Precision Drilling Trust Announces Comprehensive Financing Package to Strengthen Its Balance Sheet, Reduce Debt and
* Reuters is not responsible for the content in this press release.
CALGARY, ALBERTA, Apr 20 (MARKET WIRE) --
(Canadian dollars, except as noted)
This news release contains "forward-looking information and statements"
within the meaning of applicable securities laws. For a full disclosure
of the forward-looking information and statements and the risks to which
they are subject, see the "Cautionary Statement Regarding Forward-Looking
Information and Statements" later in this news release.
Precision Drilling Trust (the "Trust") and Precision Drilling Corporation
("Precision") announced today a series of financing transactions to raise
up to approximately $380 million which will be used to strengthen the
Trust's balance sheet by refinancing and restructuring the debt incurred
in the acquisition of Grey Wolf, Inc. that was completed in December of
2008. A summary of the financing transactions is set forth below:
- The Trust and Precision have entered into an agreement with Her Majesty
the Queen, in Right of the Province of Alberta (the "Investor"),
represented by Alberta Investment Management Corporation ("AIMCo"),
pursuant to which the Investor has agreed to purchase by way of private
placement:
-- $175.0 million aggregate principal amount of senior unsecured notes
("Notes") of Precision bearing interest at 10% per annum and having an
eight-year life;
-- 35,000,000 Trust units at a subscription price of $3.00 per Trust unit
for gross proceeds of $105.0 million; and
-- 15,000,000 purchase warrants of the Trust entitling the Investor to
acquire up to an additional 15,000,000 Trust units at a price of $3.22
per trust unit for a period of five years from the date of issue.
- The Trust also intends to initiate a Rights Offering for up to
approximately $103.0 million that will allow unitholders, including the
Investor, to purchase Trust units at a price of $3.00 per unit in their
proportionate ownership share on the same terms as the Investor.
The financing transactions will enable the repayment of Precision's
unsecured bridge facility loans of $296 million (US$235 million) which
bear interest at approximately 17% and allow Precision's secured
facilities to be fully syndicated and thereby provide certainty to the
cost of debt.
The financing transactions, coupled with the Trust's February 2009 unit
offering, are expected to reduce Precision's blended interest rate, based
upon current market rates, to approximately 8.4% from 10.8%, reduce
Precision's cash interest expense by approximately $70 million on an
annual basis, reduce the Trust's overall leverage and support the Trust's
objective of returning to an investment grade credit.
"We are extremely pleased with our new relationship with AIMCo and the
Alberta institutions which it represents", stated Kevin Neveu, President
and Chief Executive Officer of Precision Drilling Corporation. "We view
AIMCo as a long-term partner which, through its $280 million investment
in the Trust sees the value in Precision's strategy to provide high value
high performance drilling and well services globally. This integrated
financing plan provides us with a reasonable cost of capital and removes
many of the uncertainties associated with the Trust's existing credit
situation. These uncertainties included potential higher interest
carrying costs on the unsecured debt along with potentially higher
original issue discounts on the unsyndicated portions of the secured
facilities. This plan reinforces the Trust's liquidity, lowers debt
levels, significantly reduces interest costs, removes the need for
Precision to access high cost debt markets further and strengthens
Precision's capitalization. The measures provide additional financial
strength to comply with debt covenants and resources to fund operational
and investment initiatives through the current economic cycle and the
rebound that is anticipated to follow."
The unit subscription price to the Investor approximated market at the
time the proposal to invest in the Trust was made by AIMCo on March 17,
2009. The Notes will bear interest at 10% per annum, well below the 17%
currently being paid on the unsecured bridge facility, and will have an
eight year term with one-third of the original principal amount
outstanding payable on the sixth, seventh and eighth anniversaries of the
closing date of the Notes. Following the completion of due diligence, the
finalization of the terms of the transaction and the preparation of
definitive documentation, the private placement was approved by the board
of directors of AIMCo on April 17 and by the board of directors of
Precision and the board of trustees of the Trust on April 19, 2009.
Closing of the private placement and the Notes is expected to occur on or
about April 22, 2009.
Further details regarding the rights offering, including the record date
for participation in the rights offering by Trust unitholders, will be
made available prior to the end of April. Trust unitholders of record on
the record date, including the Investor, will be entitled to participate
in the rights offering. The rights offering is expected to be completed
prior to the end of May.
Upon completion of the transactions, the Trust expects to retain strong
liquidity through its working capital position, five-year secured term
loan amortization and an undrawn revolving credit facility with total
available capacity of up to US$260 million.
The expected outcome of these transactions is shown in the following
table of the Trust's debt position on a pro forma basis (in millions of
Canadian dollars, unaudited).
Pro Forma Interest
3/31/09 Adjustments Pro Forma Rate
------------------------------------------------
Revolving Credit $110.1 ($110.1) - LIBOR +4.0%
Facility (a)
Term Loan A 410.6 (28.8) 381.8 LIBOR +4.0%
Term Loan B-1(b) 454.8 - 454.8 LIBOR +6.0%
Term Loan B-2(b) 128.8 - 128.8 LIBOR +8.0%
---------------------------------------------------------------------------
Total Senior Secured Debt $1,104.3 ($138.9) $ 965.4
Bridge Notes Facility 296.2 (296.2) - 17%
Unsecured Senior Notes - 175.0 175.0 10%
---------------------------------------------------------------------------
Total Debt $1,400.5 ($260.1) $1,140.4
(a) Pro forma the transactions US$260 million available.
(b) Subject to a LIBOR floor of 3.25%.
Mr. Neveu concluded, "We expect the financing transactions to put the
Trust back on path to return to an investment grade credit over the next
few years, allow Precision to weather current market challenges and pave
the way for future opportunities."
The Investor will, upon completion of the private placement, hold
approximately 15% (approximately 19% on a fully diluted basis assuming
the exercise of all purchase warrants) of the issued and outstanding
Trust units. AIMCo, as investment manager, maintains investment control
or direction over the Trust units and the purchase warrants for the
benefit of the Investor. The Trust units and purchase warrants were
acquired in the ordinary course of business, for investment purposes only
and not for the purpose of exercising control or direction over the
Trust. The address of the Investor, through AIMCo, is Terrace Building,
9515 - 107 Street, Edmonton, Alberta T5K 2C3.
Precision has scheduled a conference call and webcast to discuss the
financing transactions that will begin promptly at 10:00 a.m. MT (noon
ET) on April 20, 2009.
The conference call dial in numbers are 1-866-223-7781 or 416-340-8018
A live webcast of the conference call will be accessible on Precision's
website at www.precisiondrilling.com by selecting "Investor Centre", then
"Webcasts".
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION AND STATEMENTS
Statements about the Trust's expectations and all other statements in
this news release, other than historical facts, are "forward-looking
information" within the meaning of applicable Canadian securities
legislation and "forward-looking statements" within the meaning of the
"safe harbor" provisions of the United States Private Securities
Litigation Reform Act of 1995 (collectively, "forward-looking information
and statements"). These forward-looking information and statements rely
on a number of assumptions concerning future events and are subject to a
number of uncertainties and factors, many of which are outside of the
Trust's control, which could cause actual results to differ materially
from such statements. Forward-looking information and statements in this
news release include, but are not limited to, statements about the
prospect for, and timing of the completion of, the proposed private
placement and rights offering, the use of the proceeds from proposed
private placement and rights offering, the ultimate outcome of the rights
offering, the anticipated repayment of Precision's unsecured bridge
facility and the syndication in full of Precision's existing senior
secured facilities, the anticipated reduction in interest expense and
interest rates, the availability of Precision's revolving credit facility
and the general effect of the private placement and rights offering on
the Trust and Precision. Among the factors that could cause results to
differ materially from those indicated by such forward-looking
information and statements are a failure to complete the proposed private
placement and rights offering, the possibility of a reduced take up under
the rights offering and any failure to obtain any required regulatory
approvals. No assurance can be given that any of the events anticipated
by the forward-looking information and statements will transpire or occur
or, if any of them do so, what benefits the Trust will derive from them.
ABOUT THE TRUST
The Trust is a leading provider of safe, high performance energy services
to the North American oil and gas industry. The Trust provides customers
with access to an extensive fleet of contract drilling rigs, service
rigs, camps, snubbing units, wastewater treatment units and rental
equipment backed by a comprehensive mix of technical support services and
skilled, experienced personnel.
The Trust is headquartered in Calgary, Alberta, Canada. The Trust is
listed on the Toronto Stock Exchange under the trading symbol "PD.UN" and
on the New York Stock Exchange under the trading symbol "PDS".
The
Toronto Stock Exchange has neither approved nor disapproved the
information contained herein.
Contacts:
David Wehlmann, Executive Vice President, Investor Relations
Precision Drilling Corporation,
Administrator of the Precision Drilling Trust
(403) 716-4575
(403) 716-4755 (FAX)
Precision Drilling Trust
4200, 150 - 6th Avenue S.W.
Calgary, Alberta T2P 3Y7
Website: www.precisiondrilling.com
Copyright 2009, Market Wire, All rights reserved.
-0-
Comments (0)
This discussion is now closed. We welcome comments on our articles for a limited period after their publication.



Follow Reuters