Vantage Drilling Announces Closing of $1.65 Billion of Senior

Vantage Drilling Announces Closing of $1.65 Billion of Senior Secured
Financing by Its Wholly-Owned Subsidiary Offshore Group Investment
Limited 
HOUSTON, TX -- (Marketwire) -- 10/25/12 --  Vantage Drilling Company
("Vantage") (NYSE MKT: VTG) announced today that its wholly-owned
subsidiary Offshore Group Investment Limited ("OGIL"), has closed an
offering of $1.15 billion aggregate principal amount of 7.5% Senior
Secured First Lien Notes due 2019 (the "Notes") and a Term Loan in
the aggregate principal amount of $500 million (the "Term Loan")
(collectively, the "Financings"). 
The Notes were issued at par and are guaranteed by Vantage and each
of OGIL's existing and future subsidiaries and by certain of
Vantage's other subsidiaries. The Notes and the related guarantees
are secured by all of OGIL's assets including a first priority
security interest in the Emerald Driller, the Sapphire Driller, the
Topaz Driller, the Aquamarine Driller, the Platinum Explorer, the
Titanium Explorer, and upon its delivery, the Tungsten Explorer, and
by a pledge of the stock of OGIL and the guarantors (other than
Vantage), in each case, subject to certain exceptions, permitted
liens and the amended intercreditor agreement. 
The Term Loan was issued at 98% of the face value and will bear
interest at LIBOR plus 5%, with a LIBOR floor of 1.25%. The Term Loan
has scheduled debt maturities, payable quarterly, of 5% in the first
year and 10% in subsequent years with final maturity in 2017. The
Term Loan is secured by the same collateral securing the Notes. 
The net proceeds from the Financings will be used by OGIL (i) to pay
the total consideration and accrued and unpaid interest on the
previously announced tender offer of $1,000,001,000 of OGIL's
existing 11 1/2% Senior Secured Notes due 2015 and related consent
solicitation (the "Tender Offer and Consent Solicitation"), (ii) for
general corporate purposes, including to fund the final construction
payment for the Tungsten Explorer drillship pursuant to the
construction contract with Daewoo Shipbuilding and Marine Engineering
Co., Ltd., and (iii) to pay fees and expenses related to the
Financings, the Tender Offer and Consent Solicitation and related
transactions. 
The Notes have not been registered under the Securities Act of 1933,
as amended (the "Securities Act"), or applicable state securities
laws, and may not be offered or sold in the United States without
registration or an applicable exemption from the registration
requirements of the Securities Act. The Notes were offered only to
qualified institutional buyers pursuant to Rule 144A under the
Securities Act and to persons outside the United States pursuant to
Regulation S of the Securities Act. Unless so registered, the Notes
may not be offered or sold in the United States except pursuant to an
exemption under the Securities Act and applicable state securities
laws. 
This press release does not constitute an offer to sell or
solicitation of an offer to buy any security, nor will there be any
sale of such security in any jurisdiction in which such offer, sale
or solicitation would be unlawful prior to registration or
qualification under the securities laws of any such jurisdiction.  
About Vantage 
Vantage, a Cayman Islands exempted company, is an offshore drilling
contractor, with an owned fleet of four Baker Marine Pacific Class
375 ultra-premium jackup drilling rigs and two ultra-deepwater
drillships, the Platinum Explorer and the Titanium Explorer, as well
as an additional ultra-deepwater drillship, the Tungsten Explorer,
now under construction. Vantage's primary business is to contract
drilling units, related equipment and work crews primarily on a
dayrate basis to drill oil and natural gas wells. Vantage also
provides construction supervision services for, and will operate and
manage, drilling units owned by others. Through its fleet of seven
owned and managed drilling units, Vantage is a provider of offshore
contract drilling services globally to major, national and large
independent oil and natural gas companies. 
Forward-Looking Statements 
Certain statements contained in this news release constitute
"forward-looking statements" within the meaning of the Private
Securities Litigation Reform Act of 1995. These forward-looking
statements represent Vantage's expectations or beliefs concerning
future events, and it is possible that the results described in this
press release will not be achieved. These forward-looking statements
are subject to risks, uncertainties and other factors, many of which
are outside of Vantage's control, that could cause actual results to
differ materially from the results discussed in the forward-looking
statements. 
Any forward-looking statement speaks only as of the date on which
such statement is made, and, except as required by law, Vantage does
not undertake any obligation to update or revise any forward-looking
statement, whether as a result of new information, future events or
otherwise. New factors emerge from time to time and it is not
possible for management to predict all such factors. 
For further information, contact:
Paul A. Bragg 
Chairman and Chief Executive Officer
(281) 404-4700 
 
 
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