LUXEMBOURG, Feb. 3, 2026/ PRNewswire/– Foresea Holding S.A. (the “ Business” or “ Foresea“) revealed today the expiration of its formerly revealed solicitation (the “ Approval Solicitation“) of authorizations (the “ Authorizations“) and invoice of the requisite Authorizations from holders (the “ Holders“) of the Business’s exceptional 7.50% Senior Guaranteed Notes due 2030 (the “ Notes“) to effect a particular change (the “ Proposed Change“) to the indenture governing the Notes (as modified from time to time, the “ Indenture“), as explained in the Approval Solicitation Declaration, dated January 23, 2026, as modified and supplemented by the news release dated since February 2, 2026 (the “ Approval Solicitation Declaration“). Since 5:00 p.m. New York City City time, on February 3, 2026 (the “ Expiration Date“), the Holders of a minimum of a bulk of the aggregate exceptional principal quantity of the Notes had actually validly provided and had actually not validly withdrawed Grant the Proposed Change (the “ Essential Authorizations“). Since such time, the Business had actually accepted all Authorizations validly provided pursuant to the Approval Solicitation. Appropriately, the Business, the guarantors celebration to the Indenture, the trustee and the security representative participated in an additional indenture (the “ Supplemental Indenture“) to the Indenture effecting the Proposed Change.
The Business will pay to Holders who provided legitimate and unrevoked Grant the Proposed Change on or prior to the Expiration Date (the “ Consenting Holders“), an aggregate quantity equivalent to U.S.$ 3,000,000 (the “ Approval Payment“) to The Depository Trust Business (“ DTC“) for the advantage of the Consenting Holders, based on the conditions state in the Approval Solicitation Declaration. The Approval Payment will be made professional rata for the advantage of the Consenting Holders. The Business anticipates to pay, or trigger to be paid, the Approval Payment on February 5, 2026 (the “ Settlement Date“). No accumulated interest will be paid in regard of the Approval Payment. Although the Supplemental Indenture and the associated Proposed Change ended up being efficient right away upon execution at the Approval Time (as specified in the Approval Solicitation Declaration), such Proposed Change will not be personnel up until the Approval Payment to DTC for the advantage of the Holders is paid on the Settlement Date.
The Approval Solicitation was made entirely by the Approval Solicitation Declaration and on the terms and based on the conditions state in the Approval Solicitation Declaration. This statement is for details functions just and is neither a deal to offer nor a solicitation of a deal to purchase any security and is not a solicitation of authorizations with regard to the Proposed Change or any securities. The Approval Solicitation was not made in any jurisdiction in which, or to or from anyone to or from whom, it is illegal to make such solicitation under appropriate state or foreign securities or blue sky laws.
Citigroup Global Markets Inc. functioned as the Solicitation Representative for the Approval Solicitation. Morrow Sodali International LLC, trading as Sodali & & Co functioned as the Details and Inventory Representative for the Approval Solicitation.
About Foresea
Foresea is a leading offshore drilling business, concentrated on providing smart drilling services in overseas drilling, with knowledge and quality in chartering and running rigs for ultra-deep waters. Foresea runs a high spec rig fleet of 4 UDW drillships and one semisubmersible and offers functional and management services to 3rd parties’ fleet.
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Foresea Holding S.A.
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SOURCE Foresea Holding S.A.