Pacific Drilling S.A. – Plan Becomes Effective, Equitizes $1.85 billion in Debt, Leaves Old Equity Holders with 0.003% of New Equity

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November 19, 2018 – Following an Extraordinary General Meeting of shareholders held to approve several matters necessary to implement the Debtors’ Plan, including a reverse stock split, amendments to the Company’s Articles of Association, and the appointment of new directors to serve as the Company’s post-emergence Board of Directors, the debtors’ Modified Fourth Amended Joint Plan of Reorganization became effective [Docket No. 791] and the Company emerged from Chapter 11. The Plan was previously confirmed on November 2, 2018. 
In a press release announcing the emergence from Chapter 11, the Company noted that, “In connection with emergence from bankruptcy, the Company raised $1.5 billion in gross proceeds in new capital, consisting of $1.0 billion of new secured notes and $500 million of equity….Pursuant to the Plan, the Company equitized approximately $1.85 billion in pre-petition debt associated with the Company’s Term Loan B, 2017 Notes and 2020 Notes, and paid in full approximately $1.2 billion of debt related to its pre-petition senior secured credit facility, revolving credit facility and the post-petition debtor-in-possession financing.”

Following a reverse stock split and the issuances of common shares in connection with the Plan, the Company has approximately 75.0 million shares outstanding. The Company’s shares prior to the Company’s emergence from the Chapter 11 proceedings have been diluted such that they represent in the aggregate less than 0.003% of the Company’s outstanding shares. 

The Company also reported that a newly constituted Board of Directors had been appointed, consisting of W. Matt Ralls (Chairman), Bernie G. Wolford Jr. and David Weinstein as Class A Directors and Daniel Han, Donald Platner and Kiran Ramineni as Class B Directors. In addition, the Company announced today that Bernie G. Wolford Jr. has been appointed Chief Executive Officer of the Company, effective immediately. Mr. Wolford succeeds Paul T. Reese, who served as Chief Executive Officer of the Company since August 2017. 

As previously reported in respect of classes, claims, voting rights and expected recoveries: 

  • Classes 1A – 1E (“Secured Tax Claims”) are unimpaired, are deemed to accept and are not entitled to vote on the Plan. 
  • Classes 2A – 2E (“Other Secured Claims”) is unimpaired, deemed to accept and are not entitled to vote on the Plan.
  • Classes 3A – 3E (“Other Priority Claims”) are unimpaired, deemed to accept and are not entitled to vote on the Plan. Estimated allowed claims are $0.0 – $1.0 million and estimated recovery is 100%.
  • Class 4A (“RCF Claims”) is unimpaired, deemed to accept and is not entitled to vote on the Plan. Estimated allowed claims are $475.0 million (plus applicable interest, fees, and expenses) and estimated recovery is 100%.
  • Class 5B (“SSCF Claims”) is unimpaired, deemed to accept and is not entitled to vote on the Plan. Estimated allowed claims are $661.5 million (plus applicable interest, fees, and expenses) and estimated recovery is 100%.
  • Class 6A(i) (“Term Loan B Claims”) is impaired and is entitled to vote on the Plan. Estimated allowed claims are $724.9 million and estimated recovery is 42.9%.
  • Class 6A(ii) (“2020 Notes Claims”) is impaired and is entitled to vote on the Plan. Estimated allowed claims are $768.1 million and estimated recovery is 42.9%.
  • Class 6C (“2017 Notes Claims”) is impaired and is entitled to vote on the Plan. Estimated allowed claims are $453.6 million and estimated recovery is 54.2%.
  • Classes 7A – 7E (“General Unsecured Claims”) are unimpaired, deemed to accept and are not entitled to vote on the Plan. Estimated allowed claims are $1.0 – $2.0 million and estimated recovery is 100%.
  • Classes 8A – 8E (“Section 510(b) Claims”) are impaired, deemed to reject and are not entitled to vote on the Plan. Estimated recovery is 0.0%.
  • Classes 9A – 9E (“Intercompany Claims”) are unimpaired, deemed to accept and are not entitled to vote on the Plan. Estimated recovery is 100%.
  • Class 10D (“PDSA Interests”) is unimpaired, deemed to accept and is not entitled to vote on the Plan. Estimated recovery is 100% (subject to dilution).
  • Classes 11A, 11B, 11C, 11E (“Intercompany Interests”) are unimpaired, deemed to accept and are not entitled to vote on the Plan. Estimated recovery is 100%.

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