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Pacific Drilling SA recently completed its restructuring 3/18/2019.
CEO resigned but staying onboard until his replacement is found.
Its share price dipped since 6-K and other docs out. Future price?
Pacific Drilling Announces Q4 and Full-Year 2018 Results
https://ih.advfn.com/stock-market/NYSE/pacific-drilling-s-a-PACD/stock-news/79445677/pacific-drilling-announces-fourth-quarter-and-full
One would think that would supported PACD’s pps.
PACD moved to the NYSE AMEX from the OTC:
http://otce.finra.org/DLDeletions
Yea I'm still surprised they survived at all I was out well prior to the date because the one plan etc said commons wouldn't survive at all..so I had got out at that point.
Imho
Yup, then it R/S 1 share for 10,000.
So, 15.11 a share is really .001511.
Ah, PACDD...fun with numbers. GL
Looks like commons survived... pacdd
PACDQ exits bankruptcy. Shares survive with a one for 10,000 reverse split:
http://otce.finra.org/DLSymbolNameChanges
yeah i thought maybe worth a stab once i saw the delays etc...but the original plan had said commons' wiped..but just wanted to make sure and have some more experienced eyes on it...I still don't understand how its not more like .03 at this point though like most BK Q's ...
imho
mj
PACDQ slapped down to .13, sad little stock. Maybe, as you said, Nov 5th did tell the tale? Not considering it further until more info out. Too many of these minefield stocks on OTC.
gotcha...had a nice 20k slap at .26 today...almost feels like more than a gambler..who knows..Nov 5th will likely tell the tale?
imho
mj
Heads up....who's buying out there? Nov 5th a significant date?
imho
mj
Lots of Qs are subject to flippers/traders plays. I have watched (and been in) Q plays before.
Sometimes the hint of news will drive it. A sustained move will happen if a POR is approved.
An interesting play to keep on watch. GLTY
Meaning only share holders prior to that date can attend?...
Or that only share holders prior to that date would benefit if there was any benefit to be seen?
something caused a spike end of Sept...don't see any message board pump going?
imho
mj
Only for SHs of record as of September-28,-2018
Per note: "The Notice is being distributed to the Company’s
common shareholders of record as of September 28, 2018"
Pacific Drilling SA meeting in Luxembourg on November-5-2018
https://www.businesswire.com/news/home/20181026005318/en/
ah gotcha..ok thx.
imho
mj
PACDQ required to do so by SEC rules & regs. In a BK, shareholders still need to be notified. Whether they get anything depends on POR.
Q's can move up and down on the slightest news. If the judge approves a POR, folks will know. All I can say is just put a watch on it. GLTY
PACDQ is in the throes of Chapter 11 BK. They're presently hammering things out.
$PACDQ Whats the scoop? Anyone still on this thing? Why send notices to share holders if they are going to be canceled?
filings keep hitting.
talk to me..
imho
mj
$PACDQ: NEWS.... Settlement
https://www.businesswire.com/news/home/20180820005354/en/Pacific-Drilling-Announces-Settlement-Mediation-Quantum-Pacific
Pacific Drilling Announces Settlement in Mediation Between Quantum Pacific and Ad Hoc Group of Creditors
August 20, 2018 10:02 AM Eastern Daylight Time
LUXEMBOURG--(BUSINESS WIRE)--Pacific Drilling S.A. (OTC:PACDQ) (“Pacific Drilling” or the “Company”) today announced that its plan of reorganization filed on July 31, 2018 (the “Plan”), based on a proposal presented to the Company’s Board of Directors by an ad hoc group of its secured creditors (collectively, the “Ad Hoc Group”), now has the full support of the Company’s majority shareholder, Quantum Pacific (Gibraltar) Limited (“QP”). The Plan was already supported by all of the Company’s major creditor interests. With QP’s participation, the Company expects a smooth plan confirmation process and a quick emergence from its Chapter 11 proceedings.
“The agreement reached by QP and the Ad Hoc Group delivers the final piece needed to make the Company’s Plan a consensual one that has the support of the Company’s major stakeholders. The agreement should allow the Plan to move forward efficiently and expeditiously through the implementation and confirmation process.”
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Pacific Drilling CEO Paul Reese commented, “The agreement reached by QP and the Ad Hoc Group delivers the final piece needed to make the Company’s Plan a consensual one that has the support of the Company’s major stakeholders. The agreement should allow the Plan to move forward efficiently and expeditiously through the implementation and confirmation process.”
Pursuant to the Plan, the Company expects to raise $1.5 billion of new capital comprised of $1.0 billion in a combination of first and second lien secured notes and $500 million of equity through a rights offering and a private placement. Under the Plan, existing holders of Pacific Drilling common shares would receive no recovery.
Under the agreement reached in successful mediation proceedings, QP and its investment partners will commit to purchase $100 million of the first lien secured notes and $100 million of the second lien secured notes to be issued pursuant to the third-party syndicated financing contemplated by the Plan and will commit to purchase $50 million of the new equity in the Company through a private placement.
Cyril Ducau, the Company’s Chairman of the Board, stated, “After over a year of negotiations, we are happy to see a breakthrough in the talks between the Quantum Pacific Group and the Ad Hoc Group. With significant new capital commitments from both groups and the support from all stakeholders, Pacific Drilling is now on track to exit Chapter 11 with one of the strongest balance sheets in the industry and ample liquidity to see it through the long-expected recovery of the offshore drilling industry.”
The Plan was developed over the course of comprehensive mediation discussions between the Company’s Board of Directors and its stakeholders. The Plan will strengthen the Company’s balance sheet by reducing its leverage and delivering a substantial amount of new capital. Upon consummation of the Plan, Pacific Drilling’s cash position will be significantly enhanced, and the Company will be in a much stronger financial position to take advantage of its dedicated, high-specification deepwater drillship fleet in anticipation of an improving market for offshore drilling services.
Additionally, upon consummation of the Plan, the Company expects to pay all unsecured trade claims in full. Consummation of the Plan is subject to execution and delivery of definitive agreements, Bankruptcy Court approval, completion of the anticipated financing transactions and other customary conditions. Given the consensus now achieved among all of the Company’s key stakeholders, it is expected that the remainder of the Chapter 11 proceedings can be concluded quickly.
N. Scott Fine, Vice Chairman of the Pacific Drilling Board of Directors, further commented, “We owe a debt of gratitude to all of our advisors and especially our mediator, Judge James Peck (ret), for their tireless work in helping us reach what the Company has strived for from the beginning of its Chapter 11 process, a consensual plan.”
The Company was advised through this process by AlixPartners LLP as Financial Advisor, Evercore as Investment Bankers and Togut, Segal & Segal LLP as bankruptcy counsel.
Additional information about our Chapter 11 proceedings can be found (i) in the Company’s Form 6-K filed along with this announcement, (ii) in the Company’s Form 20-F containing our annual report for the period ended December 31, 2017 as filed with the SEC, (iii) in the Company’s Forms 6-K filed subsequent to the Form 20-F, (iv) in other documents available on the Company’s website at www.pacificdrilling.com/investor-relations/sec-filings, and www.pacificdrilling.com/restructuring, and (v) via the Company’s restructuring information line at +1 866-396-3566 (Toll Free) or +1 646-795-6175 (International Number).
About Pacific Drilling
With its best-in-class drillships and highly experienced team, Pacific Drilling is committed to becoming the industry’s preferred high-specification, deepwater drilling contractor. Pacific Drilling’s fleet of seven drillships represents one of the youngest and most technologically advanced fleets in the world. Pacific Drilling has its principal offices in Luxembourg and Houston. For more information about Pacific Drilling, including our current Fleet Status, please visit our website at www.pacificdrilling.com.
Forward-Looking Statements
Certain statements and information contained in this news release constitute “forward-looking statements” within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, and are generally identifiable by the use of words such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “forecast,” “intend,” “our ability to,” “may,” “plan,” “predict,” “project,” “potential,” “projected,” “should,” “will,” “would,” or other similar words, which are generally not historical in nature. The forward-looking statements speak only as of the date hereof, and we undertake no obligation to publicly update or revise any forward-looking statements after the date they are made, whether as a result of new information, future events or otherwise.
Our forward-looking statements express our current expectations or forecasts of possible future results or events, including our future financial and operational performance and cash balances; revenue efficiency levels; market outlook; forecasts of trends; future client contract opportunities; contract dayrates; our business strategies and plans and objectives of management; estimated duration of client contracts; backlog; expected capital expenditures; projected costs and savings; the potential impact of our Chapter 11 proceedings on our future operations and ability to finance our business; our ability to complete the restructuring transactions contemplated by our plan of reorganization; projected costs and expenses in connection with our plan of reorganization; and our ability to emerge from our Chapter 11 proceedings and continue as a going concern.
Although we believe that the assumptions and expectations reflected in our forward-looking statements are reasonable and made in good faith, these statements are not guarantees, and actual future results may differ materially due to a variety of factors. These statements are subject to a number of risks and uncertainties and are based on a number of judgments and assumptions as of the date such statements are made about future events, many of which are beyond our control. Actual events and results may differ materially from those anticipated, estimated, projected or implied by us in such statements due to a variety of factors, including if one or more of these risks or uncertainties materialize, or if our underlying assumptions prove incorrect.
Important factors that could cause actual results to differ materially from our expectations include: the global oil and gas market and its impact on demand for our services; the offshore drilling market, including reduced capital expenditures by our clients; changes in worldwide oil and gas supply and demand; rig availability and supply and demand for high specification drillships and other drilling rigs competing with our fleet; costs related to stacking of rigs; our ability to enter into and negotiate favorable terms for new drilling contracts or extensions; our ability to successfully negotiate and consummate definitive contracts and satisfy other customary conditions with respect to letters of intent and letters of award that we receive for our drillships; our substantial level of indebtedness; possible cancellation, renegotiation, termination or suspension of drilling contracts as a result of mechanical difficulties, performance, market changes or other reasons; our ability to execute our business plan and continue as a going concern in the long term; our ability to obtain Bankruptcy Court approval with respect to motions or other requests made to the Bankruptcy Court in our Chapter 11 proceedings, including maintaining strategic control as debtor in-possession; our ability to confirm and consummate our plan of reorganization in accordance with the terms of the Plan and the settlement; risks attendant to the bankruptcy process including the effects of our Chapter 11 proceedings on our operations and agreements, including our relationships with employees, regulatory authorities, clients, suppliers, banks and other financing sources, insurance companies and other third parties; the effects of our Chapter 11 proceedings on our Company and on the interests of various constituents, including holders of our common shares and debt instruments; the potential adverse effects of our Chapter 11 proceedings on our liquidity, results of operations, or business prospects; the outcome of Bankruptcy Court rulings in our Chapter 11 proceedings as well as all other pending litigation and arbitration matters; the length of time that we will operate under Chapter 11 protection and the continued availability of operating capital during the pendency of the proceedings; our ability to access adequate debtor-in-possession financing or use cash collateral; risks associated with third-party motions in our Chapter 11 proceedings, which may interfere with our ability to timely confirm and consummate our plan of reorganization and restructuring generally; increased advisory costs including administrative and legal costs to complete our plan of reorganization and other litigation; the risk that our plan of reorganization may not be accepted or confirmed, in which case there can be no assurance that our Chapter 11 proceedings will continue rather than be converted to Chapter 7 liquidation cases or that any alternative plan of reorganization would be on terms as favorable to holders of claims and interests as the terms of our Plan; the cost, availability and access to capital and financial markets, including the ability to secure new financing after emerging from our Chapter 11 proceedings; and the other risk factors described in our 2017 Annual Report on Form 20-F and our Current Reports on Form 6-K. These documents are available through our website at www.pacificdrilling.com or through the SEC’s website at www.sec.gov.
Contacts
Pacific Drilling S.A.
Investor Contact:
Johannes (John) P. Boots, +713 334 6662
Investor@pacificdrilling.com
or
Media Contact:
Amy L. Roddy, +713 334 6662
Media@pacificdrilling.com
Sorry on this one. I have one in AROPQ
and...well.....piss. Has NO CHANCE.
Good luck
Briboy
PACDF changed to PACDQ, bankruptcy:
http://otce.finra.org/DLSymbolNameChanges
Report of Foreign Issuer (6-k)
Source: Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
Date of Report: October 16, 2017
Commission File Number 001-35345
PACIFIC DRILLING S.A.
8-10, Avenue de la Gare
L-1610 Luxembourg
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F ?
Form 40-F ?
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):
Yes ?
No ?
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):
Yes ?
No ?
Indicate by check mark whether the registrant by furnishing the information contained in this Form, is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes ?
No ?
If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):
INFORMATION CONTAINED IN THIS FORM 6-K REPORT
Background
In September 2017, Pacific Drilling S.A. (the “Company” and, together with its subsidiaries, the “Companies”, “we” or “our”) executed non-disclosure agreements (“NDAs”) with certain unaffiliated beneficial holders (collectively, the “Creditors”) of the 7.25% Senior Secured Notes due 2017 issued by Pacific Drilling V Ltd, an indirect, wholly-owned subsidiary of the Company (“2017 Notes”), the Term Loan B maturing 2018 borrowed by the Company (“2018 TLB”) and the 5.375% Senior Secured Notes due 2020 issued by the Company (“2020 Notes” and, together with the 2017 Notes and 2018 TLB, the “Indebtedness”) to facilitate discussions with the Creditors concerning the restructuring of the Companies’ capital structure (the “Restructuring”).
Pursuant to the NDAs, the Company agreed to disclose publicly after a specified period, if certain conditions were met, that the Company and the Creditors had engaged in discussions concerning the Companies’ capital structure and information regarding such discussions.
To facilitate ongoing discussions, the Creditors previously agreed to a one-week extension of their NDAs, but as of the date hereof, the extended discussion period has elapsed and the Creditors have not agreed to any further extensions. The information included in this Form 6-K is being furnished, in part, to satisfy the Company’s public disclosure obligations under the NDAs.
Filed as Exhibit 99.1 to this Form 6-K is a presentation (the “Company Presentation”) containing certain confidential information concerning the Companies that the Companies provided to the Creditors. Filed as Exhibit 99.2 to this Form 6-K is a summary chart of the proposals and counterproposals between the Company and the Creditors (the “Proposal Summary”).
As more fully described in the Company Presentation and the Proposal Summary, in connection with discussions regarding a potential Restructuring, on September 6, 2017, the Company proposed to (i) extend the maturity of (a) the Revolving Credit Facility borrowed by the Company (the “RCF”) from 2018 to 2023 and (b) the Senior Secured Credit Facility borrowed by Pacific Sharav S.à r.l. and Pacific Drilling VII Ltd., both indirect, wholly-owned subsidiaries of the Company (the “SSCF”), from 2019 to 2024 and (ii) equitize all of the Indebtedness and approximately 55% of the indebtedness owed under the SSCF. Under this proposal, the Company’s current common shareholders would retain approximately 17.5% of the post-reorganization equity of the Company and obtain warrants to purchase approximately an additional 10% of the equity of the Company.
In response to the Company’s proposal, the Creditors proposed that the Creditors receive approximately 97.25% of the post-reorganization equity of the Company, with the current equity-holders to retain approximately 2.75% of the post-reorganization equity and receive warrants to purchase approximately 10% of the equity of the Company. The Creditors’ counterproposal included an extension of the maturities of the RCF and the SSCF to 2023 and 2024, respectively, but did not include any equitization of the obligations under the SSCF.
In response to the Creditors’ proposal, the Company made a counterproposal to the Creditors in which the Company, among other things, agreed to forego equitization of the SSCF obligations on the condition that the Company raise $200 million in equity through two separate rights offerings for $100 million each. The first rights offering would be made to current equity-holders and fully backstopped by the Company’s controlling shareholder at an agreed fixed price, while the second rights offering would be made to equitizing creditors with the option to provide a backstop commitment at the same agreed fixed price. In the event equitizing creditors did not wish to backstop the rights offering to creditors, the Company would raise the $100 million in equity without a backstop at a market clearing price, with the rights offering price to existing equity-holders adjusted downward to match any lower subscription price achieved in the market. The Company’s counterproposal also provided that the Company’s current equity-holders would retain approximately 10% of the post-reorganization equity of the Company, which would include any potential structuring fees to the Company’s controlling shareholder and be subject to dilution. The counterproposal agreed with the Creditors’ proposal as to the amount and strike price of warrants to be given to the Company’s current equity-holders, but with a longer tenor and change of control protections.
The Company’s counterproposal was subject to board approval by the Company, as well as the approval of the Company’s controlling shareholder. Neither the counterproposal nor any other proposal discussed between the Company, the controlling shareholder and the Creditors is legally-binding or indicative of the terms of any Restructuring that may occur in the future.
There is no consensus currently between the Company, its controlling shareholder and the Creditors as to the terms of any Restructuring. The Company intends to make its management team and advisors available to continue discussions with the Creditors, other stakeholders and their respective representatives concerning a potential Restructuring, subject to satisfactory confidentiality assurances.
The information contained in this Form 6-K shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any of the Company’s filings under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, whether made before or after the date hereof and regardless of any general incorporation language in such filings, except to the extent expressly set forth by specific reference in such a filing. The filing of this Form 6-K shall not be deemed an admission as to the materiality of any information herein.
Disclosure Regarding Forward-Looking Statements
Certain statements and information contained herein constitute “forward-looking statements” within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, and are generally identifiable by the use of words such as “believe,” “estimate,” “expect,” “forecast,” “our ability to,” “plan,” “potential,” “projected,” “target,” “would,” or other similar words, which are generally not historical in nature. The forward-looking statements speak only as of the date hereof, and we undertake no obligation to publicly update or revise any forward-looking statements after the date they are made, whether as a result of new information, future events or otherwise.
Our forward-looking statements express our current expectations or forecasts of possible future results or events, including our future financial and operational performance; revenue efficiency levels; market outlook; forecasts of trends; future client contract opportunities; contract dayrates; our business strategies and plans and objectives of management; estimated duration of client contracts; backlog; our ability to repay our debt; expected capital expenditures and projected costs and savings.
Although we believe that the assumptions and expectations reflected in our forward-looking statements are reasonable and made in good faith, these statements are not guarantees and actual future results may differ materially due to a variety of factors. These statements are subject to a number of risks and uncertainties, many of which are beyond our control. Important factors that could cause actual results to differ materially from our expectations include: the global oil and gas market and its impact on demand for our services; the offshore drilling market, including reduced capital expenditures by our clients; changes in worldwide oil and gas supply and demand; rig availability and supply and demand for high-specification drillships and other drilling rigs competing with our fleet; costs related to the stacking of rigs; our ability to enter into and negotiate favorable terms for new drilling contracts or extensions; our substantial level of indebtedness; possible cancellation, renegotiation, termination or suspension of drilling contracts as a result of market changes or other reasons; our ability to obtain waivers of or amendments to our maximum leverage ratio covenant at the end of the third quarter of 2017 if necessary, or with respect to potential future debt covenant defaults; our ability to continue as a going concern and any potential bankruptcy proceeding; our ability to repay debt and the adequacy of and access to sources of liquidity; and the other risk factors described in the Company’s filings with the SEC, including the Company’s Annual Report on Form 20-F and Current Reports on Form 6-K.
These documents are available through the Company’s website at www.pacificdrilling.com or through the website of the U.S. Securities & Exchange Commission at www.sec.gov.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Pacific Drilling S.A.
(Registrant)
Dated: October 16, 2017
By:
/s/ Lisa Manget Buchanan
Lisa Manget Buchanan
SVP, General Counsel & Secretary
Index of Exhibits
Exhibit
Number
Description of Exhibit
Exhibit 99.1
Company Presentation provided to the Creditors
Exhibit 99.2
Proposal Summary chart
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