20 Jan 2009substantial holder notice● Neutral
Brian Taylor, Pine River Capital Management L.P, Nisswa Acquisition Master Fund Ltd reported a Vantage Drilling CO shareholding of 637,711 shares (0.80% of votes) in a periodic institutional filing.
Announcements, explained
Each one in plain English, with the numbers worked through for a shareholder.
15 Jan 2009capital raising announcement● NeutralMajor
Vantage sold 5,517,241 new shares to F3 Capital (owned by director Hsin-Chi Su) for $8.0M, to fund its share of the collateral for a performance bond and for general corporate purposes. This adds to the share count, and it continues the pattern of F3 funding the company.
30 Dec 2008substantial holder notice● Neutral
Brian Taylor, Pine River Capital Management L.P, Nisswa Master Fund Ltd reported a Vantage Drilling CO shareholding of 637,711 shares (0.80% of votes) in a periodic institutional filing.
29 Dec 2008debt financing▼ BadMajor
Lenders under the June 2008 credit agreement consented to the Platinum Explorer restructuring, to up to $30M of loans from F3, and to deferred installment payments on the third and fourth jackups. In return, interest rates rose, commitment fees went from 75 to 150 basis points, and some lender commitments are now conditional on syndicating part of the facility, which the company believes will be arranged before June 30, 2009 (company's expectation).
24 Dec 2008debt financing● NeutralMajor
Vantage took a $10.0M unsecured loan from F3 Capital (7% interest, due February 16, 2009), which F3 can convert into shares subject to shareholder approval at the higher of $0.80 or the five-day average price. It also signed the Platinum Explorer management and construction-supervision agreements (fees of $1.5M for 2008, then $5.0M per drillship per year, and $15,000 per day plus 5% of free cash flow for operating the Platinum Explorer). Separately, it guaranteed OGIL's payments to the PPL shipyard for the Aquamarine Driller and Topaz Driller jackups, so Vantage is on the hook if OGIL defaults.
20 Nov 2008material agreement● NeutralMajor
Vantage agreed to restructure the Platinum Explorer drillship (the first drillship in its fleet plans) by putting it into Mandarin, a company owned 55% by F3/TMT (controlled by director Hsin-Chi Su) and 45% by Vantage. Vantage buys its 45% for $189.75M (of which $40.0M was already paid) plus warrants over 1.98M shares, and F3 agreed to exercise its 25.0M warrants by January 18, 2009, which would bring in new shares and cash. The press release says F3/TMT takes on the remaining shipyard obligations and costs are shared by ownership; Vantage also takes on management agreements for this and two other F3-owned drillships. Closing is subject to customary conditions.
29 Sept 2008securities registration● Neutral
Vantage Drilling CO amended a filing by which it registered a securities offering with the SEC using its shelf eligibility.
25 Aug 2008asset acquisition disposition● Neutral
This amended filing adds the financial statements of OGIL, the company acquired on June 12, 2008, to the report on that acquisition. They show OGIL at end-2007 as a development-stage company with $189.9M of construction in progress, a net loss of $10,433, and construction contracts for four jackups of $537.5M. The auditor's report notes the rigs' funding is being provided by F3 Capital, Bluesky Offshore Group Corp and Vantage. It is a paperwork update to the earlier acquisition report.
22 Aug 2008contract award▲ GoodMajor
Vantage announced a two-year contract for the Emerald Driller, one of its four jackups still under construction, to work in Southeast Asia starting around early February 2009 after construction and commissioning in Singapore. Estimated revenue over the initial term is about $128.3 million, excluding cost escalations and reimbursables; it is the first contract disclosed for the jackup fleet.
15 Aug 2008securities registration● Neutral
Vantage Drilling CO amended a filing by which it registered a securities offering with the SEC using its shelf eligibility.
10 July 2008substantial holder notice● Neutral
Brian Taylor, Pine River Capital Management L.P, Nisswa Acquisition Master Fund Ltd disclosed a new substantial Vantage Drilling CO shareholding (8.10% of votes).
9 July 2008securities registration● Neutral
Vantage Drilling CO registered a securities offering with the SEC using its shelf eligibility.
24 June 2008director interest notice● Neutral
Edward G Brantley became a Vantage Drilling CO Chief Accounting Officer and company insider (initial ownership filing).
24 June 2008director interest notice● Neutral
Vantage Drilling CO Chief Accounting Officer Edward G Brantley received 37,000 shares and a 32,500-share option grant as part of the equity award.
23 June 2008director interest notice● Neutral
Paul A Bragg became a Vantage Drilling CO Chairman & CEO and company insider (initial ownership filing).
23 June 2008director interest notice● Neutral
Vantage Drilling CO CFO Douglas G Smith received 133,200 shares and a 121,500-share option grant as part of the equity award.
23 June 2008director interest notice● Neutral
Vantage Drilling CO COO Douglas Halkett received a stock option grant for 202,500 shares.
23 June 2008director interest notice● Neutral
Jorge E Estrada became a Vantage Drilling CO director and company insider (initial ownership filing).
23 June 2008director interest notice● Neutral
Hsin-chi Su became a Vantage Drilling CO director and company insider (initial ownership filing).
23 June 2008substantial holder notice● Neutral
Brian Taylor, Pine River Capital Management L.P, Nisswa Master Fund Ltd disclosed a new substantial Vantage Drilling CO shareholding (8.79% of votes).
23 June 2008director interest notice● Neutral
Vantage Drilling CO VP & Secretary Christopher G Declaire received a stock option grant for 100,000 shares.
23 June 2008director interest notice● Neutral
John C G Oleary became a Vantage Drilling CO director and company insider (initial ownership filing).
23 June 2008director interest notice● Neutral
Vantage Drilling CO Chairman & CEO Paul A Bragg received a stock option grant for 340,250 shares.
23 June 2008director interest notice● Neutral
Marcelo D Guiscardo became a Vantage Drilling CO director and company insider (initial ownership filing).
23 June 2008director interest notice● Neutral
Douglas Halkett became a Vantage Drilling CO COO and company insider (initial ownership filing).
23 June 2008director interest notice● Neutral
Steinar Thomassen became a Vantage Drilling CO director and company insider (initial ownership filing).
23 June 2008director interest notice● Neutral
Christopher G Declaire became a Vantage Drilling CO VP & Secretary and company insider (initial ownership filing).
23 June 2008director interest notice● Neutral
Douglas G Smith became a Vantage Drilling CO CFO & Treasurer and company insider (initial ownership filing).
23 June 2008director interest notice● Neutral
John Robert Russell became a Vantage Drilling CO director and company insider (initial ownership filing).
18 June 2008business combination● NeutralMajor
On June 12, 2008 the acquisition closed: Vantage Energy Services became a wholly-owned subsidiary of Vantage Drilling, and Vantage Drilling bought OGIL for $331.0 million in shares, warrants and a $56.0 million note. This completes the deal described in the S-4 filings. Vantage Energy holders received Vantage Drilling units, shares and warrants one-for-one, except holders who elected cash. F3 Fund (owned by Hsin-Chi Su) received 33,333,333 shares and warrants over 25,000,000 shares at $6.00, leaving Su with about 44% of the shares. The same day the company signed a credit agreement with Natixis and others covering a $320 million term facility for the four jackup rigs, an $80 million top-up facility and a $40 million revolver. The securities trade on the American Stock Exchange.