Company Expected to Emerge with Robust Financial Foundation via Equitization of $7.0 Billion of Prepetition Debt, Which Represents 99% of Debt Outstanding, and a $520 Million Capital Injection
Agreement Reached with Credit Facility Bank Lenders and Unsecured Noteholders to Sign an
Amended Restructuring Support Agreement and Backstop Commitment Agreement
Noteholders Representing Over 72% of the Company’s Unsecured Notes and Bank Lenders
Representing Over 88% of the Company’s Credit Facility Claims Have Signed on to Support the
Restructuring
London, February 8, 2021 … Valaris plc (OTC: VALPQ) (“Valaris” or, together with certain of its
affiliates, the “Company”) today announced that, on February 5, 2021, the Company, certain holders
(“Noteholders”) of the Company’s outstanding unsecured notes (the “Senior Notes”) and certain bank
lenders (“Bank Lenders”) under the Company’s revolving credit facility (the “Credit Facility”) entered into
a second amendment to the Restructuring Support Agreement (the “RSA” and such amendment, the
“Second RSA Amendment”) and Backstop Commitment Agreement (“BCA”) to effectuate certain
modifications to include the Bank Lenders as parties to the RSA and BCA. The treatment for the
Company’s employees and holders of General Unsecured Claims remains unchanged.
“We are pleased to have reached these agreements with certain of our noteholders and lenders,
as it is an important step in the chapter 11 process. This agreement brings us a step closer to creating a
capital structure to endure the current market environment and enhance our position as business
conditions improve,” said Tom Burke, President and Chief Executive Officer of Valaris. “We remain
focused on emerging expeditiously, with a strengthened balance sheet to continue supporting our valued
customers, vendors, and outstanding team of employees.”
Under the terms of the Second RSA Amendment, among other things, the Bank Lenders will
receive their chapter 11 distributions in either i) a combination of cash, new ordinary shares (the “New
Equity”) of the new parent entity of the Company (“New Valaris”) and the right to participate in the rights
offering (the “Rights Offering”) contemplated by the RSA or, ii) entirely in cash and New Equity of the
New Valaris, at their election.
As part of the Rights Offering, 97.6% of the rights issued pursuant to the Rights Offering (the
“Subscription Rights”) will be offered to all record holders of any claim on account of the Senior Notes,
and 2.4% of the Subscription Rights will be offered to certain record holders of Credit Facility Claims (in
accordance with and as defined in the RSA). Additionally, under the Second RSA Amendment, each
holder that participates in the Rights Offering and Holdback (as defined in the RSA) will receive its prorata share of 30% of the New Equity. New Valaris will also issue 39% of the New Equity to holders of the
Senior Notes and 28.3% of the New Equity to holders of claims against Valaris with respect to the Credit
Facility Claims (as defined in the RSA). Finally, all letters of credit outstanding under the Fourth Amended
and Restated Credit Agreement, dated as of May 7, 2013, among Valaris and Pride International, Inc. as
borrowers, and the Bank Lenders party thereto, (the “Credit Facility”) will be replaced or collateralized
with cash.
In addition to supporting the Plan and Second Amended RSA, certain Bank Lenders also agreed
to backstop a portion of the Rights Offering. On February 5, 2021, the Company entered into an
amendment to the Backstop Commitment Agreement, dated August 18, 2020, which was previously
amended on September 10, 2020, and January 22, 2021 (as amended, the “Backstop Commitment
Agreement”) with certain of the Noteholders and Bank Lenders (such amendment, the “Backstop
Commitment Agreement Amendment”). The Backstop Commitment Agreement Amendment provides
that the participating Bank Lenders will receive, among other things, 2.4% of the Holdback Notes
(together with the corresponding Holdback Shares) and the New Secured Notes (together with the
corresponding Participation Equity) offered in the Rights Offering (in each case, as each such term is
defined in the Backstop Agreement).
Court filings and other information related to the Court-supervised proceedings are available at a
website administered by the Company’s claims agent, Stretto, http://cases.stretto.com/Valaris
Questions should be directed to our dedicated restructuring hotline 855-348-2032 (Toll-Free) or +1 949-
266-6309 (International).
About Valaris plc
Valaris plc (OTC: VALPQ) is the industry leader in offshore drilling services across all water depths and
geographies. Operating a high-quality rig fleet of ultra-deepwater drillships, versatile semisubmersibles
and modern shallow-water jackups, Valaris has experience operating in nearly every major offshore
basin. Valaris maintains an unwavering commitment to safety, operational excellence, and customer
satisfaction, with a focus on technology and innovation. Valaris plc is an English limited company
(England No. 7023598). To learn more, visit our website at www.valaris.com.
Media Contact
Dana Gorman / Sydney Isaacs
Abernathy MacGregor
+1 212-371-5999
Investor Contact
Darin Gibbins
Vice President – Investor Relations and Treasurer
+1 713-979-4623