Rio de Janeiro, June 8, 2023 (Ocyan S.A., Website: https://ri.ocyan-sa.com/) — Ocyan S.A. (f/k/a Odebrecht Óleo e Gas S.A.) (“Ocyan”) announces that the extrajudicial reorganization plan (the “EJ Plan”) filed by ODN I Perfurações Ltda., Odebrecht Drilling Norbe VIII/IX Ltd., Odebrecht Offshore Drilling Finance Limited, Odebrecht Drilling Norbe Eight GmbH, Odebrecht Drilling, Norbe Nine GmbH, ODN I GmbH, Odebrecht Drilling Norbe Six GmbH and ODN Tay IV GmbH (collectively, the “Project Companies”) before the 4th Business Court of the Judicial District of Rio de Janeiro, Brazil went effective yesterday (the “Effective Date”) after all EJ Plan conditions precedent were satisfied and all closing acts contemplated thereunder duly executed. The occurrence of the Effective Date follows confirmation of the EJ Plan in Brazil and recognition and enforcement of the EJ Plan in the United States. The orders confirming the EJ Plan and recognizing and enforcing the EJ Plan in the United States became final and non-appealable on April 26, 2023 and May 18, 2023, respectively. The effectiveness of the EJ Plan marks the final step in the Project Companies’ comprehensive cross-border debt restructuring and the organizational restructuring of the drilling business (the “Drilling Business”) announced on December 12, 2022. Consummation of the restructuring follows extensive prior engagement with an ad hoc group of holders of the Project Companies’ Bonds (as defined below), who are the new owners of the Drilling Business. The comprehensive debt reduction process effectuated through the EJ Plan leaves the Project Companies and the reorganized Drilling Business well positioned for future growth. Key outcomes include: Reducing the Drilling Business’ debt by approximately $2.4 billion to approximately $300 million; Extending debt maturities and providing an approximately $197 million new money investment; Enhancing liquidity and operational flexibility for continued growth and monetization of the Project Companies’ well-invested oil and gas assets; and Effectuating an organizational restructuring of the Drilling Business, which will continue to be led by former officers of Ocyan. Similarly, the Restructuring will result in significant deleveraging of Ocyan’s balance sheet through the elimination of approximately $2.7 billion in indebtedness, as the $300 million of New Notes (as defined below) will be issued by DrillCo. The Restructuring is intended to allow each of Ocyan and the Project Companies to enhance its liquidity, strengthen its short and long-term financial position and take advantage of opportunities available in the oil and gas industry. In addition, Ocyan will focus on the continued development of its operations in floating production storage and offloading units (“FPSOs”), and subsea and offshore maintenance services. Ocyan will retain a 6.5% equity stake in DrillCo (as defined below) on account of its pre-EJ interests, and a seat on DrillCo’s board of directors. In connection with the consummation of the EJ Plan, (i) Odebrecht Offshore Drilling Finance Limited’s approximately $1.969 billion principal amount of 7.72% senior secured notes due 2026, guaranteed by ODN I GmbH, Odebrecht Drilling Norbe Six GmbH and ODN Tay IV GmbH (the “2022 Bonds”) and (ii) Odebrecht Drilling Norbe VIII/IX Ltd.’s approximately $761 million principal amount of 7.35% senior secured notes due 2026, guaranteed by Odebrecht Drilling Norbe Eight GmbH and Odebrecht Drilling Norbe Nine GmbH (the “2021 Bonds,” and, together with the 2022 Bonds, the “Bonds” and, the beneficial holders thereof, the “Bondholders”) were exchanged for a combination of consideration (the “EJ Plan Consideration”), depending on Bondholders’ elections, consisting of (a) cash, (b) voting and non-voting equity in a new Luxembourg-domiciled holding company (“DrillCo”) to which the reorganized Drilling Business (including the equity in the Project Companies) was transferred, (c) for Bondholders who elected not to receive non-voting equity, new unsecured notes issued by a new Luxembourg-domiciled holding company (the “ConvertCo Notes”), which shall mirror the economic return of the non-voting equity to which such Bondholders would have otherwise been entitled, and (d) approximately $300 million of 7.5% new senior secured notes issued by DrillCo, due 2030 and secured by a first priority lien on substantially all assets of DrillCo, the Project Companies and certain other subsidiaries of DrillCo (the “New Notes”), in each case as described in the EJ Plan and the definitive documents implementing the EJ Plan. At closing, approximately $410 million in principal amount of ConvertCo Notes were issued. Additional Information In connection with the Project Companies’ debt restructuring, the Project Companies are advised by Davis Polk & Wardwell LLP, as counsel under New York law, E. Munhoz Advogados, as counsel under the laws of Brazil, and Lazard Assessoria Financeira Ltda., as financial advisor. The ad hoc group of Bondholders is advised by Cleary Gottlieb Steen & Hamilton, as counsel under New York law, Pinheiro Neto Advogados, as counsel under the laws of Brazil, and Houlihan Lokey Capital, Inc., as financial advisor. Further details regarding the terms of the EJ Plan, including terms of the New Notes, ConvertCo Notes and governance terms of DrillCo are available at https://dm.epiq11.com/ocyan. Forward Looking Information This notice to the market does not represent an offer to sell securities or a solicitation to buy securities in the United States or in any other country. This notice to the market is released for disclosure purposes only, in accordance with applicable legislation. It does not constitute marketing material, and should not be interpreted as advertising an offer to sell or soliciting any offer to buy securities issued by the Project Companies, Ocyan or any of their respective affiliates (collectively, the “Company”). This notice to the market is not for distribution in or into or to any person located or resident in any jurisdiction where it is unlawful to release, publish or distribute this announcement. Disclosures in this press release may contain forward-looking statements. All statements and figures other than statements of historical fact included in the Disclosed Information regarding, without limitation, the Company’ future actions, strategies and future operating and financial performance are forward-looking statements. These statements are based on certain assumptions and analyses made by the Company’s management in light of its experience and prevailing circumstances on the date such statements are made. Such forward-looking statements, and the assumptions on which they are based, are inherently speculative and are subject to a number of risks and uncertainties that could cause actual results to differ materially from such statements, such as liquidity risks, risks relating to the Bonds and any restructuring thereof, any potential Brazilian or U.S. restructuring proceeding, general economic conditions, the effects of public health threats, pandemics and epidemics, like the recent COVID-19 pandemic, and the adverse impact thereof on the Company’s business, financial condition, results of operations and liquidity, including, but not limited to, the Company’s growth, operating costs, supply chain, labor availability, logistical capabilities, customer demand and industry demand generally, margins, utilization, cash position, taxes, the price of the Company’s securities and the ability to access capital markets. Forward-looking statements are not guarantees of future performance, and actual results and future performance may differ materially from those suggested in any forward-looking statements. The Company undertakes no obligation to correct or update any forward-looking statement, whether as a result of new information, future events, or otherwise, except to the extent required under applicable securities laws. About Ocyan S.A. Ocyan is a supplier to the oil and gas and new energies sector, whose goals are safety, the partnership of trust with its clients and its commitment to society. Its activity is to provide solutions for the offshore industry in the areas of oil and gas production, through the Altera&Ocyan joint venture, subsea construction and decommissioning projects, as well as maintenance and offshore oil and gas services. As noted above, Ocyan also owns an equity interest in DrillCo, which operates Ocyan’s former Drilling Business. Furthermore, Ocyan is moving forward in studies and projects related to new energies and services. For more information, please visit: www.ocyan-sa.com.
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06.20.2023
Ocyan S.A. (f/k/a Odebrecht Óleo e Gás S.A.) (“Ocyan”) and certain subsidiaries announce that on March 20, 2023, the 4th Business Court of the Judicial District of Rio de Janeiro, Brazil entered an order confirming the extrajudicial restructuring plan (“EJ Plan”) filed on December 12, 2022, with respect to certain subsidiaries of Ocyan S.A. as debtors.
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03.27.2023
Ocyan would like to annouce that signed a new service contract with Petro Rio Jaguar Petróleo S.A. (PetroRio) to operate the semi-submerssible rig West Capricorn. The contract term comprises 730 days, of which 365 days of firm period and 365 days of extension options to be exercised by PetroRio. The operations are expected to begin in the first quarter of 2023. The rig is under reactivation by Ocyan since August, 19th, 2022.
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01.27.2023
Ocyan would like to announce that signed a 88-day charter and services contracts extension with Petrobras for the drillship ODN I (NS-41). Therefore, the contract’s expiry date is extended from January to March 31st, 2023
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01.10.2023
ODN I GmbH, Odebrecht Drilling Norbe VIII/IX Ltd., Odebrecht Drilling Norbe Eight GmbH, Odebrecht Drilling Norbe Nine GmbH, Odebrecht Offshore Drilling Finance Limited, ODN I Perfurações Ltda., Odebrecht Drilling Norbe Six GmbH, and ODN Tay IV GmbH. (collectively, the “Project Companies”) have launched the noteholder election process (the “Election”), as contemplated in the Project Companies’ extrajudicial restructuring plan (the “ER Plan”) filed before the Business Court of Rio de Janeiro, Brazil on December 12, 2022.
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01.09.2023