8-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of report (date of earliest event reported): May 01, 2019

 

 

NOBLE CORPORATION plc

(Exact name of registrant as specified in its charter)

 

 

 

England and Wales   001-36211   98-0619597

(State or other jurisdiction

of incorporation)

 

(Commission

file number)

 

(I.R.S. employer

identification no.)

 

10 Brook Street, London, England   W1S1BG
(Address of principal executive offices)   (Zip code)

Registrant’s telephone number, including area code: +44 20 3300 2300

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading symbol(s)

 

Name of each exchange on which registered

Shares, Nominal Value $0.01 per Share   NE   New York Stock Exchange

 

 

 


Item 2.02.    Results of Operations and Financial Condition.

On May 1, 2019, Noble Corporation plc (the “Company”) issued a press release announcing its condensed consolidated financial results for the quarter ended March 31, 2019. A copy of such press release is included as Exhibit 99.1 and will be published in the “Investor Relations” area on the Company’s web site at http://www.noblecorp.com.

Pursuant to the rules and regulations of the Securities and Exchange Commission, the press release is being furnished and shall not be deemed to be “filed” under the Securities Exchange Act of 1934.

Item 9.01.    Financial Statements and Exhibits.

(d)    Exhibits

 

Exhibit 99.1    Press Release issued by Noble Corporation plc dated May 1, 2019.

 

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

    NOBLE CORPORATION plc
Date: May 1, 2019     By:   /s/ Adam C. Peakes
          Adam C. Peakes
          Senior Vice President and Chief Financial Officer

 

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EX-99.1

Exhibit 99.1

 

Noble Corporation plc

10 Brook Street

London W1S 1BG

England

 

  

LOGO

 

PRESS RELEASE

NOBLE CORPORATION PLC REPORTS

FIRST QUARTER 2019 RESULTS

HIGHLIGHTS AND RECENT ACCOMPLISHMENTS:

 

   

Total fleet utilization continues to rise

 

   

Purchase of Noble Joe Knight builds on opportunity for fleet expansion

 

   

Noble Don Taylor awarded one-year contract in Guyana

 

   

Contract extension into 2020 for Noble Clyde Boudreaux

 

   

Contract extensions awarded to Noble Sam Hartley and Noble Joe Beall

 

   

Noble Sam Croft commences contract following reactivation project

LONDON, May 1, 2019 – Noble Corporation plc (NYSE: NE, the Company) today reported a net loss attributable to the Company for the three months ended March 31, 2019 (first quarter) of $71 million, or $0.29 per diluted share, of which $4 million, or $0.02 per diluted share related to discontinued operations.

The Company’s net loss from continuing operations attributable to Noble Corporation plc for the first quarter of 2019 was $67 million, or $0.27 per diluted share, on total revenues of $283 million. Results for the first quarter included an after-tax gain of $25 million, or $0.10 per diluted share, resulting from the early extinguishment of debt as a result of a successful tender offer for Senior Notes. Excluding the impact of the gain from early debt extinguishment, the Company would have reported a net loss from continuing operations attributable to Noble Corporation plc of $92 million, or $0.37 per diluted share.

“We are encouraged by our strong start to 2019 and the continued evidence of steady industry improvement,” said Julie J. Robertson, Chairman, President and Chief Executive of Noble Corporation plc. “Following the completion of timely reactivation programs, we have returned four floating units and one jackup to active service over the past seven months, including the drillship Noble Sam Croft during the first quarter of 2019. These cost-effective rig reactivations, coupled with the excellent regional positioning of our global fleet, were instrumental in driving higher total marketed fleet utilization in the

 

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first quarter, to 87 percent compared to only 57 percent for the same quarter in 2018. In addition, our fleet operating days continue to trend favorably, and operational execution remains outstanding with total fleet uptime in the first quarter of 97.8 percent.”

Contract drilling services revenues for the first quarter of 2019 totaled $271 million compared to $292 million in the fourth quarter of 2018. The seven percent decline was largely attributable to a reduction in average dayrates in the floating rig fleet, to $236,700 compared to $267,700 in the fourth quarter of 2018. The fourth quarter 2018 retirement of the standard duty jackup rig Noble Gene House and fewer calendar days in the first quarter also contributed to the revenue decline. Total fleet utilization in the first quarter improved to 76 percent compared to 75 percent in the fourth quarter of 2018 and 47 percent in the first quarter of 2018. The first quarter 2019 improvement was driven by modestly higher operating days in the floating rig fleet.

Contract drilling services costs for the first quarter of 2019 were $172 million compared to $179 million in the fourth quarter of 2018. The four percent decline was due primarily to recent rig retirements, reduced repair and maintenance expenses and lower costs associated with operations support and rig mobilizations. Partially offsetting these items were costs associated with higher floating rig activity. Contract drilling services margin declined to 37 percent in the first quarter compared to 39 percent in the fourth quarter of 2018, due mainly to reduced revenues from the drillship Noble Don Taylor following the conclusion in February of a legacy contract.

Operating Highlights

Utilization of the Company’s floating rig fleet, consisting of eight drillships and four semisubmersibles, improved to 60 percent in the first quarter of 2019, compared to 56 percent and 37 percent in the fourth and first quarters of 2018, respectively. When measured as marketed utilization, which excludes three cold stacked units, utilization in the quarter was 80 percent as compared to 75 percent and 57 percent during the same periods in 2018. A five percent improvement in fleet operating days in the first quarter was driven primarily by increased activity for the drillships Noble Tom Madden and Noble Sam Croft, with both rigs active during the first quarter following the completion of reactivation projects during the fourth quarter of 2018 and first quarter of 2019, respectively. Seven of the Company’s eight drillships are currently contracted, with six of these drillships now contractually committed into or beyond 2020. This includes recent commercial successes for the Noble Don Taylor, which received a contract extension for work in the U.S. Gulf of Mexico, followed by a one-year contract award for drilling services offshore Guyana. The rig, which is expected to remain under contract into the

 

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second half of 2020, will join the Noble Bob Douglas and Noble Tom Madden offshore Guyana, where Noble is the leading provider of contract drilling services in what continues to be one of the industry’s most opportunity-rich offshore basins. Among the Company’s four semisubmersibles, the Noble Clyde Boudreaux continues a drilling program offshore Myanmar, which has recently been extended following the expansion of the project’s scope. The rig is now expected to be under contract through the first quarter of 2020. At March 31, 2019, 53 percent of the available floating rig days remaining in 2019 were under contract compared to 49 percent at the beginning of the year. The measure improves to 57 percent with the addition of the recent contract extension and award for the Noble Don Taylor since the end of the first quarter.

Utilization in the first quarter of the Company’s 11 active jackups was 93 percent compared to 94 percent and 56 percent in the fourth and first quarters of 2018, respectively. Operating days in the first quarter declined 11 percent compared to the fourth quarter of 2018, or three percent when adjusted for the fourth quarter 2018 retirement of the Noble Gene House. The decline was primarily due to idle time on the Noble Tom Prosser, which spent the quarter completing a regulatory program and transitioning to a new contract assignment offshore Australia that commenced in March. These idle days were partially offset by a full quarter of operations on the Noble Sam Hartley. During the first quarter, the recently acquired newbuild jackup Noble Johnny Whitstine completed a mobilization to the Middle East and commenced a three-year contract offshore Saudi Arabia in mid-April. Also, the newbuild jackup Noble Joe Knight, purchased during the first quarter of 2019, is in a shipyard in Singapore completing final commissioning and client-requested upgrades. The rig remains on schedule to commence a three-year contract offshore Saudi Arabia by the end of the third quarter 2019. Finally, in April, contract extensions were awarded to the Noble Sam Hartley and Noble Joe Beall, keeping the rigs employed into April 2020 and December 2019, respectively. At March 31, 2019, 75 percent of the available jackup rig days remaining in 2019 were under contract, improving to 81 percent with the addition of the recent extensions.

Backlog, Capital and Balance Sheet

The Company’s contract backlog totaled $2.3 billion at March 31, 2019, including an estimated $1.4 billion contributed by the floating rig fleet and $900 million by the jackup rig fleet. Approximately 64 percent of the available days remaining in 2019 are committed to contracts across the Company’s fleet of 25 rigs. The backlog figure and days committed to contracts exclude the recently awarded contract extension and one-year award for the Noble Don Taylor and extensions for the Noble Sam Hartley and Noble Joe Beall.

 

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Capital expenditures in the first quarter of 2019 totaled $83 million, consisting of $8 million of sustaining capital, $41 million for major projects, reactivations and subsea equipment, $30 million devoted to the February 2019 purchase of the Noble Joe Knight, and $4 million in capitalized interest. The Company continues to expect capital expenditures in 2019 to total approximately $250 million, excluding the $54 million seller-financed portion of the Noble Joe Knight purchase price.

During the first quarter, the Company completed cash tender offers for certain Senior Notes outstanding, resulting in the purchase of $441 million aggregate principal amount of Notes for $400 million, plus accrued interest. The Company utilized cash on hand and borrowings of $300 million against its 2015 credit facility to complete the cash tender transaction. In addition to modestly reducing debt maturities up to 2025 through the repurchase of the Senior Notes at a discount, the transaction is expected to reduce annual interest expense by approximately $10 million. At March 31, 2019, the Company reported cash and cash equivalents of $187 million, with $350 million outstanding under its revolving credit facilities, and total debt of just under $3.9 billion.

Outlook

Concluding, Ms. Robertson noted, “At the close of the first quarter of 2019, utilization of the offshore industry’s floating fleet, as measured by marketed contracted units, reached 80 percent for the first time since September 2015. Customer needs for floating rig capacity are becoming more numerous, with an increasing number of opportunities requiring primary terms of one or more years. These favorable developments, together with continuing improvement across the global jackup rig fleet, further supports the argument for a gradual, broadening industry recovery.”

A Non-GAAP supporting schedule is included with the statements and schedules attached to this press release and can also be found at www.noblecorp.com. It provides a reconciliation for revenues, net loss, income tax and diluted earnings per share for the first quarter 2019, and fourth and first quarters of 2018.

About Noble Corporation plc

Noble is a leading offshore drilling contractor for the oil and gas industry. The Company owns and operates one of the most modern, versatile and technically advanced fleets in the offshore drilling

 

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industry. Noble performs, through its subsidiaries, contract drilling services with a fleet of 25 offshore drilling units, consisting of 12 drillships and semisubmersibles and 13 jackups, focused largely on ultra-deepwater and high-specification jackup drilling opportunities in both established and emerging regions worldwide. Noble is a public limited company registered in England and Wales with company number 08354954 and registered office at 10 Brook Street, London, W1S 1BG England. Additional information on Noble is available at www.noblecorp.com.

Forward-looking Disclosure Statement

Statements regarding contract backlog, future earnings, costs, expense management, revenue, rig demand, fleet condition, operational or financial performance, shareholder value, contract commitments, dayrates, contract commencements, contract extensions, renewals or renegotiations, rig reactivations, shipyard risks and timing of shipyard deliveries, delays in mobilization of rigs, letters of intent or award, industry fundamentals, customer relationships and requirements, strategic initiatives, future performance, growth opportunities, the offshore drilling market, market outlook, capital allocation strategies, our financial position, business strategy, taxes and tax rates, liquidity, competitive position, capital expenditures, financial flexibility, debt levels, debt repayment, the outcome of any dispute, litigation, audit or investigation, as well as any other statements that are not historical facts in this release, are forward-looking statements that involve certain risks, uncertainties and assumptions. These include but are not limited to operating hazards and delays, risks associated with operations outside of the U.S., actions or claims by regulatory authorities, customers and other third parties, legislation and regulations affecting drilling operations, compliance with regulatory requirements, factors affecting the level of activity in the oil and gas industry, supply and demand of drilling rigs, factors affecting the duration of contracts, the actual amount of downtime, factors that reduce applicable dayrates, violations of anti-corruption laws, hurricanes and other weather conditions, market conditions, the future price of oil and gas and other factors detailed in the Company’s most recent Form 10-K, Form 10-Q’s and other filings with the Securities and Exchange Commission. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those indicated.

 

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Conference Call

Noble has scheduled a conference call and webcast related to its first quarter 2019 results on Thursday, May 2, 2019, at 8:00 a.m. U.S. Central Daylight Time. Interested parties are invited to listen to the call by dialing 1-833-245-9653, or internationally 1-647-689-4225, using access code: 7183887, or by asking for the Noble Corporation plc conference call. Interested parties may also listen over the Internet through a link posted in the Investor Relations section of the Company’s Website.

A replay of the conference call will be available on Thursday, May 2, 2019, beginning at 11:00 a.m. U.S. Central Daylight Time, through Saturday, June 1, 2019, ending at 11:00 p.m. U.S. Central Daylight Time. The phone number for the conference call replay is 1-800-585-8367 or, for calls from outside of the U.S., 1-416-621-4642, using access code: 7183887. The replay will also be available on the Company’s Website following the end of the live call.

For additional information, contact:

Jeffrey L. Chastain,

Vice President – Investor Relations and Corporate Communications,

Noble Drilling Services Inc., 281-276-6383, or at jlchastain@noblecorp.com

 

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NOBLE CORPORATION PLC AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share amounts)

(Unaudited)

 

     Three Months Ended
March 31,
 
     2019     2018  

Operating revenues

    

Contract drilling services

   $ 270,501     $ 229,106  

Reimbursables and other

     12,387       6,051  
  

 

 

   

 

 

 
     282,888       235,157  
  

 

 

   

 

 

 

Operating costs and expenses

    

Contract drilling services

     171,728       136,849  

Reimbursables

     9,395       4,350  

Depreciation and amortization

     109,578       128,755  

General and administrative

     15,999       22,083  
  

 

 

   

 

 

 
     306,700       292,037  
  

 

 

   

 

 

 

Operating loss

     (23,812     (56,880

Other income (expense)

    

Interest expense, net of amounts capitalized

     (70,244     (76,015

Gain (loss) on extinguishment of debt, net

     31,266       (8,768

Interest income and other, net

     2,506       1,339  
  

 

 

   

 

 

 

Loss from continuing operations before income taxes

     (60,284     (140,324

Income tax provision

     (2,865     (2,996
  

 

 

   

 

 

 

Net loss from continuing operations

     (63,149     (143,320

Net loss from discontinued operations, net of tax

     (3,821     —    
  

 

 

   

 

 

 

Net loss

     (66,970     (143,320

Net (income) loss attributable to noncontrolling interests

     (3,919     986  
  

 

 

   

 

 

 

Net loss attributable to Noble Corporation plc

   $ (70,889   $ (142,334
  

 

 

   

 

 

 

Net loss attributable to Noble Corporation plc

    

Net loss from continuing operations

   $ (67,068   $ (142,334

Net loss from discontinued operations, net of tax

     (3,821     —    
  

 

 

   

 

 

 

Net loss attributable to Noble Corporation plc

   $ (70,889   $ (142,334
  

 

 

   

 

 

 

Per share data

    

Basic:

    

Loss from continuing operations

   $ (0.27   $ (0.58

Loss from discontinued operations

     (0.02     —    
  

 

 

   

 

 

 

Net loss attributable to Noble Corporation plc

   $ (0.29   $ (0.58
  

 

 

   

 

 

 

Diluted:

    

Loss from continuing operations

   $ (0.27   $ (0.58

Loss from discontinued operations

     (0.02     —    
  

 

 

   

 

 

 

Net loss attributable to Noble Corporation plc

   $ (0.29   $ (0.58
  

 

 

   

 

 

 


NOBLE CORPORATION PLC AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands)

(Unaudited)

 

     March 31,
2019
    December 31,
2018
 
ASSETS

 

Current assets

    

Cash and cash equivalents

   $ 187,093     $ 375,232  

Accounts receivable, net

     211,729       200,722  

Prepaid expenses and other current assets

     62,288       83,102  
  

 

 

   

 

 

 

Total current assets

     461,110       659,056  
  

 

 

   

 

 

 

Property and equipment, at cost

     11,017,281       10,956,412  

Accumulated depreciation

     (2,510,699     (2,475,694
  

 

 

   

 

 

 

Property and equipment, net

     8,506,582       8,480,718  
  

 

 

   

 

 

 

Other assets

     148,622       125,149  
  

 

 

   

 

 

 

Total assets

   $ 9,116,314     $ 9,264,923  
  

 

 

   

 

 

 
LIABILITIES AND EQUITY

 

Current liabilities

    

Current maturities of long-term debt

   $ 300,000     $ —    

Accounts payable

     111,044       125,557  

Accrued payroll and related costs

     34,867       50,284  

Other current liabilities

     149,721       189,616  
  

 

 

   

 

 

 

Total current liabilities

     595,632       365,457  
  

 

 

   

 

 

 

Long-term debt

     3,550,791       3,877,402  

Other liabilities

     386,083       367,490  
  

 

 

   

 

 

 

Total liabilities

     4,532,506       4,610,349  
  

 

 

   

 

 

 

Commitments and contingencies

    

Equity

    

Total shareholders’ equity

     4,183,506       4,253,171  

Noncontrolling interests

     400,302       401,403  
  

 

 

   

 

 

 

Total equity

     4,583,808       4,654,574  
  

 

 

   

 

 

 

Total liabilities and equity

   $ 9,116,314     $ 9,264,923  
  

 

 

   

 

 

 


NOBLE CORPORATION PLC AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

(Unaudited)

 

     Three Months Ended
March 31,
 
     2019     2018  

Cash flows from operating activities

    

Net loss

   $ (66,970   $ (143,320

Adjustments to reconcile net loss to net cash flow from operating activities:

    

Depreciation and amortization

     109,578       128,755  

(Gain) loss on extinguishment of debt, net

     (31,266     8,768  

Changes in components of working capital:

    

Change in taxes receivable

     4,204       84,486  

Net changes in other operating assets and liabilities

     (56,321     (23,776
  

 

 

   

 

 

 

Net cash provided by (used in) operating activities

     (40,775     54,913  
  

 

 

   

 

 

 

Cash flows from investing activities

    

Capital expenditures

     (96,793     (33,816

Proceeds from disposal of assets, net

     7,930       117  
  

 

 

   

 

 

 

Net cash used in investing activities

     (88,863     (33,699
  

 

 

   

 

 

 

Cash flows from financing activities

    

Issuance of senior notes

     —         750,000  

Borrowings on credit facilities

     350,000       —    

Repayments of debt

     (400,000     (952,209

Debt issuance costs

     (90     (14,184

Dividends paid to noncontrolling interests

     (5,020     (2,667

Taxes withheld on employee stock transactions

     (2,763     (3,305
  

 

 

   

 

 

 

Net cash used in financing activities

     (57,873     (222,365
  

 

 

   

 

 

 

Net decrease in cash, cash equivalents and restricted cash

     (187,511     (201,151

Cash, cash equivalents and restricted cash, beginning of period

     375,907       662,829  
  

 

 

   

 

 

 

Cash, cash equivalents and restricted cash, end of period

   $ 188,396     $ 461,678  
  

 

 

   

 

 

 


NOBLE CORPORATION PLC AND SUBSIDIARIES

FINANCIAL AND OPERATIONAL INFORMATION BY SEGMENT

(In thousands, except operating statistics)

(Unaudited)

 

     Three Months Ended March 31,     Three Months Ended December 31,  
     2019     2018     2018  
     Contract
Drilling
Services
    Other     Total     Contract
Drilling
Services
    Other     Total     Contract
Drilling
Services
    Other     Total  

Operating revenues

                  

Contract drilling services

   $ 270,501     $ —       $ 270,501     $ 229,106     $ —       $ 229,106     $ 292,049     $ —       $ 292,049  

Reimbursables and other

     12,387       —         12,387       6,051       —         6,051       17,843       —         17,843  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 
   $ 282,888     $ —       $ 282,888     $ 235,157     $ —       $ 235,157     $ 309,892     $ —       $ 309,892  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Operating costs and expenses

                  

Contract drilling services

   $ 171,728     $ —       $ 171,728     $ 136,849     $ —       $ 136,849     $ 178,666     $ —       $ 178,666  

Reimbursables

     9,395       —         9,395       4,350       —         4,350       14,761       —         14,761  

Depreciation and amortization

     106,086       3,492       109,578       123,215       5,540       128,755       110,372       3,854       114,226  

General and administrative

     15,999       —         15,999       22,083       —         22,083       14,694       —         14,694  

Loss on impairment

     —         —         —         —         —         —         9,290       —         9,290  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 
   $ 303,208     $ 3,492     $ 306,700     $ 286,497     $ 5,540     $ 292,037     $ 327,783     $ 3,854     $ 331,637  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Operating loss

   $ (20,320   $ (3,492   $ (23,812   $ (51,340   $ (5,540   $ (56,880   $ (17,891   $ (3,854   $ (21,745

Operating statistics

                  
Jackups:                   

Average Rig Utilization

     93         56         94    

Operating Days

     923           706           1,037      

Average Dayrate

   $ 127,150         $ 153,662         $ 121,949      
Floaters:                   

Average Rig Utilization

     60         37         56    

Operating Days

     647           465           619      

Average Dayrate

   $ 236,715         $ 259,326         $ 267,737      
Total:                   

Average Rig Utilization

     76         47         75    

Operating Days

     1,570           1,171           1,655      

Average Dayrate

   $ 172,305         $ 195,633         $ 176,443      


NOBLE CORPORATION PLC AND SUBSIDIARIES

CALCULATION OF BASIC AND DILUTED NET INCOME/(LOSS) PER SHARE

(In thousands, except per share amounts)

(Unaudited)

The following table presents the computation of basic and diluted loss per share:

 

     Three Months Ended
March 31,
 
     2019     2018  

Numerator:

    

Basic

    

Net loss from continuing operations

   $ (67,068   $ (142,334

Net loss from discontinued operations, net of tax

     (3,821     —    
  

 

 

   

 

 

 

Net loss attributable to Noble Corporation plc

   $ (70,889   $ (142,334
  

 

 

   

 

 

 

Diluted

    

Net loss from continuing operations

   $ (67,068   $ (142,334

Net loss from discontinued operations, net of tax

     (3,821     —    
  

 

 

   

 

 

 

Net loss attributable to Noble Corporation plc

   $ (70,889   $ (142,334
  

 

 

   

 

 

 

Denominator:

    

Weighted average shares outstanding - basic

     248,251       246,175  

Weighted average shares outstanding - diluted

     248,251       246,175  

Loss per share

    

Basic:

    

Loss from continuing operations

   $ (0.27   $ (0.58

Loss from discontinued operations

     (0.02     —    
  

 

 

   

 

 

 

Net loss attributable to Noble Corporation plc

   $ (0.29   $ (0.58
  

 

 

   

 

 

 

Diluted:

    

Loss from continuing operations

   $ (0.27   $ (0.58

Loss from discontinued operations

     (0.02     —    
  

 

 

   

 

 

 

Net loss attributable to Noble Corporation plc

   $ (0.29   $ (0.58
  

 

 

   

 

 

 


NOBLE CORPORATION PLC AND SUBSIDIARIES

NON-GAAP RECONCILIATION

Certain non-GAAP performance measures and corresponding reconciliations to GAAP financial measures for the Company have been provided for meaningful comparisons between current results and prior operating periods. Generally, a non-GAAP financial measure is a numerical measure of a company’s performance, financial position, or cash flows that excludes or includes amounts that are not normally included or excluded in the most directly comparable measure calculated and presented in accordance with generally accepted accounting principles. In order to fully assess the financial operating results, management believes that the results of operations, adjusted to exclude the following items, which are included in the Company’s press release issued on May 1, 2019, and discussed in the related conference call on May 2, 2019, are appropriate measures of the continuing and normal operations of the Company:

 

  (i)

In the first quarter of 2019, a gain on debt extinguishment;

 

  (ii)

In the first and fourth quarter of 2018, a loss and gain on debt extinguishment, respectively; and

 

  (iii)

In the fourth quarter of 2018, an impairment of two of our rigs.

These non-GAAP adjusted measures should be considered in addition to, and not as a substitute for, or superior to, contract drilling revenue, contract drilling cost, contract drilling margin, average daily revenue, operating income, cash flows from operations, or other measures of financial performance prepared in accordance with GAAP. Please see the following non-GAAP Financial Measures and Reconciliations for a complete description of the adjustments.


NOBLE CORPORATION PLC AND SUBSIDIARIES

NON-GAAP RECONCILIATION

(In thousands, except per share amounts)

(Unaudited)

 

Reconciliation of Income Tax Benefit (Provision)    Three Months Ended
March 31,
    Three Months Ended
December 31,
 
     2019     2018     2018  

Income tax benefit (provision)

   $ (2,865   $ (2,996   $ 56,307  

Adjustments

      

Gain (loss) on debt extinguishment

     6,566       (1,841     1,442  

Discrete tax items

     —         —         (60,568
  

 

 

   

 

 

   

 

 

 

Total Adjustments

     6,566       (1,841     (59,126
  

 

 

   

 

 

   

 

 

 

Adjusted income tax benefit (provision)

   $ 3,701     $ (4,837   $ (2,819
  

 

 

   

 

 

   

 

 

 
Reconciliation of Net Loss Attributable to Noble Corporation plc    Three Months Ended
March 31,
    Three Months Ended
December 31,
 
     2019     2018     2018  

Net loss attributable to Noble Corporation plc

   $ (70,889   $ (142,334   $ (33,062

Adjustments

      

Loss on impairment

     —         —         9,290  

(Gain) loss on debt extinguishment

     (24,700     6,927       (5,424

Discrete tax items

     —         —         (60,568
  

 

 

   

 

 

   

 

 

 

Total Adjustments

     (24,700     6,927       (56,702
  

 

 

   

 

 

   

 

 

 

Adjusted net loss attributable to Noble Corporation plc

   $ (95,589   $ (135,407   $ (89,764
  

 

 

   

 

 

   

 

 

 
Reconciliation of Diluted EPS Attributable to Noble Corporation plc    Three Months Ended
March 31,
    Three Months Ended
December 31,
 
     2019     2018     2018  

Unadjusted diluted EPS attributable to Noble Corporation plc

   $ (0.29   $ (0.58   $ (0.13

Adjustments

      

Loss on impairments

     —         —         0.04  

(Gain) loss on debt extinguishment

     (0.10     0.03       (0.02

Discrete tax items

     —         —         (0.25
  

 

 

   

 

 

   

 

 

 

Total Adjustments

     (0.10     0.03       (0.23
  

 

 

   

 

 

   

 

 

 

Adjusted diluted EPS attributable to Noble Corporation plc

   $ (0.39   $ (0.55   $ (0.36