SDRL - Seadrill launches up to US$600 million convertible bond
(Thomson Reuters ONE) - Seadrill Limited ("Seadrill" or the "Company") announces today thatit intends to issue up to US$600 million in principal amount ofconvertible bonds with a five-year tenor. This amount includes anincrease option (in respect of up to US$150 million in principalamount) that has been granted to the joint bookrunners of theoffering.The senior unsecured bonds are convertible into common shares of theCompany. The bonds are expected to have an annual coupon in the rangeof 4.25% - 4.875% payable semi-annually in arrear and a conversionpremium of 35% - 40% over the volume weighted average price of theCompany's shares on the Oslo Stock Exchange (converted into US$)between launch and pricing.The convertible bonds will be issued and redeemed at 100% of theirprincipal amount and will, unless previously redeemed, converted orpurchased and cancelled, mature in September 2014. Seadrill has theright to call the bonds after three years plus 21 days, if the valueof the Seadrill shares underlying one bond on the Oslo Stock Exchange(translated into US$) exceeds, for a specified period of time, 130%of the principal amount of the bond.The bonds are expected to be settled on or around September 29, 2009.Seadrill may decide to list the bonds on an exchange at a laterstage.The proceeds from the convertible bond offering will be used forgeneral corporate purposes.ABG Sundal Collier and BNP Paribas are acting as joint bookrunners,while Nordea Markets and HSBC are acting as co-managers.This announcement does not constitute or form part of an offer tosell or the solicitation of an offer to subscribe for any securitiesof Seadrill Limited.Seadrill expects to announce the final terms and conditions relatedto the convertible bond transaction on September 11, 2009.Important NoteThis press release is not being issued in or to the United States ofAmerica, Canada, Australia, Japan or in any other jurisdiction inwhich such distribution would be prohibited by applicable law. Thispress release does not constitute or form part of an offer orsolicitation of an offer to purchase or subscribe for securities inthe United States. The Bonds and the shares referred to herein willnot be registered under the United States Securities Act of 1933, asamended, and may not be offered or sold in the United States, exceptpursuant to an applicable exemption from registration. No offering ofsuch securities is being made in the United States.This press release is directed only at persons who (i) are outsidethe United Kingdom or (ii) have professional experience in mattersrelating to investments who fall within Article 19(5) ("investmentprofessionals") of The Financial Services and Markets Act 2000(Financial Promotion) Order 2005 (as amended) (the "Order") or (iii)are persons falling, within Article 49(2)(a) to (d) ("high net worthcompanies, unincorporated associations etc") of the Order (all suchpersons together being referred to as "relevant persons"). This pressrelease is directed only at relevant persons and must not be acted onor relied on by persons who are not relevant persons. Any investmentor investment activity to which this press release relates isavailable only to relevant persons and will be engaged in only withrelevant persons. In addition, if and to the extent that this pressrelease is communicated in, or the offered securities to which itrelates is made in, any EEA member state that has implementedDirective 2003/71/EC (together with any applicable implementingmeasures in any member state, the "Prospectus Directive"), this pressrelease and the offering described herein are only addressed to anddirected at persons in that member state who are "qualifiedinvestors" within the meaning of the Prospectus Directive (or who areother persons to whom the offer may lawfully be addressed) and mustnot be acted on or relied on by other persons in that member state.In connection with the issue of the Bonds, Stabilising Manager (orpersons acting on behalf of the Stabilising Manager) may over-allotBonds or effect transactions with a view to supporting the marketprice of the Bonds at a level higher than that which might otherwiseprevail. However, there is no assurance that the Stabilising Manager(or persons acting on behalf of the Stabilising Manager) willundertake stabilisation action. Any stabilisation action may begin onor after the date on which adequate public disclosure of the finalterms of the offer of the Bonds is made and, if begun, may be endedat any time, but it must end no later than the earlier of 30 daysafter the issue date of the Bonds and 60 days after the date of theallotment of the Bonds. Any stabilisation action or over-allotmentmust be conducted by the Stabilising Manager (or person(s) acting onbehalf of the Stabilising Manager) in accordance with all applicablelaws and rules.ABG Sundal Collier, BNP Paribas, HSBC and Nordea are acting for theIssuer and no one else in connection with the offer of the Bonds andwill not be responsible to any other person for providing theprotections afforded to their client, or for providing advice inrelation to the proposed offer of the Bonds.Analyst contactJim DaatlandVP Investor RelationsSeadrill Management AS+47 51 30 99 19Media contactTrond BrandsrudChief Financial OfficerSeadrill Management AS+47 51 30 99 19Seadrill LimitedHamilton, BermudaSeptember 11, 2009This announcement was originally distributed by Hugin. The issuer is solely responsible for the content of this announcement.
Datum: 11.09.2009 - 07:56 Uhr
Sprache: Deutsch
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