SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0104
Estimated average burden
hours per response: 0.5
1. Name and Address of Reporting Person*
Strategic Value Partners, LLC

(Last) (First) (Middle)
100 WEST PUTNAM AVENUE

(Street)
GREENWICH CT 06830

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
01/01/2020
3. Issuer Name and Ticker or Trading Symbol
PACIFIC DRILLING S.A. [ PACD ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Shares, $0.01 par value 6,204,597 I See footnotes(1)(2)(3)
Common Shares, $0.01 par value 5,641,911 I See footnote(1)(2)(4)
Common Shares, $0.01 par value 5,488,433 I See footnote(1)(2)(5)
Common Shares, $0.01 par value 2,651,578 I See footnote(1)(2)(6)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
Strategic Value Partners, LLC

(Last) (First) (Middle)
100 WEST PUTNAM AVENUE

(Street)
GREENWICH CT 06830

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
SVP Special Situations III LLC

(Last) (First) (Middle)
C/O STRATEGIC VALUE PARTNERS LLC
100 WEST PUTNAM AVENUE

(Street)
GREENWICH CT 06830

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
SVP Special Situations IV LLC

(Last) (First) (Middle)
C/O STRATEGIC VALUE PARTNERS LLC
100 WEST PUTNAM AVENUE

(Street)
GREENWICH CT 06830

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
SVP Special Situations III-A LLC

(Last) (First) (Middle)
C/O STRATEGIC VALUE PARTNERS LLC
100 WEST PUTNAM AVENUE

(Street)
GREENWICH CT 06830

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Khosla Victor

(Last) (First) (Middle)
C/O STRATEGIC VALUE PARTNERS LLC
100 WEST PUTNAM AVENUE

(Street)
GREENWICH CT 06830

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. The reported securities are held directly by Rathgar, S.a.r.l., Yellow Sapphire, S.a.r.l., Queens Gate, S.a.r.l. and Kings Forest, S.a.r.l. (together, the "Funds") and may be deemed to be held indirectly by Strategic Value Partners, LLC ("Strategic Value Partners"), SVP Special Situations III LLC ("Special Situations III"), SVP Special Situations IV LLC ("Special Situations IV") and SVP Special Situations III-A LLC ("Special Situations III-A"), each as an investment manager, and Victor Khosla ("Mr. Khosla" and, together with Strategic Value Partners, Special Situations III, Special Situations IV, and Special Situations III-A, the "Reporting Persons"), as the sole member of Midwood Holdings, LLC, the managing member of Strategic Value Partners, in each case as described below.
2. The filing of this Form 3 shall not be construed as an admission that the Reporting Persons or the Funds are or were for the purposes of Section 16(a) of the Securities Exchange Act of 1934, as amended, or otherwise the beneficial owners of any securities of Pacific Drilling S.A. The Reporting Persons and the Funds disclaim such beneficial ownership, except to the extent of their pecuniary interest.
3. Held directly by Rathgar, S.a.r.l., a Luxembourg limited liability company. Special Situations IV is the investment manager of, and exercises discretion over Strategic Value Special Situations Master Fund IV, LP, a Cayman Islands exempted limited partnership, which has an ownership interest in Ranelagh, S.a.r.l., a Luxembourg limited liability company, which has an ownership interest in Rathgar, S.a.r.l. Strategic Value Partners is the managing member of Special Situations IV. Strategic Value Partners and Special Situations IV are both indirectly majority owned and controlled by Mr. Khosla.
4. Held directly by Yellow Sapphire, S.a.r.l., a Luxembourg limited liability company. Special Situations III is the investment manager of, and exercises investment discretion over Strategic Value Special Situations Master Fund III, LP, a Cayman Islands exempted limited partnership, which has an ownership interest in Blue Sapphire, S.a.r.l., a Luxembourg limited liability company, which has an ownership interest in Yellow Sapphire, S.a.r.l. Strategic Value Partners is the managing member of Special Situations III. Strategic Value Partners and Special Situations III are both indirectly majority owned and controlled by Mr. Khosla.
5. Held directly by Queens Gate, S.a.r.l., a Luxembourg limited liability company. Strategic Value Partners is the investment manager of, and exercises investment discretion over Strategic Value Master Fund, Ltd., a Cayman Islands exempted company, which has an ownership interest in Field Point (Europe) II, LLC, a Delaware limited liability company, which has an ownership interest in Field Point IV, S.a.r.l., a Luxembourg limited liability company, which has an ownership interest in Queens Gate, S.a.r.l. Strategic Value Partners is indirectly majority owned and controlled by Mr. Khosla.
6. Held directly by Kings Forest, S.a.r.l., a Luxembourg limited liability company. Special Situations III-A is the investment manager of, and exercises investment discretion over Strategic Value Opportunities Fund, LP, a Cayman Islands exempted limited partnership, which has an ownership interest in Kings Valley, S.a.r.l., a Luxembourg limited liability company, which has an ownership interest in Kings Forest, S.a.r.l. Strategic Value Partners is the managing member of Special Situations III-A. Strategic Value Partners and Special Situations III-A are both indirectly majority owned and controlled by Mr. Khosla.
See Signatures on Exhibit 99.1 01/02/2020
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.