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PACIFIC DRILLING S.A.

US:PACDDUS:PACDFUS:PACDQUS:PACD
No current share price held for this company.

Past year: ▼ 91%(22.9c – 4.08 USD)

Market cap
—
Shares on issue
—
Story beats
14 since 2011
Last event
31 Dec 2020

History

Pacific Drilling listed in New York in 2011, then took on more debt and fell into Chapter 11 in 2020, wiping out existing shareholders.

2011-2017: Listing on the NYSE

The record opens in November 2011, when the New York Stock Exchange certified Pacific Drilling S.A.'s securities for listing, clearing them to begin trading. The share count at the end of 2011 was 216,900,000, and it stayed close to that level through 2014. The beats do not explain the jump from the 2010 figure, so it is not narrated here.

The record is then quiet for several years. In October 2017 the exchange filed to remove one class of the company's securities from listing. The beats give no further detail, and they do not explain the later changes in the share count, including the fall to about 21 million at the end of 2015.

2018-2019: Relisting and a quiet stretch

In December 2018 the exchange again certified the company's securities for listing, clearing them to begin trading. The share count at the end of 2018 was 75,031,380, and it was about the same a year later. The beats do not say what lay behind the rise. Nothing else of major note is recorded for 2019.

2020: More debt and a falling share price

On February 7, 2020 the company signed a $50 million revolving credit facility with Angelo, Gordon Energy Servicer, LLC as administrative agent, maturing April 1, 2023. It carried interest at the three-month LIBO rate (with a 1.5% floor) plus 7.5%. It ranked ahead of the existing First Lien Notes due 2023 and Second Lien PIK Notes due 2024 if lenders had to enforce their claims, so it put a new layer of debt in front of the old ones. The same filing said the company had applied to the High Court in London for leave to appeal an arbitration award over the construction contract for the Pacific Zonda.

In April the NYSE warned that the shares had averaged below the $1.00 minimum over 30 trading days. The company had until October 7, 2020 to regain compliance, or suspension and delisting would begin.

2020: Chapter 11 and the end for shareholders

The deadline never mattered. On October 30, 2020 the company signed a restructuring support agreement with some First Lien and Second Lien noteholders and began Chapter 11 bankruptcy cases in Houston, plus a parallel Cayman Islands proceeding for subsidiary Pacific Drilling Company Limited. First Lien holders were to receive 91.5% of the new equity. Second Lien holders were to receive 8.5% plus seven-year warrants for 15%, struck at a $750 million equity value. The $50 million Angelo Gordon revolver was repaid in full and terminated, and an exit loan of up to $80 million was lined up. Existing shareholders were to receive nothing.

The NYSE began delisting proceedings on November 2 and suspended trading. From November 3 the shares traded over the counter as PACDQ, and the exchange filed in November to remove the securities from listing. On December 21 the bankruptcy court confirmed the plan, finding the 75,203,391 existing shares to have no value. The old notes were to be cancelled. At year end the company suspended its duty to file periodic reports with the SEC.

As of December 28, 2020 the plan was confirmed but not yet effective, and the company targeted the end of the year without assurance. It had seven drillships, several of them stacked, meaning idled. Open matters included the Zonda arbitration award in favour of Samsung Heavy Industries, and two of the company's subsidiaries were in bankruptcy proceedings.

Written from the 14 story beats below (2011 to 31 Dec 2020), which come from the company's own announcements and filings.

Beat by beat

The events that changed the company's story, in plain English, each written against everything known about the company at the time. The dot shows whether it was good, bad or neutral for shareholders.

shares on issue market cap (log scale)

202075.2m shares

  1. 31 Dec

    PACIFIC DRILLING S.A. suspended its duty to file periodic reports with the SEC.

    listing compliance notice

    75.2m sh
  2. 31 Dec

    PACIFIC DRILLING S.A. suspended its duty to file periodic reports with the SEC.

    listing compliance notice

    75.2m sh
  3. 31 Dec

    PACIFIC DRILLING S.A. suspended its duty to file periodic reports with the SEC.

    listing compliance notice

    75.2m sh
  4. 31 Dec

    PACIFIC DRILLING S.A. suspended its duty to file periodic reports with the SEC.

    listing compliance notice

    75.2m sh
  5. 31 Dec

    PACIFIC DRILLING S.A. suspended its duty to file periodic reports with the SEC.

    listing compliance notice

    75.2m sh
  6. 28 Dec

    On December 21, 2020 the bankruptcy court confirmed the company's First Amended Joint Plan of Reorganization, which follows the October restructuring agreement. The parent will hand its subsidiary (Pacific Drilling Company LLC) to First and Second Lien noteholders (91.5% / 8.5% of new equity, plus warrants for second lien holders), the notes are cancelled, and the 75,203,391 existing common shares, found to have no value, get no recovery. The shares will either go to a non-debtor subsidiary of the reorganized company or to an estate representative with the parent then dissolved or liquidated. The plan is not yet effective; the company targets the end of 2020 but gives no assurance.

    material agreement

    75.2m sh
  7. 17 Nov

    PACIFIC DRILLING S.A.'s exchange filed to remove a class of its securities from listing.

    listing compliance notice

    75.2m shUS$17.2m
  8. 3 Nov

    On November 2, 2020 the NYSE began proceedings to delist the common shares because of the Chapter 11 filing and suspended trading indefinitely. The company does not plan to appeal, and the shares are to trade over-the-counter on the Pink Open Market from November 3 under the symbol PACDQ. This ends the NYSE price-deficiency cure issue (deadline Oct 7, 2020) as a practical matter. The company says shareholders receive no recovery under the plan and that the plan calls for suspending SEC reporting before or shortly after emergence.

    listing compliance notice

    75.2m shUS$17.2m
  9. 2 Nov

    On October 30, 2020 the company signed a restructuring support agreement with some First Lien and Second Lien noteholders and began Chapter 11 cases, plus a parallel Cayman Islands proceeding for subsidiary Pacific Drilling Company Limited. First lien holders would get 91.5% of the new equity and second lien holders 8.5% plus 7-year warrants for 15% (strike set at a $750 million equity value); existing shareholders get no recovery and their shares are to be cancelled. It also lines up an up-to-$80 million backstopped exit loan and repays in full the February 2020 $50M Angelo Gordon revolver, and sets a target of the plan taking effect within 61 days of filing. This is the outcome of the debt and liquidity pressures flagged in earlier risk factors.

    bankruptcy or receivership

    75.2m shUS$17.2m
  10. 10 Apr

    On April 7, 2020 the NYSE told the company its shares fell below the $1.00 minimum average price (30-trading-day average below $1.00 as of April 6). It has until October 7, 2020 to regain compliance or the NYSE will start suspension and delisting procedures. Shares keep trading as PACD with a '.BC' (below compliance) marker, and the company says its contractual and debt obligations are unaffected.

    listing compliance notice

    75.2m shUS$32.3m
  11. 11 Feb

    On February 7, 2020 the company signed a $50 million first lien superpriority revolving credit facility with Angelo, Gordon Energy Servicer, LLC as administrative agent, maturing April 1, 2023. It carries interest at the three-month LIBO rate (1.5% floor) plus 7.5% and ranks ahead of other first lien holders in an enforcement, so it adds a new layer of debt ahead of the existing First Lien Notes due 2023 and Second Lien PIK Notes due 2024. The same filing also says the company applied to the High Court in London for leave to appeal the arbitration award over the Pacific Zonda construction contract (the detail is in a press release not shown in full here).

    debt financing

    75.0m shUS$138m

201875.0m shares

  1. 17 Dec

    the exchange certified PACIFIC DRILLING S.A.'s securities for listing, clearing them to begin trading.

    listing compliance notice

    75.0m sh

201721.2m shares · US$8.0m market cap

  1. 18 Oct

    PACIFIC DRILLING S.A.'s exchange filed to remove a class of its securities from listing.

    listing compliance notice

    21.2m shUS$8.0m

20111.9m shares

  1. 9 Nov

    the New York Stock Exchange certified PACIFIC DRILLING S.A.'s securities for listing, clearing them to begin trading.

    listing compliance notice

    1.9m sh