McDermott International, Inc. has announced that it intends, subject to market and other conditions, to offer $500 million aggregate principal amount of its second-lien senior secured notes due 2021.
The notes will be offered only to qualified institutional buyers under Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”) and to certain non-U.S. persons in transactions outside the United States under Regulation S under the Securities Act.
McDermott intends to use the net proceeds from the offering of the notes, together with other financing sources (including proceeds expected to be received in connection with the refinancing of its outstanding credit agreement with a new first-lien credit facility), to refinance revolving credit facility indebtedness outstanding under its existing credit agreement and for other general corporate purposes, including the funding of working capital requirements and capital expenditures. The new first-lien credit facility may include a term loan of up to $400 million and, potentially, a letter of credit facility.
The notes will be unconditionally guaranteed, jointly and severally, on a senior secured second-lien basis, by McDermott’s existing and future subsidiaries that guarantee indebtedness under its credit agreement.
The notes and the guarantees will be secured on a second-lien basis by pledges of capital stock of certain subsidiaries of McDermott and mortgages and other security interests covering substantially all personal property of McDermott and substantially all of its wholly owned subsidiaries, subject to certain exceptions, and certain vessels owned by McDermott’s wholly owned subsidiaries.