Each one in plain English, with the numbers worked through for a shareholder.
10 Jan 2018capital raising announcement● NeutralMajor
Ensco launched an underwritten offering of senior unsecured notes due 2026 (size not stated in the text) and, at the same time, cash tender offers to buy back up to $492.5 million of Pride's 8.50% 2019 notes, Pride's 6.875% 2020 notes and Ensco's 4.70% 2021 notes, with no more than $235 million spent on the 2020 and 2021 notes combined. Ensco says it intends to use the net proceeds of the new notes to fund the buyback, plus general corporate purposes. This is the follow-on to the exchange/tender offers for these same notes listed as pending in the history; the tender offers expire Feb 7, 2018, and there is no assurance they will be completed.
Ensco's Oct 19, 2017 fleet report is the first to include the 11 rigs gained in the Atwood acquisition (six floaters, five jackups), renamed into the Ensco fleet. It lists new work: DS-7 on a six-well Noble Energy contract in the Mediterranean from March 2018, DS-12 on a Kosmos Energy well, and extensions for jackups 109 (Chevron Angola to July 2019), 67 (Pertamina to December 2018), 101 and 72 (ENGIE) and 115 (Mubadala Thailand to August 2018). It also reports DS-10 delivered in September 2017 ahead of its Shell Nigeria contract from March 2018, and ENSCO 52 sold for scrap value.
6 Oct 2017asset acquisition disposition● NeutralMajor
Ensco completed the Atwood acquisition on October 6, 2017, resolving the pending merger: each Atwood share converted into 1.60 Ensco Class A shares, so Atwood is now a wholly owned subsidiary. Atwood's credit facility was repaid and terminated and $449 million of its senior notes redeemed at closing. Ensco also amended its revolving credit agreement (effective Oct 6): $2,002,500,000 of commitments to Sep 30, 2019 and $1,241,750,000 to Sep 30, 2022, with a covenant barring quarterly dividend increases above $0.01 per share, and added two former Atwood directors to the board, taking it from nine to eleven.
Ensco filed Amendment No. 3 to the Atwood merger registration statement on Aug 15, 2017, now filling in the dates: the Ensco shareholder meeting is set for October 5, 2017 in London, with a record date of August 23, 2017. Terms are unchanged (1.60 Ensco shares per Atwood share, about 69%/31% ownership); the Ensco vote on the share issuance is required for closing.
Ensco filed Amendment No. 2 to its Atwood merger registration statement (dated Aug 8, 2017). Terms are unchanged (1.60 Ensco shares per Atwood share, about 69%/31% ownership split), and the meeting and record dates are still blank; it has not been declared effective.
Ensco's 20 July 2017 fleet status report lists new work: DS-4 got a two-year Chevron contract offshore Nigeria from August 2017, DS-10 a one-year Shell contract offshore Nigeria from 1Q18, and DS-7 a one-well Total job offshore Ivory Coast from August 2017. Jackups 120 (three years, ConocoPhillips, North Sea), 110 (three years, North Oil Company, Qatar) and 102 (400 days, Arena, Gulf of Mexico from November 2017) also won work. Against that, a customer gave notice of early termination for ENSCO 71 (effective about late August 2017), ENSCO 86, 90 and 99 were sold, and ENSCO 52 is held for sale; the DS-10 delivery date was moved up to 3Q17 from the earlier 1Q19.
Ensco filed Amendment No. 1 to its Atwood merger registration statement on July 20, 2017. The visible text repeats the June filing's terms (1.60 Ensco shares per Atwood share, about 69%/31% ownership split, same shareholder proposals) with meeting dates still blank. The excerpt does not show what changed beyond a shifted risk-factor page reference, and the filing is still not declared effective.
