SDLP – Amendment to Term Loan B Credit Agreement, Repayment of Bank Debt and Launch of Consent Solicitation
London, United Kingdom, July 20, 2020 – On July 1, 2020, Seadrill Partners LLC ("SDLP" or "the Company") announced that it had elected not to make an approximately $49 million interest payment due and payable on June 30, 2020 (the “Interest Payment”) under its Term Loan B (the “TLB”) and enter into a 30-day grace period expiring on July 30, 2020.
After concluding discussions with TLB lenders representing over 70% of TLB principal amounts outstanding (the “Ad Hoc Group”), an agreement has been reached that removes the potential for an event of default related to non-payment of interest at the end of the grace period and provides the Company with the flexibility to address its 2020 debt maturities by paying down c.$230 million in secured bank debt (the “Amendment”). The vessels securing the bank debt will become part of the collateral securing the TLB after closing the Amendment.
The Ad Hoc Group have agreed to support the transaction and to provide a super senior loan in lieu of receipt of cash interest with respect to the June 30 Interest Payment. The option to participate will be offered to all TLB lenders on a pro rata basis; however participation beyond the Ad Hoc Group is not required for closing. Assuming 100% participation of TLB lenders, a $69 million super senior loan maturing in February 2021 will be created carrying PIK interest of Libor+1000 bps and a 10% exit premium.
The consent solicitation period for non-Ad Hoc Group TLB lenders will expire at 5:00 p.m., New York City time on July 28, 2020.
FORWARD LOOKING STATEMENTS
This report 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 and the markets in which it operates. In particular, but without limitation, statements regarding an agreement with lenders under the Company’s Term Loan B that would address the payment of interest thereunder and potential events of default and other mattersare considered forward-looking statements. 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. Important factors that could cause actual results to differ materially from those in the forward-looking statements include, but are not limited to offshore drilling market conditions including supply and demand, dayrates, customer drilling programs and effects of new rigs on the market, contract awards and rig mobilizations, contract backlog, the performance of the drilling units in the Company’s fleet, delay in payment or disputes with customers, the outcome of any pending litigation, our ability to successfully employ our drilling units, procure or have access to financing, liquidity and adequacy of cash flow from operations, fluctuations in the international price of oil, changes in governmental regulations that affect the Company or the operations of the Company’s fleet, increased competition in the offshore drilling industry, and general economic, political and business conditions globally. Important additional factors include the Company’s operational dependency on Seadrill Limited for certain management and technical support services, the Company’s ability to continue to comply with loan covenants and the Company’s ability to negotiate the refinancing of its near term debt maturities with its lenders and whether the terms of any such refinancing would be as favorable as or any more favorable than the terms of the Company’s existing term loan facility. 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. 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 us 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.