Vantage Drilling Announces Pricing of Offering of $775 Million of 7.125% Senior Secured First Lien Notes Due 2023 by Its Wholly-Owned Subsidiary Offshore Group Investment Limited

Thu Mar 21, 2013 2:44pm EDT

* Reuters is not responsible for the content in this press release.

  HOUSTON, TX, Mar 21 (Marketwire) -- 
Vantage Drilling Company ("Vantage") (NYSE MKT: VTG) announced today that
its wholly-owned subsidiary Offshore Group Investment Limited (the
"Issuer") has priced an offering (the "Offering") of $775 million
aggregate principal amount of 7.125% Senior Secured First Lien Notes due
2023 (the "Notes"). The Notes will be issued at a price equal to 100% of
their face value, plus accrued and unpaid interest from March 28, 2013.
The Notes will be guaranteed by Vantage and each of the Issuer's existing
and future subsidiaries and by certain of Vantage's other subsidiaries,
and will be senior secured obligations of the Issuer and the guarantors.

    The closing of the Offering is expected to occur on or about March 28,
2013, subject to customary closing conditions. The net proceeds from the
Offering, if completed, together with the proceeds from the Issuer's
proposed $350 million term loan facility (the "Term Loan"), are expected
to be used by the Issuer (i) to pay the total consideration and accrued
and unpaid interest on a previously announced tender offer of any and all
of the Issuer's existing 11 1/2% Senior Secured First Lien Notes due 2015
(the "Tender Offer"), (ii) for general corporate purposes, and (iii) to
pay fees and expenses related to the Offering, the Tender Offer, the Term
Loan and related transactions. To the extent any 2015 notes are not
tendered and purchased pursuant to the Tender Offer, the Issuer intends
to redeem any such notes with proceeds of this offering together with
proceeds from the Term Loan.

    The Notes have not been registered under the Securities Act of 1933, as
amended (the "Securities Act"), or applicable state securities laws, and
may not be offered or sold in the United States without registration or
an applicable exemption from the registration requirements of the
Securities Act. The Notes will be offered only to qualified institutional
buyers pursuant to Rule 144A under the Securities Act and to persons
outside the United States pursuant to Regulation S of the Securities Act.
Unless so registered, the Notes may not be offered or sold in the United
States except pursuant to an exemption under the Securities Act and
applicable state securities laws. 

    This press release does not constitute an offer to sell or solicitation
of an offer to buy any security, nor will there be any sale of such
security in any jurisdiction in which such offer, sale or solicitation
would be unlawful prior to registration or qualification under the
securities laws of any such jurisdiction. 

    About Vantage

    Vantage, a Cayman Islands exempted company, is an offshore drilling
contractor, with an owned fleet of two ultra-deepwater drillships, the
Platinum Explorer and the Titanium Explorer, as well as an additional
ultra-deepwater drillship, the Tungsten Explorer, now under construction,
and four Baker Marine Pacific Class 375 ultra-premium jackup drilling
rigs. Vantage's primary business is to contract drilling units, related
equipment and work crews primarily on a dayrate basis to drill oil and
natural gas wells. Vantage also provides construction supervision
services for, and will operate and manage, drilling units owned by
others. Through its fleet of seven owned and managed drilling units,
Vantage is a provider of offshore contract drilling services globally to
major, national and large independent oil and natural gas companies.

    Forward-Looking Statements

    Certain statements contained in this news release constitute
"forward-looking statements" within the meaning of the Private Securities
Litigation Reform Act of 1995. These forward-looking statements represent
Vantage's expectations or beliefs concerning future events, and it is
possible that the results described in this press release will not be
achieved. These forward-looking statements are subject to risks,
uncertainties and other factors, many of which are outside of Vantage's
control, that could cause actual results to differ materially from the
results discussed in the forward-looking statements.

    Any forward-looking statement speaks only as of the date on which such
statement is made, and, except as required by law, Vantage does not
undertake any obligation to update or revise any forward-looking
statement, whether as a result of new information, future events or
otherwise. New factors emerge from time to time and it is not possible
for management to predict all such factors.

    

Public & Investor Relations Contact:

Paul A. Bragg
Chairman & Chief Executive Officer
Vantage Drilling Company
(281) 404-4700 

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