Rowan extends consent bid for 5% notes, 7.875% notes until Thursday

By Susanna Moon

Chicago, April 16 - Rowan Cos. Inc. extended the consent solicitation for its $400 million of 5% senior notes due 2017 and $500 million of 7.875% senior notes due 2019 to 5 p.m. ET on April 19 from 5 p.m. ET on April 13.

The solicitation began on March 16.

As previously reported, the company is soliciting consents to amend the notes in connection with a merger and to allow greater flexibility in its operations. The proposed amendments will modify some reporting requirements, amend some event-of-default provisions and modify covenants regarding limitations on liens and sale and leaseback transactions.

Through a plan of merger and reorganization, Rowan ("Rowan Delaware") plans to become a subsidiary of Rowan Cos. Ltd. ("Rowan U.K."), a newly formed private limited company incorporated under English law. Once the merger is effective, Rowan U.K. will re-register as a public limited company named Rowan Cos. plc or something similar.

Consents are needed from the holders of a majority of each series of notes in order to make the amendments.

The company is not offering a cash consent fee. If the required consents are received, Rowan U.K. will provide a guarantee for the notes once the merger closes.

Separately from the consent solicitation and as a result of the merger, Rowan Delaware will deregister the notes under the Exchange Act and will no longer be required to file reports with the Securities and Exchange Commission. The company will also no longer be required to file reports with the trustee. The proposed amendments will require Rowan U.K., under some circumstances, to file certain SEC reports with the trustee.

Rowan stockholders were scheduled to vote on the merger at a meeting on April 16.

The information and tabulation agent for the consent solicitation is Bondholder Communications Group, LLC (212 809-2663, 888 385-2663 or rcarson@bondcom.com).

Rowan is a contract drilling services company based in Houston.

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