Foresea Holding S.A. Announces Extension of Expiration Date and Increase in Consent Payment of the Consent Solicitation for Senior Secured Notes due 2030

LUXEMBOURG, Feb. 2, 2026 /PRNewswire/ -- Foresea Holding S.A. (the "Company" or "Foresea") announces today the extension of the expiration date and the increase of the aggregate consent payment for its previously announced solicitation (the "Consent Solicitation") of consents (the "Consents") from holders (the "Holders") of the Company's outstanding 7.50% Senior Secured Notes due 2030 (the "Notes") to effect a certain amendment to the indenture governing the Notes (as amended from time to time, the "Indenture"), as described below.  The Consent Solicitation is being made upon the terms and subject to the conditions set forth in the Consent Solicitation Statement, dated January 23, 2026, as amended and supplemented by this press release (the "Consent Solicitation Statement").

The Consent Solicitation is hereby extended to expire at 5:00 p.m. New York City time, on February 3, 2026 (such time and date, as the same may be further extended from time to time, the "Expiration Date").  Accordingly, Consents to the Proposed Amendment may not be revoked at any time after the earlier of the Consent Time (as defined in the Consent Solicitation Statement) and the Expiration Date.  Holders of Notes that have previously delivered Consents do not need to redeliver such consents or take any other action in response to this announcement in order to consent to the Proposed Amendment.

The aggregate consent payment in connection with the Consent Solicitation is hereby increased to the aggregate amount of U.S.$3,000,000.  Accordingly, subject to the satisfaction or waiver of the Consent Conditions (as defined in the Consent Solicitation Statement) and subject to the execution of the Supplemental Indenture, the Company will pay, or cause to be paid, to DTC a cash payment in the aggregate amount of U.S.$3,000,000 (the "Consent Payment").  The Consent Payment will be made pro rata for the benefit of the Holders of Notes who validly delivered and did not validly revoke Consents to the Proposed Amendment on or prior to the Expiration Date.

Except as described above, the terms and conditions of the Consent Solicitation set forth in the Consent Solicitation Statement remain the same.  The Company may, in its sole discretion, terminate, further extend or amend the Consent Solicitation at any time as described in the Consent Solicitation Statement.  All capitalized terms used herein but not defined in this announcement have the respective meanings ascribed to them in the Consent Solicitation Statement.

The Consent Solicitation is being made solely by the Consent Solicitation Statement and on the terms and subject to the conditions set forth in the Consent Solicitation Statement.  This announcement is for information purposes only and is neither an offer to sell nor a solicitation of an offer to buy any security and is not a solicitation of consents with respect to the Proposed Amendment or any securities.  The Consent Solicitation is not being made in any jurisdiction in which, or to or from any person to or from whom, it is unlawful to make such solicitation under applicable state or foreign securities or blue sky laws.

Citigroup Global Markets Inc. is acting as the Solicitation Agent for the Consent Solicitation. Morrow Sodali International LLC, trading as Sodali & Co is acting as the Information and Tabulation Agent for the Consent Solicitation. Questions or requests for assistance related to the Consent Solicitation or for additional copies of the Consent Solicitation Statement may be directed to Citigroup Global Markets Inc. at 388 Greenwich Street, New York, NY 10013, Attn: Liability Management Group, Tel. (collect): +1 (212) 723-6106, Tel. (toll free): +1 (800) 558-3785, or to Sodali & Co at 103 Wigmore Street W1U 1QS, London, Telephone: +44 20 4513 6933, at 333 Ludlow Street, South Tower, 5th Floor, Stamford, CT 06902, Telephone: +1 203 658 9457 or by email at [email protected].  The Consent Solicitation Statement is available at: https://projects.sodali.com/foresea.  Holders may also contact their broker, dealer, commercial bank, trust company or other nominee for assistance concerning the Consent Solicitation.  Holders are urged to review the Consent Solicitation Statement for the detailed terms of the Consent Solicitation and the procedures for consenting to the Proposed Amendment.

About Foresea

Foresea is a leading offshore drilling company, focused on offering intelligent drilling solutions in offshore drilling, with expertise and excellence in chartering and operating rigs for ultra-deep waters. Foresea operates a high specification rig fleet of four UDW drillships and one semisubmersible and provides operational and management services to third parties' fleet.

With experience, technology and a commitment to safety and sustainability, Foresea is always innovating when chartering and operating platforms and ships.  Additional information is available on Foresea's website, www.foresea.com.

Forward-Looking Statements

Disclosures in this press release contain forward-looking statements.  All statements, other than statements of historical facts, included in this press release that address activities, events or developments that management expects, believes or anticipates will or may occur in the future are forward-looking statements.  Without limiting the generality of the foregoing, forward-looking statements contained in this press release specifically include statements regarding the consummation of the Consent Solicitation, including the timing thereof, the Proposed Amendment and the execution of the Supplemental Indenture.  These statements are based on certain assumptions made by the Company based on its management's experience and perception of historical trends, current conditions, anticipated future developments and other factors believed to be appropriate. Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of the Company, which may cause actual results to differ materially from those implied or expressed by the forward-looking statements.  These include risks set forth in the Consent Solicitation Statement.  Any forward-looking statement applies only as of the date on which such statement is made and the Company does not intend to correct or update any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by law.

Foresea Holding S.A.
Investor Relations:
[email protected]

SOURCE Foresea Holding S.A.