The Senior Unsecured Convertible Bonds will carry interest at a fixed rate of 7% p.a., and will mature in June 2007. The Bonds can be converted into shares at any time between disbursement and maturity at a conversion price of NOK 19 per share. If all the Senior Unsecured Convertible Bonds are converted, 5,526,315 new shares will be issued, representing approximately 8.5 % of the shares currently outstanding. Ocean Rig will have the right to redeem the Senior Unsecured Convertible Notes at any time prior to December 18, 2004 at a price of 130% of par value.
The issue of the Senior Unsecured Convertible Bonds is subject to approval by a shareholders meeting to be held on June 18, 2004.
Ocean Rig has also issued a Senior Unsecured Bridge Loan of US $20.5 million. The loan will consist of two tranches. The first, equal to 1/3 of the principal loan amount, will mature on December 26, 2004. The second, equal to 2/3 of the principal loan amount, will mature on February 26, 2005. The Company may prepay the loan in full at any time prior to maturity.
Based on the combination of the recent strong increase in backlog from new contracts, current market opportunities, and the new financing, Ocean Rig expects to repay the Bridge Loan by cash generated from the operation. With a continued improvement in the contract backlog, the Company may soon be in a position to start the process of refinancing existing debt in order to reduce the cost of financing.
The Senior Unsecured Convertible Bonds have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the 'Securities Act'), and may not be offered or sold in the United States without registration or an applicable exemption from the registration requirements. This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities in the United States nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
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