Item 1.01 Entry into a Material Definitive Agreement.
On
The Company has used the proceeds of this offering to repay all of its obligations under and to redeem all of its outstanding 9.250% senior secured first lien notes due 2023 and to pay fees and expenses related to the foregoing and to the offering of the notes. Any remaining portion of proceeds of the offering will be used for general corporate purposes.
The notes will mature on
The notes will be guaranteed on a joint and several basis by the Company's current and future direct and indirect subsidiaries, subject to certain exceptions, and will be secured by a first priority lien on substantially all of the assets of the Company and such subsidiaries, in each case subject to certain exceptions.
The notes are subject to redemption at the option of the Company, including upon
certain change of control events occurring on or after
The Indenture contains customary covenants that will limit the Company's and, in certain instances, the ability of the Company's subsidiaries, to borrow money, create liens on assets, make distributions and pay dividends on or redeem or repurchase stock, make certain types of investments, enter into agreements that restrict dividends or other payments from subsidiaries, enter into transactions with affiliates, issue guarantees of debt, and sell assets or merge with other companies. These limitations are subject to a number of important exceptions and qualifications set forth in the Indenture. A copy of the Indenture is filed herewith as Exhibit 4.1.
Events of default under the Indenture include, among others, the following with
respect to the notes: default for 30 days in the payment when due of interest on
the notes; default in payment when due of the principal of, or premium, if any,
on the notes; failure to comply with certain covenants in the Indenture for 30
days (or 60 days in respect of the reporting covenant contained therein) after
the receipt of notice from the trustee or holders of 25% in aggregate principal
amount of the notes; acceleration or payment default of debt of the Company or a
restricted subsidiary in excess of
The description set forth above is qualified in its entirety by the full text of the Indenture filed herewith as Exhibit 4.1. This Current Report on Form 8-K does not constitute an offer to sell or the solicitation of an offer to buy the notes.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information set forth in Item 1.01 with respect to the Indenture is incorporated by reference into this Item 2.03.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits. Exhibit Description of Exhibits Number 4.1 Indenture, dated as ofMarch 1, 2023 , amongVantage Drilling International , the guarantors party thereto, andU.S. Bank Trust Company, National Association , as trustee and first lien collateral agent
--------------------------------------------------------------------------------
© Edgar Online, source