported by our largest creditors, provides the best outcome for Noble and our stakeholders. Our improved balance sheet and liquidity position will enable us to further invest in our assets, customer relationships and our people. I would like to personally thank our employees for their continued dedication, as well as all of our customers and service providers for their support and partnership. We remain committed to the world class operational excellence, safety and environmental stewardship that defines Noble.”
Additional information regarding the Chapter 11 Cases will be available at www.noblecorp.com/restructuring. Court filings and other information related to the court-supervised proceedings are available at a website administered by the Company’s claims agent, EPIQ Restructuring Services, LLC, at https://dm.epiq11.com/noble. Questions should be directed to our dedicated restructuring hotline by phone at 855-917-3560 (toll free in the U.S.) or 503-597-7713 (for international callers), or by e-mail at [email protected].
Skadden, Arps, Slate, Meagher & Flom LLP is serving as legal counsel to Noble, Evercore is serving as the Company’s financial advisor, and AlixPartners LLP is serving as operational advisor. Porter Hedges LLP is serving as local legal counsel and EPIQ Restructuring Services LLC is serving as administrative agent.
Kramer Levin Naftalis & Frankel LLP and Akin Gump LLP are serving as co-legal counsel and Ducera Partners LLC is serving as financial advisor to an ad hoc group of the Company’s priority guaranteed noteholders.
Milbank LLP is serving as legal counsel and Houlihan Lokey Capital, Inc. is serving as financial advisor to an ad hoc group of the Company’s senior noteholders.
Simpson Thacher & Bartlett LLP is serving as legal counsel and PJT Partners is serving as financial advisor to JP Morgan.
About Noble Corporation plc
Noble is a leading offshore drilling contractor for the oil and gas industry. The Company owns and operates one of the most modern, versatile and technically advanced fleets in the offshore drilling industry. Noble performs, through its subsidiaries, contract drilling services with a fleet of 24 offshore drilling units, consisting of 12 drillships and semisubmersibles and 12 jackups, focused largely on ultra- deepwater and high-specification jackup drilling opportunities in both established and emerging regions worldwide. Noble is a public limited company registered in England and Wales with company number 08354954 and registered office at 10 Brook Street, London, W1S 1BG England. Additional information on Noble is available at www.noblecorp.com.