News

Reference is made to the notice of Annual General Meeting (AGM) published on October 08, 2019. The AGM was held on October 16, 2019. All proposed resolutions were adopted.

Following the AGM, the board of directors of Atlantica Tender Drilling Ltd (ATDL) is as follows:

Mr. Helge Haakonsen – Chairman

Mr. Pål Reiulf Olsen – Deputy Chairman

Mr. Alf C Thorkildsen – Newly elected

Mr. Kristan Bodden – Newly elected

For further information, please contact:

Reese McNeel

CFO

Atlantica Tender Drilling Ltd

reese.mcneel@atlanticatd.com

+47 41508186

NOT FOR DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, TO U.S. NEWS WIRE SERVICES OR FOR DISSEMINATION IN OR INTO THE UNITED STATES, AUSTRALIA, HONG KONG, SOUTH AFRICA, NEW ZEALAND, CANADA OR JAPAN, OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL.

Bermuda, October 15, 2019 – Reference is made to the NOTC stock exchange notice published by Atlantica Tender Drilling Ltd. (“ATDL” or the “Company“) concerning the private equity offering directed solely to its existing shareholders of up to USD 5 million, through the issuance of new shares and the sale of treasury shares (the “Private Placement”). (the “Private Placement“).

The Private Placement has been completed, raising USD 5,000,000.00 through the allocation of 40,875,955 new shares and the transfer of 9,124,045 treasury shares (the “Private Placement Shares“) at a subscription price of USD 0.10 per share.

Eligible investors who have subscribed for Private Placement Shares and have been allocated shares will receive an allocation notice directly from the Company.  The allocation notice will confirm the number of Private Placement Shares so allotted and contain payment instructions. Final settlement is expected to occur on October 28, 2019.

For further information, please contact:

Reese McNeel

CFO

Atlantica Tender Drilling Ltd

+47 415 08 186

reese.mcneel@atlanticatd.com  

Per the attachment, a notice has been sent to the Company’s shareholders, such notice informing that the 2019 Annual General Meeting («AGM») of the Company will be held at Victoria Place, 5th Floor, 31 Victoria Street, Hamilton HM 10, Bermuda, on 16 October 2019 at 3:00 pm (CET).

The proposed agenda comprises solely the ordinary business of the AGM.

Participation by way of proxy only: Shareholders of the Company are asked to submit their proxies for participation to the Company’s registrar in DNB Bank ASA no later than 12:00 pm (CET), 15 October 2019, as further instructed in the attached notice of the AGM.

http://www.atlanticatd.com/wp-content/uploads/2019/10/2019-AGM-Notice-ATDL.pdf

NOT FOR DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, TO U.S. NEWS WIRE SERVICES OR FOR DISSEMINATION IN OR INTO THE UNITED STATES, AUSTRALIA, HONG KONG, SOUTH AFRICA, NEW ZEALAND, CANADA OR JAPAN, OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL.

Bermuda, October 08, 2019: the board of directors of Atlantica Tender Drilling Ltd. (“ATDL” or the “Company”) intends to carry out a private equity offering directed solely to its existing shareholders of up to USD 5 million, through the issuance of new shares and the sale of treasury shares for cash (the “Private Placement”).

In the Private Placement, the Company is offering up to 40,875,955 new shares of USD 0.10 and selling 9,124,045 treasury shares pro rata to existing shareholders. The Private Placement is fully underwritten by HVAS Invest Zeta AS, the principal shareholder of the Company. HVAS Invest Zeta AS will receive a 2 % underwriting fee for its underwriting commitment.

The shares to be offered in the Private Placement (the “Private Placement Shares”) will be offered at USD 0.10 (ten cents) per share. The application period for the Private Placement commences today, 08.10.2019, at 08:30 (CET) and, unless extended or earlier terminated, will close at 15.10.2019 at 16:00 CET (the “Subscription Period”). The Company reserves the right to close the application period at any time at their sole discretion or to amend or cancel the Private Placement in its entirety.

The Private Placement will be directed solely towards existing shareholders and is subject to an exemption from offer prospectus requirements. Allocations of the Private Placement Shares will be determined by the Company in its sole discretion. Allocations are non-transferable. Any oversubscriptions will be allocated on a pro-rata basis.

The Private Placement is a condition precedent to the recently announced refinancing. The Company must resolve to carry out a rights issue or other equity issue to be completed by 31 October 2019. Funds from the Private Placement in the amount of USD 4,068,000 must be deposited in a blocked interest account for the benefit of the bondholders. The amount shall cover interest payable between an interest rate of 8 % and 12% per annum for the first three quarterly bond interest payments.

The completion of the Private Placement is subject to approval by the board of directors of the Company. The Company will announce the final results of the Private Placement including the number of shares to be issued and allocated through a notice expected to be published on the Company’s website and N-OTC on or about 15.10.2019.

To subscribe for Private Placement Shares, please complete the attached subscription form (also available to download on www.atlanticatd.com) and return to the address below before the end of the Subscription Period (the “Deadline”). Please also submit the completed subscription form to the email address below.

E-Mail: reese.mcneel@altanticatd.com

Mail:

Atlantica Tender Drilling Ltd

C/O Wikborg Rein

Dronning Mauds gt. 11

Postboks 1513 Vika

0117 Oslo

Norway

The Company reserves the right to disregard any subscriptions received after the Deadline.

For further information, please contact:

Reese McNeel

CFO

Atlantica Tender Drilling Ltd

+47 415 08 186

reese.mcneel@atlanticatd.com

IMPORTANT NOTICE

By subscribing for shares, you explicitly approve and acknowledge that you do so solely on the basis of the publicly available information from the Company and are satisfied that you have received sufficient information to make an informed decision to invest in the shares.

Copies of this announcement are not being made and may not be distributed or sent into any jurisdiction in which such distribution would be unlawful or would require registration or other measures.

The securities referred to in this announcement have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”), and accordingly may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and in accordance with applicable U.S. state securities laws. The Company does not intend to register any part of the offering in the United States or to conduct a public offering of securities in the United States.

In any EEA Member State, this communication is only addressed to and is only directed at qualified investors in that Member State within the meaning of the Prospectus Regulation, i.e., only to investors who can receive the offer without an approved prospectus in such EEA Member State. The expression “Prospectus Regulation” means Regulation 2017/1129 as amended (together with any applicable implementing measures in any Member State.

This communication is only being distributed to and is only directed at persons in the United Kingdom that are (i) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the “Order”) or (ii) high net worth entities, and other persons to whom this announcement may lawfully be communicated, falling within Article 49(2)(a) to (d) of the Order (all such persons together being referred to as “relevant persons”). This communication must not be acted on or relied on by persons who are not relevant persons. Any investment or investment activity to which this communication relates is available only for relevant persons and will be engaged in only with relevant persons. Persons distributing this communication must satisfy themselves that it is lawful to do so.

Matters discussed in this announcement may constitute forward-looking statements. Forward-looking statements are statements that are not historical facts and may be identified by words such as “believe”, “expect”, “anticipate”, “strategy”, “intends”, “estimate”, “will”, “may”, “continue”, “should” and similar expressions. The forward-looking statements in this release are based upon various assumptions, many of which are based, in turn, upon further assumptions. Although the Company believes that these assumptions were reasonable when made, these assumptions are inherently subject to significant known and unknown risks, uncertainties, contingencies and other important factors which are difficult or impossible to predict and are beyond its control. Actual events may differ significantly from any anticipated development due to a number of factors, including without limitation, changes in public sector investment levels, changes in the general economic, political and market conditions in the markets in which the Company operates, the Company’s ability to attract, retain and motivate qualified personnel, changes in the Company’s ability to engage in commercially acceptable acquisitions and strategic investments, and changes in laws and regulation and the potential impact of legal proceedings and actions. Such risks, uncertainties, contingencies and other important factors could cause actual events to differ materially from the expectations expressed or implied in this release by such forward-looking statements. The Company does not guarantee that the assumptions underlying the forward-looking statements in this presentation are free from errors nor does it accept any responsibility for the future accuracy of the opinions expressed in this presentation or any obligation to update or revise the statements in this presentation to reflect subsequent events. You should not place undue reliance on the forward-looking statements in this document.

The information, opinions and forward-looking statements contained in this announcement speak only as at its date, and are subject to change without notice. The Company does not undertake any obligation to review, update, confirm, or to release publicly any revisions to any forward-looking statements to reflect events that occur or circumstances that arise in relation to the content of this announcement.

The distribution of this announcement and other information may be restricted by law in certain jurisdictions. Persons into whose possession this announcement or such other information should come are required to inform themselves about and to observe any such restrictions.

The Bermuda Monetary Authority and Registrar of Companies take no responsibility for the contents of this document, make no representations as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance on any of the contents of this document

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Mr. Simen Eriksen has resigned his position as director of ATDL.

Effective September 30, 2019 Lasse Kjelsaas will step down as CFO after almost 8 years of service. We wish to thank Lasse for his significant contribution to the Company and wish him all the best in his future endeavors.

Mr. Reese McNeel has been appointed CFO effective October 01, 2019. Reese will reside in Oslo, Norway. We take this opportunity to welcome Reese to the team.

Atlantica Tender Drilling Limited (“ATDL”) has recently explored different possibilities for refinancing of its debt, but has not yet been able to conclude on a long term refinancing. The Company has therefore explored the possibility of an extension of its Senior Bank Facility and the Bond Issue in order to allow more time to pursue a long term refinancing.

The lenders under the Senior Bank Facility has agreed to an extension of the maturity date of the Senior Bank Facility until 30 September 2020, as well as certain other amendments to the terms and conditions of the Senior Bank Facility.

ATDL has further has been in dialogue with the Bond Trustee and Bondholders representing approximately 54.4% of the Voting Bonds regarding an extension of the maturity date of the Bond Loan until 30 October 2020, as well as certain other amendments to the terms and conditions of the Bond Loan. The main terms of the bond amendments are included in the attached summons to a bondholders’ meeting to be undertaken at 19 September at 11:00 hours (Oslo time).

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We refer to the announcement dated 10 May 2019, regarding a contemplated bond issue for Atlantica Tender Drilling Limited (“ATDL”). Due to adverse market conditions, ATDL was not able to conclude the contemplated bond issue. ATDL has therefore been discussing extending the maturity date of its existing bank facility (23 August 2019) and bond issue (23 September 2019) by approximately one year. The lenders under the bank facility have granted ATDL a temporary extension of the maturity date until 20 September 2019 with a view to finalise the ongoing discussions between the company and its secured creditors.

In the beginning of Q2 2019, Atlantica surpassed 4 years without a lost time injury. We are extremely pleased with the safety performance of both units. This achievement demonstrates that the teams onboard both units have committed to and embraced the need to work with the company’s QHSE management system.

Atlantica Tender Drilling Limited (the “Company”) has received credit approvals from a syndicate of new and existing lenders for a new 4-year USD 100 million first lien term loan facility (the “Term Loan”). The Company has further mandated DNB Markets and Pareto Securities as Global Coordinators and Joint Bookrunners and Danske Bank and SpareBank1 Markets as Joint Bookrunners to arrange a series of fixed income investor meetings. A USD 140 million, 4-year, second lien bond issue (the “Bond Issue”) may follow, subject to market conditions. Proceeds from the Term Loan and the Bond Issue will be used to refinance the Company’s existing bank and bond debt.

For further information, please contact:

Kerry Kunz, President & CEO, Atlantica Tender Drilling Limited
Mobile phone: +1 (832) 715-2465
Email: kerry.kunz@atlanticatd.com

Lasse Kjelsås, CFO, Atlantica Tender Drilling Limited
Mobile phone: +47 90849772
Email: lasse.kjelsas@atlanticatd.com

April 18, 2019  Petrobras exercised its right to extend the Beta contract by 180 days commencing in September 2019 through March of 2020.

Please see the attached joint press release concerning Atlantica Tender Drilling Ltd. and Energy Drilling Pte. Ltd. having signed a Letter Of Intent to merge the two companies.

Petrobras has extended the charter contract for the BassDrill Beta by an additional 386 days with options.

Petrobras has exercised their right to utilize a clause in the contract to extend the primary term of the contract duration by 60 days while retaining their right to a further extension(s) utilizing the same clause.  This extends the contract term to the end of June 2018.

Petrobras has exercised their right to utilize a clause in the charter contract for BassDrill Beta which permits extending the primary term of the contract by the sum of accumulated downtime incurred during the original 1500-day term. This extends the term of the contract to the end of August, 2018.

Per the attachment, a notice has today been sent the Company’s shareholders informing that the 2017 Annual General Meeting («AGM») of the Company will be held at Canon’s Court, 22 Victoria Street, Hamilton HM 12, Bermuda, on 21 September 2017 at 3:00 pm (CET).

The proposed agenda comprises solely the ordinary business of the AGM.

Participation by way of proxy only: Shareholders of the Company are asked to submit their proxies for participation to the Company’s registrar in DNB Bank ASA no later than 12:00 CET, 18 September 2017, as further instructed in the attached notice of the AGM.

2017-AGM-Notice-ATDL

Semi Tender Beta ,under contract with Petrobras, has commenced it’s relocation back to Petrobras’s P61 TLP following a hibernation period. Once moored and connected to the TLP there will be a period of time to undertake inspection and reactivation work. After which the Beta is set to resume drilling operations.

Mr. Eriksen has 20 years of extensive international experience within the offshore and shipping industries. From 2008 until 2017 he held various roles with Frigstad Offshore, the last 8 years as CEO. Prior to that he spent more than 10 years in several positions with the A.P. Moller-Maersk Group at several of their international locations, most of the time with Maersk Contractors. From 1997 to 1999 he was with Maersk Line, completing a graduate management trainee programme at Maersk Shipping Academy. Mr. Eriksen was educated at NMH/BI Norwegian School of Management, the University of Oslo, as well as the Officers’ Training School of the Norwegian Army.