Item 1.01
Entry Into Material Definitive Agreement.
Restructuring Support Agreement
As previously announced, on May 10, 2019, Weatherford International plc, Weatherford International Ltd., and Weatherford International, LLC (collectively, the “
Weatherford RSA Parties,
” and the Weatherford RSA Parties, together with their direct and indirect subsidiaries, the “
Company
”) entered into a Restructuring Support Agreement (the “
RSA
”) with holders of approximately 62% in aggregate principal amount of the Company’s outstanding unsecured notes (the “
Consenting Creditors
”). The RSA sets forth the principal terms of a proposed financial restructuring (the “
Transaction
”) of the Company, which is to be implemented through a prepackaged chapter 11 plan of reorganization to be proposed in cases to be commenced by the Weatherford RSA Parties under Title 11 of the United States Code, and a scheme of arrangement to be proposed in an examinership proceeding to be commenced by Weatherford International plc under the laws of Ireland (the U.S. and Irish proceedings, collectively, the “
Cases
”). The principal terms of the Transaction are described in Registrant’s Form 8-K filed on May 13, 2019, to which the RSA and exhibits to the RSA are attached as Exhibit 10.1.
Since the date of execution of the RSA, additional Consenting Creditors have become party to the RSA, and the Consenting Creditors party to the RSA as of the date hereof collectively hold in excess of 74% in aggregate principal amount of the Company’s outstanding unsecured notes. The Weatherford RSA Parties and Consenting Creditors are in the process of negotiating definitive documentation relating to the Transaction, including, as previously disclosed in the Company’s Form 8-K filed on May 13, 2019, commitments for the debtor-in-possession financing facilities contemplated by the RSA.
Certain statements in this Item 1.01 are forward-looking statements. In addition, our management may from time to time make oral forward-looking statements. All statements, other than statements of historical facts, are forward-looking statements. Forward-looking statements may be identified by the words “believe,” “expect,” “anticipate,” “project,” “plan,” “estimate,” “may,” “will,” “could,” “should,” “seek” or “intend” and similar expressions. Forward-looking statements reflect our current expectations and assumptions regarding our business, the economy and other future events and conditions and are based on currently available financial, economic and competitive data and our current business plans. Actual results could vary materially depending on risks and uncertainties that may affect our operations, markets, services, prices and other factors as discussed in the Risk Factors section of our other filings with the Securities and Exchange Commission (the “
SEC
”). While we believe our assumptions are reasonable, we caution you against relying on any forward-looking statements as it is very difficult to predict the impact of known factors, and it is impossible for us to anticipate all factors that could affect our actual results. Important factors that could cause actual results to differ materially from those in the forward-looking statements include, but are not limited to, the ability to confirm and consummate a plan of reorganization in accordance with the terms of the RSA; risks attendant to the bankruptcy process, including our ability to obtain court approvals with respect to motions filed in the Cases, the outcomes of court rulings and the Cases in general and the length of time that we may be required to operate in bankruptcy; the effectiveness of the overall restructuring activities pursuant to the Cases and any additional strategies that we may employ to address our liquidity and capital resources; the actions and decisions of creditors, regulators and other third parties that have an interest in the Cases, which may interfere with the ability to confirm and consummate a plan of reorganization; restrictions on us due to the terms of any debtor-in-possession credit facility that we will enter into in connection with the Cases and restrictions imposed by the applicable courts; our ability to achieve our forecasted revenue and pro forma leverage ratio and generate free cash flow to further reduce our indebtedness; a weakening of global economic and financial conditions, changes in governmental regulations and related compliance and litigation costs and the other factors listed in our SEC filings. For a more detailed discussion of these and other risk factors, see the Risk Factors section in our most recent Annual Report on Form 10-K and Quarterly Report on Form 10-Q and our other filings made with the SEC. All forward-looking statements are expressly qualified in their entirety by this cautionary notice. The forward-looking statements made by us speak only as of the date on which they are made. Factors or events that could cause our actual results to differ may emerge from time to time. We undertake no obligation to publicly update or revise any forward-looking statement as a result of new information, future events or otherwise, except as otherwise required by law.