Simpson Thacher represented the initial purchasers, led by joint global coordinators and joint physical bookrunners, Deutsche Bank Securities Inc. and J.P. Morgan Securities LLC, in the sale of an aggregate principal amount of $500 million 6.75% Senior Notes due 2022 and $580 million 7.25% Senior notes due 2024 by Paragon Offshore plc (“Paragon”), in connection with its separation from its parent, Noble Corporation plc (“Noble”). The Firm also represented J.P. Morgan Securities LLC, Deutsche Bank Securities Inc., other lead arrangers, J.P. Morgan Chase Bank, N.A., and other lenders in connection with a new $800 million senior secured revolving credit facility and a new $650 million senior secured term loan facility.
The notes and the two senior secured credit facilities will be guaranteed by, and in the case of the senior secured credit facilities secured by the assets of, Paragon’s existing and future wholly-owned restricted subsidiaries that hold an ownership interest in one or more mortgaged offshore drilling rigs or a direct equity interest in such subsidiaries or that guarantee certain indebtedness of Paragon’s subsidiary guarantors. Paragon used the proceeds from the offering and the senior secured credit facilities, in part, to repay the promissory notes it will issue to Noble as partial consideration for the separation.
Paragon Offshore plc is a pure-play global provider of standard specification offshore drilling rigs. Its drilling fleet consists solely of standard specification rigs and includes 34 jackups and eight floaters (five drillships and three semisubmersibles). Its primary business is to contract its rigs, related equipment and work crews to conduct oil and gas drilling and workover operations for its exploration and production customers on a dayrate basis around the world.
The Simpson Thacher team included Andy Keller, Art Robinson, David Azarkh and Katharine Thompson (Capital Markets); Robert Rabalais, Richard Sitton and Roald Nashi (Credit); Devin Heckman (Tax); David Rubinsky and Douglas Tang (Executive Compensation and Employee Benefits); Tim Mulvihill (Environmental); and Jennie Getsin (Blue Sky).