better formatted... Precision Drilling Corporation Announces Proposed Private Offering of US$400,000,000 of Senior Notes and Conditional Early Redemption of 7.75% Senior Notes Due 2023 and 5.25% Senior Notes Due 2024
CALGARY, Alberta, June 01, 2021 (GLOBE NEWSWIRE) -- Precision Drilling Corporation (“Precision” or the “Company”) announced today that it intends, subject to market and other conditions, to offer US$400,000,000 aggregate principal amount of senior notes due 2029 (the “Notes”) in a private offering that is exempt from the registration requirements of the U.S. Securities Act of 1933, as amended (the “Securities Act”). The Notes will be guaranteed on a senior unsecured basis by current and future U.S. and Canadian subsidiaries that also guarantee Precision’s revolving credit facility and certain other future indebtedness. Precision plans to use the net proceeds from the offering, together with unutilized capacity under its revolving credit facility, to: (i) redeem in full US$286 million aggregate principal amount of its 7.750% Senior Notes due 2023 (“2023 Notes”); and (ii) redeem in full US$263 million aggregate principal amount of its 5.250% Senior Notes due 2024 (“2024 Notes”). The redemption of the 2023 Notes and the 2024 Notes is conditional upon the completion of the Notes offering.
The redemptions will be completed under the optional redemption provisions of the indentures governing the 2023 Notes and 2024 Notes (together, “the Senior Notes”) at a redemption price equal to 101.938% of the principal amount of the 2023 Notes outstanding and 100.875% of the principal amount of the 2024 Notes outstanding, respectively, and will include accrued and unpaid interest on the Senior Notes up to, but excluding, the redemption date of June 16, 2021. Senior Notes redeemed by the Company will be cancelled and will not be reissued.
The Notes and the related guarantees will be offered only to persons reasonably believed to be qualified institutional buyers in reliance on the exemption from registration set forth in Rule 144A under the Securities Act, and outside the United States to non-U.S. persons in reliance on the exemption from registration set forth in Regulation S under the Securities Act. The Notes and the related guarantees have not been registered under the Securities Act, or the securities laws of any state or other jurisdiction, and may not be offered or sold in the United States without registration or an applicable exemption from the Securities Act and applicable state securities or blue sky laws and foreign securities laws.
This news release shall not constitute an offer to sell or the solicitation of an offer to buy, any securities, nor shall there be any sales of the Notes in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. This news release is neither an offer to purchase nor a solicitation of an offer to sell any of the 2023 Notes or the 2024 Notes and this news release shall not constitute a notice of redemption in respect thereof.