Shelf Drilling Announces Pricing of Secured Notes Offering

Shelf Drilling Holdings, Ltd., a wholly owned subsidiary of Shelf Drilling, Ltd. (“Shelf Drilling”), announced that it has priced $310 million aggregate principal amount of 8.875% senior secured first lien notes due 2024 (the “notes”) in a previously announced private offering. The Company intends to use the net proceeds from the notes offering to repay and terminate its revolver, cash collateralize bank guarantees issued under the revolver, redeem or repurchase all of the outstanding 8.75% Senior Secured Notes due 2024 and for general corporate purposes.

The notes will be issued at an issue price of 98.082% and will mature on November 15, 2024. The notes will be guaranteed by Shelf Drilling and certain of the Company’s subsidiaries that guarantee its existing indebtedness and will be secured by a first-priority lien on substantially all of the assets of the Company and the subsidiary guarantors.

The notes offering is expected to close on March 26, 2021, subject to customary closing conditions.

The notes have not been and will not be registered under the U.S. Securities Act of 1933 (the “Securities Act”), any state securities laws or the securities laws of any other jurisdiction, and may not be offered or sold in the United States absent registration or an applicable exemption from registration. Accordingly, the notes are being offered and sold only to persons reasonably believed to be qualified institutional buyers in accordance with Rule 144A under the Securities Act and outside the United States in reliance on Regulation S under the Securities Act.

This press release does not constitute an offer to sell, or the solicitation of an offer to buy, any security and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale would be unlawful. This press release shall not constitute an offer to purchase or a notice of redemption with respect to our Senior Secured Notes due 2024.