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    Pride and Marine Drilling agree $6.2 billion merger

    News // June 1, 2001
    Pride International and Marine Drilling Companies have entered into a definitive agreement to merge in a tax-free, stock-for-stock transaction that will produce the industry's third largest offshore drilling contractor, based on enterprise value.

    Based upon the closing stock prices on Wednesday, May 23, 2001, of $32.65 for Pride International and $27.72 for Marine Drilling, the total enterprise value of the combined company would be approximately $6.2 billion, consisting of$4.5 billion equity and $1.7 billion net debt.

    As a result of the merger, which was approved by both companies' boards ofdirectors, common stockholders of each company will receive one share in anewly formed Delaware company for each share of either Pride International orMarine Drilling that they currently own.

    Based on the number of common shares currently outstanding, Pride International stockholders would own approximately 56 percent of the common equity of the combined company, and Marine Drilling stockholders would own approximately 44 per cent.

    The combined company will retain the Pride International name and will trade on the New York Stock Exchange under the symbol "PDE."

    Robert L Barbanell, currently Chairman of Marine Drilling, will serve as Chairman of the combined company, and Paul A Bragg, currently President and Chief Executive Officer of Pride International, will be President and ChiefExecutive Officer.

    The combined company will be one of the largest offshore drilling contractors in the world with an offshore fleet of 77 rigs, including two drill ships, 11 semi-submersible rigs, 35 jack-up rigs, and 29 tender-assist, barge and platform rigs. Six of these rigs are recently constructed and capable of operating in water depths of 5,000 feet or more.

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