Ensco solicits consents to amend Pride's notes, offers guarantee

By Angela McDaniels

Tacoma, Wash., May 6 - Ensco plc began a consent solicitation for Pride International, Inc.'s $500 million of 8½% senior notes due 2019, $900 million of 6 7/8% senior notes due 2020 and $300 million of 7 7/8% senior notes due 2040, according to a 424B5 filing with the Securities and Exchange Commission.

The amendments are being pursued in connection with Ensco's upcoming acquisition of Pride. The amendments would change the provisions in the note indenture relating to the consolidation or merger of Pride or the sale of all or substantially all of Pride's assets, the limitation on Pride's incurrence of liens, the limitation on sale and leaseback transactions by Pride and Pride's obligation under the indenture to file certain SEC reports with the trustee.

Ensco said the proposed amendments will allow it to integrate the companies' businesses through internal corporate restructurings "in a more effective manner than could be achieved if the amendments are not made."

Consents are needed from the holders of at least a majority of the notes in order for the amendments to be made.

Ensco is offering to guarantee the notes. It will only issue the guarantee if the needed consents are obtained.

Ensco is not offering a cash consent fee.

The consent solicitation will end at 5 p.m. ET on May 27, and the merger is expected to close May 31. The record date for the consent solicitation is May 6.

The information and tabulation agent is Bondholder Communications Group, LLC (contact Erin Ingersol at 212 809-2663, 888 385-2663 or eingersol@bondcom.com).

Pride International is an offshore drilling contractor based in Houston. Based in London, Ensco provides offshore drilling services to the petroleum industry.

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