Valaris gains consents for secured first-lien notes due 2028

By Mary-Katherine Stinson

Lexington, Ky., Aug. 22 – Valaris Ltd. gained the consents needed to effect the proposed amendments to its outstanding $549,845,000 senior secured first-lien notes due 2028 (Cusips: G9460GAA9, 91889FAA9, G9460GAB7, 91889FAB7), according to a press release Monday.

The offer expired at 5 p.m. ET on Aug. 19.

As of that time, noteholders delivered consents for 95.25% of the total principal amount of the outstanding notes.

As previously reported, Valaris was seeking consent to amend the indenture governing the notes to implement a customary net income builder basket for restricted payments, increase the restricted payments general basket to $175 million from $100 million and make other incremental changes to the company’s restricted payments capacity and increase the general basket for investments to the greater of $175 million and 6.5% of total assets from the greater of $100 million and 4% of total assets.

The total consent fee is $2,749,225 to be shared by all consenting holders who validly delivered consents prior to the expiration date.

Specifically, the consent fee for each holder was calculated using an amount, per $1,000 principal amount of notes for which a holder validly delivers a consent prior to the expiration, equal to the product of $5 multiplied by a fraction, the numerator of which is the total principal amount outstanding as of the expiration date and the denominator of which is the total principal amount of notes for which the holders have validly delivered consents prior to the expiration date.

As a result, the consent fee will be approximately $5.25 per $1,000 principal amount per consenting noteholder.

The consent fee is expected to be paid on or about Aug. 22.

The proposed amendments will not become operational until the consent fee is paid.

Valaris stated the proposed amendments were intended to provide greater and more customary flexibility over time, while continuing to provide noteholders with ample collateral coverage.

The notes were originally issued as part of the company’s exit financing from a Chapter 11 bankruptcy.

Deutsche Bank Securities Inc. (855 287-1922, 212 250-7527).is the sole solicitation agent and Global Bondholder Services Corp. (212 430-3774, 855 654-2015, contact@gbsc-usa.com) is the information and tabulation agent in connection with the consent solicitation.

Valaris is a Bermuda-based offshore drilling company.

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