Ensco PLC’s $750 million aggregate private placement of exchangeable senior notes and concurrent exchange offers

Slaughter and May is advising Ensco on a private placement of $750 million aggregate principal amount of 3.00% exchangeable senior notes due 2024 to be issued by Ensco Jersey Finance Limited, a wholly owned subsidiary of Ensco (the “Offering”) and the concurrent private offers to exchange outstanding senior notes issued by Ensco and Pride International, Inc., another wholly owned subsidiary of Ensco (the “Exchange Offers”).

The Notes will be exchangeable into cash, Ensco’s class A ordinary shares or a combination of cash and class A ordinary shares, at Ensco’s election.

The initial purchasers of the Notes, Citigroup Global Markets Inc and HSBC Securities (USA) Inc have a 30-day option to purchase an additional $112.5 million aggregate principal amount of the Notes.

Ensco expects to use the net proceeds from the Offering to fund the cash portion of Ensco’s concurrent Exchange Offers for outstanding 4.70% senior notes due 2021 issued by Ensco, 8.50% senior notes due 2019 issued by Pride, and 6.875% senior notes due 2020 issued by Pride.

Ensco is a global provider of offshore drilling services to the petroleum industry. It is incorporated in the UK and listed on the New York Stock Exchange.

Slaughter and May and Baker Botts are assisting the Ensco legal team led by Michael McGuinty and Davor Vukadin. Davis Polk are advising the Initial Purchasers.

Slaughter and May is advising Ensco on the deal with a Corporate team led by Hywel Davies (partner, in picture) and Chris McGaffin (partner), assisted by Jonathan Murphy (associate) and Emma Langlands (associate); on Tax matters are acting William Watson (partner), Mike Lane (partner) and Charles Osborne (associate); and on Finance aspects are acting Oliver Storey (partner) and Maebh Doyle (associate).

Involved fees earner: Chris McGaffin – Slaughter and May; Hywel Davies – Slaughter and May; Jonathan Murphy – Slaughter and May; Emma Langlands – Slaughter and May; Mike Lane – Slaughter and May; William Watson – Slaughter and May; Charles Osborne – Slaughter and May; Oliver Storey – Slaughter and May; Maebh Doyle – Slaughter and May;

Law Firms: Slaughter and May;

Clients: Ensco PLC;

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