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Conyers advises Goldman Sachs & Co. on US$500 million private bond offering

February 2013 Cora S. Miller

Conyers Dill & Pearman’s Cora Miller advised on BVI law regarding US$500 million private bond offering of senior secured notes of Pacific Drilling V Limited (“PDV”), a BVI company and guaranteed by its parent, Pacific Drilling S.A. (NYSE: PACD). The Notes were sold at 99.483% of par. PDV intends to use approximately US$350 million of the net proceeds from the offering to fund the remaining construction payments on the Pacific Khamsin and the balance of approximately US$134.2 million for general corporate purposes of the Parent and its subsidiaries.

The Notes are secured by a first-priority security interest (subject to certain exceptions) in substantially all of the assets of PDV, including PDV’s rights under the construction contract for the Pacific Khamsin, and by a pledge of the shares of PDV. Upon delivery of the Pacific Khamsin, the Notes will also be secured by a first-priority security interest (subject to exceptions) in the Pacific Khamsin, and substantially all of the other assets of the Issuer, including an assignment of earnings and insurance proceeds related to the Pacific Khamsin.


Cora S. Miller

British Virgin Islands, Cayman Islands   +1 284 346 1112


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