Foresea Holding S.A. Extends Expiration Date and Raises Consent Payment for 2030 Notes

Foresea Holding S.A. Announces Changes to Consent Solicitation for Senior Secured Notes Due 2030

Foresea Holding S.A., a prominent offshore drilling company, has made significant updates regarding its consent solicitation for the Senior Secured Notes maturing in 2030. On February 2, 2026, the company confirmed an extension of the expiration date and an increase in the total consent payment offered to holders of these notes.

The key focus of this announcement is the company's decision to extend the consent solicitation expiration date to February 3, 2026, at 5:00 PM New York City time. This extension is designed to grant additional time for existing noteholders to provide their consent regarding amendments to the existing indenture, a legal agreement governing the notes.

Foresea clarified that no revocation of consent can occur after the established consent time or the new expiration date, whichever comes first. Additionally, holders who previously submitted their consents are not required to take further action to maintain their consent; their previous submissions will continue to be valid under the new timeline.

Alongside the timeline extension, the aggregate consent payment has been increased to $3,000,000. This payment is available to noteholders who validly consented to the proposed amendments by the expiration date. The funds will be distributed pro rata, ensuring that all participating holders benefit from the increased amount.

As part of the consent solicitation process, Foresea emphasizes that the terms detailed in the Consent Solicitation Statement remain unchanged except for the stipulated adjustments. The company reserves the right to terminate, further extend, or modify the solicitation at any point, providing them with flexibility in managing the consent process.

For clarity, the consent solicitation is strictly informational and is not intended as an offer to sell securities or solicit consents in jurisdictions where such actions are prohibited by law. Citigroup Global Markets Inc. serves as the Solicitation Agent, while Morrow Sodali International LLC, known as Sodali Co, functions as the Information and Tabulation Agent for the solicitation.

Foresea, established as a leader in offshore drilling, is recognized for delivering intelligent solutions and demonstrating outstanding expertise in rig operations for ultra-deep waters. Their fleet comprises four ultra-deep water drillships and one semisubmersible. The company opens doors to new possibilities in offshore drilling with its commitment to innovation, safety, and sustainability.

This move regarding the consent solicitation aligns with Foresea's broader strategic goals of enhancing operational efficiency and ensuring financial stability amidst evolving market dynamics. Stakeholders are encouraged to review the detailed provisions of the Consent Solicitation Statement to fully understand the implications of these changes.

For further inquiries regarding the consent solicitation, stakeholders can reach out to Citigroup at their New York office or to Sodali Co in London and Stamford, where dedicated teams are available to assist.

In conclusion, Foresea Holding's adjustment to its consent solicitation offers noteholders both an extended timeframe and increased incentives to participate. The company's proactive measures display its ongoing commitment to maintaining strong relationships with its investors and facilitating strategic financial maneuvers.