OCEAN RIG UDW INC. ANNOUNCES CLOSING OF OFFERING OF $800 MILLION OF 6.50% SENIOR SECURED NOTES DUE 2017 BY ITS WHOLLY OWNED SUBSIDIARY
9/20/2012 4:06 PM EST
Nicosia, Cyprus - September 20, 2012 - Ocean Rig UDW
Inc. (NASDAQ: ORIG) (the "Company" or "Ocean Rig"), a
global provider of offshore deepwater drilling
services, announced today the closing of the offering
of $800.0 million in aggregate principal amount of
6.50% senior secured notes due 2017 (the "Notes") by
its wholly owned subsidiary, Drill Rigs Holdings Inc.
(the "Issuer"). The Notes, which were sold in a
private offering within the United States to qualified
institutional buyers pursuant to Rule 144A under the
Securities Act of 1933, as amended (the "Securities
Act"), and to certain other persons outside of the
United States in reliance on Regulation S under the
Securities Act, were issued at a price equal to
99.469% of their face value.
The Notes are guaranteed by Ocean Rig and certain of
the Issuer's existing and future subsidiaries and the
Notes and the related guarantees are secured by
certain assets of, and by a pledge of the stock of,
the Issuer and the subsidiary guarantors.
Ocean Rig will use the net proceeds of this offering
to fully repay all outstanding indebtedness under its
$1.04 billion senior secured credit facility,
amounting to approximately $487.5 million as of June
30, 2012, and for the purposes of financing offshore
drilling rigs, and to pay all fees and expenses
associated therewith.
This press release shall not constitute an offer to
sell or the solicitation of an offer to buy the Notes
and the related guarantees, nor shall there be any
sale of the Notes and the related guarantees in any
jurisdiction in which such offer, solicitation or sale
is unlawful. Any offer of the Notes and related
guarantees will be made only by means of a private
offering memorandum.
The Notes and the related guarantees have not been,
and will not be, registered under the Securities Act
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 requirements under the Securities Act.
Forward-Looking Statements
Matters discussed in this release may constitute
forward-looking statements. Forward-looking statements
relate to Ocean Rig's expectations, beliefs,
intentions or strategies regarding the future. These
statements may be identified by the use of words like
"anticipate," "believe," "estimate," "expect,"
"intend," "may," "plan," "project," "should," "seek,"
and similar expressions. Forward-looking statements
reflect Ocean Rig's current views and assumptions with
respect to future events and are subject to risks and
uncertainties.
The forward-looking statements in this release are
based upon various assumptions, may of which are
based, in turn, upon further assumptions, including
without limitation, management's examination of
historical operating trends, data contained in Ocean
Rig's records and other data available from third
parties. Although Ocean Rig believes that these
assumptions were reasonable when made, because these
assumptions are inherently subject to significant
uncertainties and contingencies which are difficult or
impossible to predict and are beyond Ocean Rig's
control, Ocean Rig cannot assure you that it will
achieve or accomplish these expectations, beliefs or
projections described in the forward-looking
statements contained herein. Actual and future results
and trends could differ materially from those set
forth in such statements.
Important factors that, in Ocean Rig's view, could
cause actual results to differ materially from those
discussed in the forward-looking statements include
(i) factors related to the offshore drilling market,
including supply and demand, utilization, day rates
and customer drilling programs; (ii);hazards inherent
in the drilling industry and marine operations causing
personal injury or loss of life, severe damage to or
destruction of property and equipment, pollution or
environmental damage, claims by third parties or
customers and suspension of operations; (iii) changes
in laws and governmental regulations, particularly
with respect to environmental matters; (iv) the
availability of competing offshore drilling vessels;
(v) political and other uncertainties, including risks
of terrorist acts, war and civil disturbances; piracy;
significant governmental influence over many aspects
of local economies, seizure; nationalization or
expropriation of property or equipment; repudiation,
nullification, modification or renegotiation of
contracts; limitations on insurance coverage, such as
war risk coverage, in certain areas; political unrest;
foreign and U.S. monetary policy and foreign currency
fluctuations and devaluations; the inability to
repatriate income or capital; complications associated
with repairing and replacing equipment in remote
locations; import-export quotas, wage and price
controls or any other imposition of trade barriers;
regulatory or financial requirements to comply with
foreign bureaucratic actions; changing taxation
policies; and other forms of government regulation and
economic conditions that are beyond our control; (vi)
the performance of our rigs; (vii) our ability to
procure or have access to financing and comply with
our loan covenants; (viii) our ability to successfully
employ our drilling units; (ix) our capital
expenditures, including the timing and cost of
completion of capital projects; and (x) our revenues
and expenses. Due to such uncertainties and risks,
investors are cautioned not to place undue reliance
upon such forward-looking statements.
Contact:
Investor Relations / Media:
Nicolas Bornozis
Capital Link, Inc. (New York)
Tel. 212-661-7566
E-mail: