Valaris Plc (Exact Name of Registrant As Specified in Its Charter)
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (Date of earliest event reported): September 3, 2019 Valaris plc (Exact name of registrant as specified in its charter) England and Wales 1-8097 98-0635229 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.) 6 Chesterfield Gardens London, England W1J 5BQ (Address of Principal Executive Offices and Zip Code) Registrant’s telephone number, including area code: 44 (0) 20 7659 4660 Not Applicable (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Ticker Symbol(s) Name of each exchange on which registered Class A ordinary shares, U.S. $0.40 par value VAL New York Stock Exchange 4.70% Senior Notes due 2021 VAL21 New York Stock Exchange 4.50% Senior Notes due 2024 VAL24 New York Stock Exchange 8.00% Senior Notes due 2024 VAL24A New York Stock Exchange 5.20% Senior Notes due 2025 VAL25A New York Stock Exchange 7.75% Senior Notes due 2026 VAL26 New York Stock Exchange 5.75% Senior notes due 2044 VAL44 New York Stock Exchange Indicate by check mark whether the registrant is an emerging growth company as defined by Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2). o Emerging Growth Company o If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. TABLE OF CONTENTS INFORMATION TO BE INCLUDED IN THE REPORT Item 7.01 Regulation FD Disclosure 4 Item 9.01 Financial Statements and Exhibits 5 SIGNATURE 6 3 Item 7.01 Regulation FD Disclosure The Barclays CEO Energy - Power Conference Presentation of Valaris plc on September 4, 2019 is furnished as Exhibit 99.1 to this report. The information furnished in Item 7.01 and in Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing. 4 Item 9.01 Financial Statements and Exhibits (d) Exhibits Exhibit No. Description 99.1 Barclays CEO Energy-Power Conference Presentation, dated September 4, 2019 5 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Valaris plc Date: September 3, 2019 /s/ Tommy Darby Tommy Darby Vice President and Controller 6 Barclays CEO Energy- Power Conference September 2019 Forward-Looking Statements Statements contained in this investor presentation that are not historical facts are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements include words or phrases such as “anticipate,” “believe,” “estimate,” “expect,” “intend,” “plan,” “project,” “could,” “may,” “might,” “should,” “will” and similar words and specifically include statements involving expected financial performance, effective tax rate, expected expense savings, day rates and backlog, estimated rig availability; rig commitments and contracts; contract duration, status, terms and other contract commitments; estimated capital expenditures; letters of intent or letters of award; scheduled delivery dates for rigs; the timing of delivery, mobilization, contract commencement, relocation or other movement of rigs; our intent to sell or scrap rigs; and general market, business and industry conditions, trends and outlook. In addition, statements included in this investor presentation regarding the anticipated benefits, opportunities, synergies and effects of the merger between Ensco and Rowan are forward-looking statements. Such statements are subject to numerous risks, uncertainties and assumptions that may cause actual results to vary materially from those indicated, including actions by rating agencies or other third parties; actions by our security holders; costs and difficulties related to the integration of Ensco and Rowan and the related impact on our financial results and performance; our ability to repay debt and the timing thereof; availability and terms of any financing; commodity price fluctuations, customer demand, new rig supply, downtime and other risks associated with offshore rig operations, relocations, severe weather or hurricanes; changes in worldwide rig supply and demand, competition and technology; future levels of offshore drilling activity; governmental action, civil unrest and political and economic uncertainties; terrorism, piracy and military action; risks inherent to shipyard rig construction, repair, maintenance or enhancement; possible cancellation, suspension or termination of drilling contracts as a result of mechanical difficulties, performance, customer finances, the decline or the perceived risk of a further decline in oil and/or natural gas prices, or other reasons, including terminations for convenience (without cause); the cancellation of letters of intent or letters of award or any failure to execute definitive contracts following announcements of letters of intent, letters of award or other expected work commitments; the outcome of litigation, legal proceedings, investigations or other claims or contract disputes; governmental regulatory, legislative and permitting requirements affecting drilling operations; our ability to attract and retain skilled personnel on commercially reasonable terms; environmental or other liabilities, risks or losses; debt restrictions that may limit our liquidity and flexibility; tax matters including our effective tax rate; and cybersecurity risks and threats. In addition to the numerous factors described above, you should also carefully read and consider “Item 1A. Risk Factors” in Part I and “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part II of our most recent annual report on Form 10-K, as updated in our subsequent quarterly reports on Form 10-Q, which are available on the SEC’s website at www.sec.gov or on the Investors section of our website at www.valaris.com. Each forward-looking statement speaks only as of the date of the particular statement, and we undertake no obligation to publicly update or revise any forward-looking statements, except as required by law. 2 Outline 1. Company Highlights 2. Market Dynamics 3. Valaris Fleet 4. ARO Drilling 5. Financial Management 6. Integration, Synergies & Operational Highlights 3 Valaris Overview (NYSE: VAL) Fleet Financial Operational • Largest and amongst the highest-quality offshore drilling fleets in the world 16 drillships $ 12 semisubmersibles • $2.7 billion of liquidity • Presence in nearly all major 54 jackups ‒ $0.4 billion of cash and short- offshore markets and on six term investments1 continents • ~$11 billion of gross asset ‒ $2.3 billion unsecured value from rig fleet revolving credit facility2 • Large & diverse customer according to third party base including major, • $2.4 billion of contracted estimates national and independent revenue backlog3 E&P companies • ARO Drilling 50/50 joint • $1.1 billion of debt • Strong track record of venture with Saudi Aramco, maturities prior to 20241 the largest jackup customer safety, innovation and – Ability to add guaranteed worldwide operational excellence and/or secured debt to capital structure 1As of June 30, 2019 pro forma for debt tender offers completed in July that reduced cash and equivalents by $741M 2Borrowing capacity under revolving credit facility is approximately $2.3B through September 2019 and approximately $1.6B from October 2019 4 through September 2022. As of August 1, 2019, the Company had drawn $125M on its revolver to partially fund repayment of the 2019 senior note maturity. 3As of most recent 10-Q filing Valaris is Focused on Four Key Priorities in 2019 Fleet Strategy & Contracting Assets Driving Value at ARO Drilling Proactive Financial Management Delivering on Integration & Synergy Capture and Operational Excellence 5 Market Dynamics 6 Offshore Project Approvals Expected to Lead to Higher Levels of Capital Expenditures Number of New Major Offshore Project Approvals • With lower project costs 91 88 relative to prior years and 81 74 increasing cash flows from 58 higher commodity prices, the 50 42 40 number of final investment decision approvals for large offshore projects has increased recently 2012 2013 2014 2015 2016 2017 2018 2019E ‒ Drilling rigs required between