Cover Page
Cover Page - shares | 3 Months Ended | |
Mar. 31, 2020 | May 05, 2020 | |
Entity Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2020 | |
Document Transition Report | false | |
Entity File Number | 001-36211 | |
Entity Registrant Name | Noble Corporation plc | |
Entity Incorporation, State or Country Code | X0 | |
Entity Tax Identification Number | 98-0619597 | |
Entity Address, Address Line One | 10 Brook Street | |
Entity Address, City or Town | London | |
Entity Address, Country | GB | |
Entity Address, Postal Zip Code | W1S1BG | |
Country Region | +44 | |
City Area Code | 20 | |
Local Phone Number | 3300 2300 | |
Title of 12(b) Security | Ordinary Shares | |
Trading Symbol | NE | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 250,952,965 | |
Entity Central Index Key | 0001458891 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false | |
Noble Corp | ||
Entity Information [Line Items] | ||
Entity File Number | 001-31306 | |
Entity Registrant Name | Noble Corporation | |
Entity Incorporation, State or Country Code | E9 | |
Entity Tax Identification Number | 98-0366361 | |
Entity Address, Address Line One | Suite 3D Landmark Square, 64 Earth Close | |
Entity Address, Address Line Two | P.O. Box 31327 George Town | |
Entity Address, City or Town | Grand Cayman | |
Entity Address, Country | KY | |
Entity Address, Postal Zip Code | KY1-1206 | |
City Area Code | 345 | |
Local Phone Number | 938-0293 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Common Stock, Shares Outstanding | 261,245,693 | |
Entity Central Index Key | 0001169055 | |
No Trading Symbol | false |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Current assets | ||
Cash and cash equivalents | $ 175,927 | $ 104,621 |
Accounts receivable, net | 208,817 | 198,665 |
Taxes receivable | 192,683 | 59,771 |
Prepaid expenses and other current assets | 43,886 | 59,050 |
Total current assets | 621,313 | 422,107 |
Property and equipment, at cost | 8,692,837 | 10,306,625 |
Accumulated depreciation | (2,157,499) | (2,572,701) |
Property and equipment, net | 6,535,338 | 7,733,924 |
Other assets | 104,448 | 128,467 |
Total assets | 7,261,099 | 8,284,498 |
Current liabilities | ||
Current maturities of long-term debt | 260,958 | 62,505 |
Accounts payable | 87,871 | 108,208 |
Accrued payroll and related costs | 40,265 | 56,056 |
Taxes payable | 27,047 | 30,715 |
Interest payable | 62,467 | 88,047 |
Other current liabilities | 180,997 | 171,397 |
Total current liabilities | 659,605 | 516,928 |
Long-term debt | 3,692,479 | 3,779,499 |
Deferred income taxes | 71,222 | 68,201 |
Other liabilities | 241,261 | 260,898 |
Total liabilities | 4,664,567 | 4,625,526 |
Commitments and contingencies (Note 13) | ||
Shareholders’ equity | ||
Common stock | 2,509 | 2,492 |
Additional paid-in capital | 808,881 | 807,093 |
Retained earnings | 1,845,099 | 2,907,776 |
Accumulated other comprehensive loss | (59,957) | (58,389) |
Total shareholders’ equity | 2,596,532 | 3,658,972 |
Total liabilities and equity | 7,261,099 | 8,284,498 |
Noble Corp | ||
Current assets | ||
Cash and cash equivalents | 175,891 | 104,575 |
Accounts receivable, net | 208,817 | 198,665 |
Taxes receivable | 192,683 | 59,771 |
Prepaid expenses and other current assets | 43,223 | 57,890 |
Total current assets | 620,614 | 420,901 |
Property and equipment, at cost | 8,692,837 | 10,306,625 |
Accumulated depreciation | (2,157,499) | (2,572,701) |
Property and equipment, net | 6,535,338 | 7,733,924 |
Other assets | 104,448 | 128,467 |
Total assets | 7,260,400 | 8,283,292 |
Current liabilities | ||
Current maturities of long-term debt | 260,958 | 62,505 |
Accounts payable | 87,455 | 107,985 |
Accrued payroll and related costs | 40,226 | 56,065 |
Taxes payable | 27,047 | 30,715 |
Interest payable | 62,467 | 88,047 |
Other current liabilities | 80,997 | 71,397 |
Total current liabilities | 559,150 | 416,714 |
Long-term debt | 3,692,479 | 3,779,499 |
Deferred income taxes | 71,222 | 68,201 |
Other liabilities | 241,261 | 260,898 |
Total liabilities | 4,564,112 | 4,525,312 |
Commitments and contingencies (Note 13) | ||
Shareholders’ equity | ||
Common stock | 26,125 | 26,125 |
Additional paid-in capital | 760,790 | 757,545 |
Retained earnings | 1,969,330 | 3,032,699 |
Accumulated other comprehensive loss | (59,957) | (58,389) |
Total shareholders’ equity | 2,696,288 | 3,757,980 |
Total liabilities and equity | $ 7,260,400 | $ 8,283,292 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares shares in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Ordinary shares, shares outstanding (in shares) | 250,952 | 249,200 |
Common stock, par value (usd per share) | $ 0.01 | $ 0.01 |
Noble Corp | ||
Ordinary shares, shares outstanding (in shares) | 261,246 | 261,246 |
Common stock, par value (usd per share) | $ 0.10 | $ 0.10 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Operating revenues | ||
Revenue from contract with customer | $ 281,311 | $ 282,888 |
Operating costs and expenses | ||
Depreciation and amortization | 103,681 | 109,578 |
General and administrative | 17,839 | 15,999 |
Loss on impairment | 1,119,517 | 0 |
Total operating costs and expenses | 1,413,866 | 306,700 |
Operating loss | (1,132,555) | (23,812) |
Other income (expense) | ||
Interest expense, net of amounts capitalized | (70,880) | (70,244) |
Gain on extinguishment of debt, net | 0 | 31,266 |
Interest income and other, net | (2,282) | 2,506 |
Loss from continuing operations before income taxes | (1,205,717) | (60,284) |
Income tax benefit (provision) | 143,040 | (2,865) |
Net loss from continuing operations | (1,062,677) | (63,149) |
Net loss from discontinued operations, net of tax | 0 | (3,821) |
Net loss | (1,062,677) | (66,970) |
Net income attributable to noncontrolling interests | 0 | (3,919) |
Net income (loss) attributable to parent | (1,062,677) | (70,889) |
Net loss from continuing operations | (1,062,677) | (67,068) |
Net loss from discontinued operations, net of tax | 0 | (3,821) |
Net income (loss) attributable to parent | $ (1,062,677) | $ (70,889) |
Basic: | ||
Loss from continuing operations (usd per share) | $ (4.25) | $ (0.27) |
Loss from discontinued operations (usd per share) | 0 | (0.02) |
Net loss attributable to shareholders (usd per share) | (4.25) | (0.29) |
Diluted: | ||
Loss from continuing operations (usd per share) | (4.25) | (0.27) |
Loss from discontinued operations (usd per share) | 0 | (0.02) |
Net loss attributable to shareholders (usd per share) | $ (4.25) | $ (0.29) |
Noble Corp | ||
Operating revenues | ||
Revenue from contract with customer | $ 281,311 | $ 282,888 |
Operating costs and expenses | ||
Depreciation and amortization | 103,109 | 108,772 |
General and administrative | 6,751 | 7,595 |
Loss on impairment | 1,119,517 | 0 |
Total operating costs and expenses | 1,401,902 | 296,624 |
Operating loss | (1,120,591) | (13,736) |
Other income (expense) | ||
Interest expense, net of amounts capitalized | (70,880) | (70,244) |
Gain on extinguishment of debt, net | 0 | 31,266 |
Interest income and other, net | (2,294) | 2,506 |
Loss from continuing operations before income taxes | (1,193,765) | (50,208) |
Income tax benefit (provision) | 143,040 | (2,865) |
Net loss from continuing operations | (1,050,725) | (53,073) |
Net loss from discontinued operations, net of tax | 0 | (3,821) |
Net loss | (1,050,725) | (56,894) |
Net income attributable to noncontrolling interests | 0 | (3,919) |
Net income (loss) attributable to parent | (1,050,725) | (60,813) |
Net income (loss) attributable to parent | (1,050,725) | (60,813) |
Contract drilling services | ||
Operating revenues | ||
Revenue from contract with customer | 267,364 | 270,501 |
Operating costs and expenses | ||
Cost of services | 161,145 | 171,728 |
Contract drilling services | Noble Corp | ||
Operating revenues | ||
Revenue from contract with customer | 267,364 | 270,501 |
Operating costs and expenses | ||
Cost of services | 160,841 | 170,862 |
Reimbursables and other | ||
Operating revenues | ||
Revenue from contract with customer | 13,947 | 12,387 |
Operating costs and expenses | ||
Cost of services | 11,684 | 9,395 |
Reimbursables and other | Noble Corp | ||
Operating revenues | ||
Revenue from contract with customer | 13,947 | 12,387 |
Operating costs and expenses | ||
Cost of services | $ 11,684 | $ 9,395 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Net loss | $ (1,062,677) | $ (66,970) |
Other comprehensive income (loss) | ||
Foreign currency translation adjustments | (2,136) | 508 |
Amortization of deferred pension plan amounts (net of tax provision of $150 and $145 for the three months ended March 31, 2020 and 2019, respectively.) | 568 | 550 |
Other comprehensive income (loss), net | (1,568) | 1,058 |
Net comprehensive income attributable to noncontrolling interests | 0 | (3,919) |
Comprehensive income (loss) attributable to the company | (1,064,245) | (69,831) |
Noble Corp | ||
Net loss | (1,050,725) | (56,894) |
Other comprehensive income (loss) | ||
Foreign currency translation adjustments | (2,136) | 508 |
Amortization of deferred pension plan amounts (net of tax provision of $150 and $145 for the three months ended March 31, 2020 and 2019, respectively.) | 568 | 550 |
Other comprehensive income (loss), net | (1,568) | 1,058 |
Net comprehensive income attributable to noncontrolling interests | 0 | (3,919) |
Comprehensive income (loss) attributable to the company | $ (1,052,293) | $ (59,755) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Comprehensive Income (Loss) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Amortization of deferred pension plan, tax provision | $ 150 | $ 145 |
Noble Corp | ||
Amortization of deferred pension plan, tax provision | $ 150 | $ 145 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Cash flows from operating activities | ||
Net loss | $ (1,062,677) | $ (66,970) |
Adjustments to reconcile net loss to net cash flow from operating activities: | ||
Depreciation and amortization | 103,681 | 109,578 |
Loss on impairment | 1,119,517 | 0 |
Gain on extinguishment of debt, net | 0 | (31,266) |
Deferred income taxes | 6,014 | 2,208 |
Amortization of share-based compensation | 3,245 | 2,952 |
Other costs, net | (3,195) | (3,264) |
Changes in components of working capital: | ||
Change in taxes receivable | (120,838) | 4,204 |
Net changes in other operating assets and liabilities | (46,557) | (58,217) |
Net cash provided by (used in) operating activities | (810) | (40,775) |
Cash flows from investing activities | ||
Capital expenditures | (36,461) | (96,793) |
Proceeds from disposal of assets, net | 0 | 7,930 |
Net cash used in investing activities | (36,461) | (88,863) |
Cash flows from financing activities | ||
Borrowings on credit facilities | 110,000 | 350,000 |
Repayments of senior notes | 0 | (400,000) |
Debt issuance costs | 0 | (90) |
Dividends paid to noncontrolling interests | 0 | (5,020) |
Cash paid to settle equity awards | (1,010) | 0 |
Taxes withheld on employee stock transactions | (413) | (2,763) |
Net cash provided by (used in) financing activities | 108,577 | (57,873) |
Net increase (decrease) in cash, cash equivalents and restricted cash | 71,306 | (187,511) |
Cash, cash equivalents and restricted cash, beginning of period | 105,924 | 375,907 |
Cash, cash equivalents and restricted cash, end of period | 177,230 | 188,396 |
Noble Corp | ||
Cash flows from operating activities | ||
Net loss | (1,050,725) | (56,894) |
Adjustments to reconcile net loss to net cash flow from operating activities: | ||
Depreciation and amortization | 103,109 | 108,772 |
Loss on impairment | 1,119,517 | 0 |
Gain on extinguishment of debt, net | 0 | (31,266) |
Deferred income taxes | 6,014 | 2,208 |
Amortization of share-based compensation | 3,245 | 2,940 |
Other costs, net | 1,427 | (3,264) |
Changes in components of working capital: | ||
Change in taxes receivable | (120,838) | 4,195 |
Net changes in other operating assets and liabilities | (51,328) | (57,373) |
Net cash provided by (used in) operating activities | 10,421 | (30,682) |
Cash flows from investing activities | ||
Capital expenditures | (36,461) | (96,793) |
Proceeds from disposal of assets, net | 0 | 7,930 |
Net cash used in investing activities | (36,461) | (88,863) |
Cash flows from financing activities | ||
Borrowings on credit facilities | 110,000 | 350,000 |
Repayments of senior notes | 0 | (400,000) |
Debt issuance costs | 0 | (90) |
Dividends paid to noncontrolling interests | 0 | (5,020) |
Distributions to parent company, net | (12,644) | (12,077) |
Net cash provided by (used in) financing activities | 97,356 | (67,187) |
Net increase (decrease) in cash, cash equivalents and restricted cash | 71,316 | (186,732) |
Cash, cash equivalents and restricted cash, beginning of period | 105,878 | 375,050 |
Cash, cash equivalents and restricted cash, end of period | $ 177,194 | $ 188,318 |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Equity - USD ($) shares in Thousands, $ in Thousands | Total | Noble Corp | Shares | SharesNoble Corp | Additional Paid-in Capital | Additional Paid-in CapitalNoble Corp | Retained Earnings | Retained EarningsNoble Corp | Accumulated Other Comprehensive Loss | Accumulated Other Comprehensive LossNoble Corp | Noncontrolling Interests | Noncontrolling InterestsNoble Corp |
Beginning balance (in shares) at Dec. 31, 2018 | 246,794 | 261,246 | ||||||||||
Beginning Balance at Dec. 31, 2018 | $ 4,654,574 | $ 4,653,468 | $ 2,468 | $ 26,125 | $ 699,409 | $ 647,082 | $ 3,608,366 | $ 3,635,930 | $ (57,072) | $ (57,072) | $ 401,403 | $ 401,403 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Distributions to parent company, net | (12,077) | (12,077) | ||||||||||
Amortization of share-based compensation | 2,952 | 2,952 | ||||||||||
Issuance of share-based compensation shares (in shares) | 2,356 | |||||||||||
Issuance of share-based compensation shares | 0 | $ 23 | (23) | |||||||||
Shares withheld for taxes on equity transactions | (2,786) | (2,786) | ||||||||||
Capital contribution by parent - share based compensation | 2,940 | 2,940 | ||||||||||
Net income (loss) | (66,970) | (56,894) | (70,889) | (60,813) | 3,919 | 3,919 | ||||||
Dividends paid to noncontrolling interests | (5,020) | (5,020) | (5,020) | (5,020) | ||||||||
Other comprehensive income (loss), net | 1,058 | 1,058 | 1,058 | 1,058 | ||||||||
Ending balance (in shares) at Mar. 31, 2019 | 249,150 | 261,246 | ||||||||||
Ending Balance at Mar. 31, 2019 | $ 4,583,808 | $ 4,583,475 | $ 2,491 | $ 26,125 | 699,552 | 650,022 | 3,537,477 | 3,563,040 | (56,014) | (56,014) | 400,302 | 400,302 |
Beginning balance (in shares) at Dec. 31, 2019 | 249,200 | 261,246 | 249,200 | 261,246 | ||||||||
Beginning Balance at Dec. 31, 2019 | $ 3,658,972 | $ 3,757,980 | $ 2,492 | $ 26,125 | 807,093 | 757,545 | 2,907,776 | 3,032,699 | (58,389) | (58,389) | 0 | 0 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Distributions to parent company, net | (12,644) | (12,644) | ||||||||||
Amortization of share-based compensation | 2,235 | 2,235 | ||||||||||
Issuance of share-based compensation shares (in shares) | 1,752 | |||||||||||
Issuance of share-based compensation shares | 0 | $ 17 | (17) | |||||||||
Shares withheld for taxes on equity transactions | (430) | (430) | ||||||||||
Capital contribution by parent - share based compensation | 3,245 | 3,245 | ||||||||||
Net income (loss) | (1,062,677) | (1,050,725) | (1,062,677) | (1,050,725) | ||||||||
Other comprehensive income (loss), net | $ (1,568) | $ (1,568) | (1,568) | (1,568) | ||||||||
Ending balance (in shares) at Mar. 31, 2020 | 250,952 | 261,246 | 250,952 | 261,246 | ||||||||
Ending Balance at Mar. 31, 2020 | $ 2,596,532 | $ 2,696,288 | $ 2,509 | $ 26,125 | $ 808,881 | $ 760,790 | $ 1,845,099 | $ 1,969,330 | $ (59,957) | $ (59,957) | $ 0 | $ 0 |
Organization and Basis of Prese
Organization and Basis of Presentation | 3 Months Ended |
Mar. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Basis of Presentation | Note 1— Organization and Basis of Presentation Noble Corporation plc, a public limited company incorporated under the laws of England and Wales (“Noble-UK”), is a leading offshore drilling contractor for the oil and gas industry. We provide contract drilling services to the international oil and gas industry with our global fleet of mobile offshore drilling units. As of March 31, 2020 , our fleet of 24 drilling rigs consisted of 12 floaters and 12 jackups. We report our contract drilling operations as a single reportable segment, Contract Drilling Services, which reflects how we manage our business. The mobile offshore drilling units comprising our offshore rig fleet operate in a global market for contract drilling services and are often redeployed to different regions due to changing demands of our customers, which consist primarily of large, integrated, independent and government-owned or controlled oil and gas companies throughout the world. Noble Corporation, a Cayman Islands company (“Noble-Cayman”), is an indirect, wholly-owned subsidiary of Noble-UK, our publicly-traded parent company. Noble-UK’s principal asset is all of the shares of Noble-Cayman. Noble-Cayman has no public equity outstanding. The condensed consolidated financial statements of Noble-UK include the accounts of Noble-Cayman, and Noble-UK conducts substantially all of its business through Noble-Cayman and its subsidiaries. The accompanying unaudited condensed consolidated financial statements of Noble-UK and Noble-Cayman have been prepared pursuant to the rules and regulations of the US Securities and Exchange Commission (“SEC”) as they pertain to Quarterly Reports on Form 10-Q. Accordingly, certain information and disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) have been condensed or omitted pursuant to such rules and regulations. The unaudited financial statements are prepared on a going concern basis and reflect all adjustments that are, in the opinion of management, necessary for a fair statement of the financial position and results of operations for the interim periods, on a basis consistent with the annual audited consolidated financial statements. All such adjustments are of a recurring nature. The December 31, 2019 Condensed Consolidated Balance Sheets presented herein are derived from the December 31, 2019 audited consolidated financial statements. These interim financial statements should be read in conjunction with the consolidated financial statements and notes included in our Annual Report on Form 10-K for the year ended December 31, 2019 , filed by both Noble-UK and Noble-Cayman. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year. Liquidity Concerns and Actions to Address Liquidity Needs; Going Concern The offshore drilling industry experienced a significant expansion from the early 2000s to the mid-2010s, during which time the Company constructed or rebuilt each rig in our current fleet and incurred a substantial amount of debt in connection therewith. Since that time, the industry has experienced a significant sustained reduction in oil prices and a substantial increase in offshore rig supply, which have led to an industry-wide supply and demand imbalance and an extremely challenging environment. During such period of supply and demand imbalance, we had to accept contracts with dayrates and terms that were lower than anticipated when these capital projects and the associated debt were incurred. The Company has incurred significant losses since 2016 and significant impairment losses since 2014. The challenging environment experienced through 2019 has been further exacerbated by the novel strain of coronavirus (“COVID-19”) pandemic and production level disagreements that developed among members of the Organization of Petroleum Exporting Countries and other oil and gas producing nations (“OPEC+”) in the beginning of 2020. We have experienced unprecedented challenges in the first few months of 2020. The development of COVID-19 into a pandemic, the actions taken to mitigate the spread of COVID-19 by governmental authorities around the world and the risk of infection have altered, and are expected to continue to alter, policies of governments and companies and behaviors of customers around the world in ways that we anticipate will have a significant negative effect on oil consumption, such as government-imposed or voluntary social distancing and quarantining, reduced travel, and remote work policies. At the start of the COVID-19 pandemic and related mitigation efforts, disagreements developed within OPEC+, and Saudi Arabia and Russia initiated efforts to aggressively increase oil production, thereby increasing inventory levels even further. The convergence of these events resulted in an unprecedented steep decline in the demand for oil and a substantial surplus in the supply of oil. Although OPEC+ agreed in April 2020 to reduce production, the continued decreased demand for crude oil and historically low oil prices are expected to continue for the foreseeable future. Such challenging conditions had, and are expected to continue to have, a severe impact on our business, operations and financial condition in various respects, including substantially reducing demand for our services. These unprecedented recent events have impacted our current and expected liquidity position in several meaningful ways since December 31, 2019 as set forth below. • Higher than previously anticipated free cash flow deficits over the next twelve months. • Reduced availability under our 2017 Credit Facility (as defined herein), primarily driven by: ◦ The impact of the $1.1 billion in impairment losses incurred in the three months ended March 31, 2020 on the borrowing availability as calculated under the Indenture Secured Debt Basket (as defined in the First Amendment to the 2017 Credit Facility). See “ Note 9— Loss on Impairment ” for additional information. ◦ The impact of the expected reduction in Adjusted EBITDA (as defined herein) over the next twelve months on the borrowing availability as calculated under the Leverage Covenant (as defined herein). • Increased borrowings under the 2017 Credit Facility, primarily due to the early repayment of the Seller Loans (as defined herein) in April 2020. As a result of such early repayment, we avoided a default under the Seller Loans, as the impairment losses referred to above caused us to exceed the maximum debt to total capitalization ratio set forth in the Seller Loans at March 31, 2020 . • Significantly reduced access to sources of new capital. The impairment losses incurred since the First Amendment to the 2017 Credit Facility have led to a meaningful reduction in Consolidated Net Tangible Assets (“CNTA”) and consequently constrained our ability to access the full commitments under our 2017 Credit Facility. Commitments under our 2017 Credit Facility total $1.3 billion ; however, the maximum availability is also currently limited by the Indenture Secured Debt Basket at approximately $1.05 billion . In addition, a certain amount of commitments is required to remain unused to satisfy the Minimum Liquidity Covenant (as defined herein). At April 23, 2020 and after using borrowings under our 2017 Credit Facility to repay the Seller Loans, we had $545.0 million of borrowings outstanding and could borrow up to an additional $297.8 million under our 2017 Credit Facility. Due to the current economic uncertainty and resulting impact on drilling activity, we anticipate even greater than previously expected continued losses and negative cash flow over the next twelve months. Unless we are able to access alternative financing in the current market or obtain a waiver from lenders of certain covenants under, or amendment to, our 2017 Credit Facility, we are forecasted to use all of the availability under our 2017 Credit Facility and breach the Minimum Liquidity Covenant by the end of 2020. See “ Note 6— Debt ”, for additional information. Based on our evaluation of the circumstances described above, substantial doubt exists about our ability to continue as a going concern. We are actively pursuing a variety of transactions and cost-cutting measures, including, but not limited to, reductions in corporate discretionary expenditures, potential refinancing transactions by us or our subsidiaries, potential capital exchange transactions, a potential waiver from lenders under, or amendment to, our 2017 Credit Facility, further reductions in capital expenditures and increased focus on operational efficiencies. However, the prospects of successfully obtaining sufficient liquidity, to meet near-term debt obligations through these efforts are highly challenging, particularly in the current environment. Consequently, we cannot predict the extent to which any of these measures will be successful, if at all. If we are not successful in achieving these results outside of a court process, there is substantial risk that it may be necessary for us to seek protection from our creditors under Chapter 11 of the US Bankruptcy Code. In light of the foregoing, the unaudited condensed consolidated financial statements included herein were prepared on a going concern basis of accounting, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The consolidated financial statements do not reflect any adjustments that might be necessary should we be unable to continue as a going concern |
Accounting Pronouncements
Accounting Pronouncements | 3 Months Ended |
Mar. 31, 2020 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
Accounting Pronouncements | Note 2— Accounting Pronouncements Accounting Standards Adopted In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-13 (Topic 326, “Measurement of Credit Losses on Financial Instruments”), which requires changes to the recognition of credit losses on financial instruments not accounted for at fair value through net income, including loans, debt securities, trade receivables, net investments in leases and available-for-sale debt securities. This guidance is effective for annual and interim periods beginning after December 15, 2019. Entities are required to apply the standard’s provisions as a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is adopted. We adopted this standard effective January 1, 2020 and will not restate comparative periods. Our adoption did not have a material effect on our condensed consolidated financial statements. The Company will continue to actively monitor the impact of the COVID-19 pandemic on expected credit losses. Issued Accounting Standards In December 2019, the FASB issued ASU No. 2019-12, which amends Accounting Standards Codification (“ASC”) Subtopic 740, “Income Taxes.” This update simplifies the accounting for income taxes by removing certain exceptions to general principles. The amendment is effective for fiscal years beginning after December 15, 2020 and is required to be adopted on a retrospective basis for all periods presented. We are evaluating what impact, if any, the adoption of this guidance will have on our condensed consolidated financial statements. With the exception of the updated standards discussed above, there have been no new accounting pronouncements not yet effective that have significance, or potential significance, to our condensed consolidated financial statements. |
Consolidated Joint Ventures
Consolidated Joint Ventures | 3 Months Ended |
Mar. 31, 2020 | |
Noncontrolling Interest [Abstract] | |
Consolidated Joint Ventures | Note 3— Consolidated Joint Ventures On December 3, 2019, we completed a transaction with a subsidiary of Royal Dutch Shell plc (“Shell”), in which Shell bought out the remaining term of its drilling contract for the drillship Noble Bully II for $166.9 million , and we acquired Shell’s 50 percent interests in the Bully I and Bully II joint ventures for $106.7 million . As a result of this transaction, the former joint venture entities became our wholly-owned subsidiaries. Shell’s equity interests were presented as noncontrolling interests on our condensed consolidated financial statements. During the three months ended March 31, 2019 , the Bully joint ventures approved and paid dividends totaling $10.0 million . Of these amounts, 50 percent |
Loss Per Share
Loss Per Share | 3 Months Ended |
Mar. 31, 2020 | |
Earnings Per Share [Abstract] | |
Loss Per Share | Note 4— Loss Per Share The following table presents the computation of basic and diluted loss per share for Noble-UK: Three Months Ended March 31, 2020 2019 Numerator: Basic Net loss from continuing operations $ (1,062,677 ) $ (67,068 ) Net loss from discontinued operations, net of tax — (3,821 ) Net loss attributable to Noble Corporation plc $ (1,062,677 ) $ (70,889 ) Diluted Net loss from continuing operations $ (1,062,677 ) $ (67,068 ) Net loss from discontinued operations, net of tax — (3,821 ) Net loss attributable to Noble Corporation plc $ (1,062,677 ) $ (70,889 ) Denominator: Weighted average shares outstanding - basic 250,047 248,251 Weighted average shares outstanding - diluted 250,047 248,251 Loss per share Basic: Loss from continuing operations $ (4.25 ) $ (0.27 ) Loss from discontinued operations — (0.02 ) Net loss attributable to Noble Corporation plc $ (4.25 ) $ (0.29 ) Diluted: Loss from continuing operations $ (4.25 ) $ (0.27 ) Loss from discontinued operations — (0.02 ) Net loss attributable to Noble Corporation plc $ (4.25 ) $ (0.29 ) Only those items having a dilutive impact on our basic loss per share are included in diluted loss per share. For the three months ended March 31, 2020 and 2019, approximately 12.4 million and 13.2 million share-based awards, respectively, were excluded from diluted loss per share since the effect would have been anti-dilutive. Share capital As of March 31, 2020 , Noble-UK had approximately 251.0 million shares outstanding and trading as compared to approximately 249.2 million shares outstanding and trading at December 31, 2019 . At our 2019 Annual General Meeting, shareholders authorized our Board of Directors to increase share capital through the issuance of up to approximately 83.1 million ordinary shares (at current nominal value of $0.01 per share). That authority to allot shares will expire at the end of our 2020 Annual General Meeting unless we seek an extension from shareholders at that time. Other than shares issued to our directors under our Noble Corporation plc 2017 Director Omnibus Plan, the authority was no t used to allot shares during the three months ended March 31, 2020 . The declaration and payment of dividends require the authorization of the Board of Directors of Noble-UK, provided that such dividends on issued share capital may be paid only out of Noble-UK’s “distributable reserves” on its statutory balance sheet in accordance with UK law. Therefore, Noble-UK is not permitted to pay dividends out of share capital, which includes share premium. Noble has not paid dividends since the third quarter of 2016. The payment of future dividends will depend on our results of operations, financial condition, cash requirements, future business prospects, contractual and indenture restrictions and other factors deemed relevant by our Board of Directors; however, at this time, we do not expect to pay any dividends in the foreseeable future. Share repurchases Under UK law, the Company is only permitted to purchase its own shares by way of an “off-market purchase” in a plan approved by shareholders. We currently do not have shareholder authority to repurchase shares. During the three months ended March 31, 2020 and 2019, we did not repurchase any of our shares. |
Property and Equipment
Property and Equipment | 3 Months Ended |
Mar. 31, 2020 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Note 5— Property and Equipment Property and equipment, at cost consisted of the following: March 31, 2020 December 31, 2019 Drilling equipment and facilities $ 8,422,110 $ 10,014,314 Construction in progress 68,504 88,904 Other 202,223 203,407 Property and equipment, at cost $ 8,692,837 $ 10,306,625 On February 28, 2019, we purchased a new GustoMSC CJ46 rig, the Noble Joe Knight, from the PaxOcean Group in connection with a concurrently awarded drilling contract in the Middle East region. We paid $83.8 million for the rig, with $30.2 million paid in cash and the remaining $53.6 million of the purchase price financed with a loan by the seller. See “ Note 6— Debt ” for additional information. During the three months ended March 31, 2020 , we recognized a non-cash loss on impairment of $1.1 billion , related to our long-lived assets. During the three months ended March 31, 2019 , we recognized no impairment charges to long-lived assets. See “ Note 9— Loss on Impairment ” for additional information. |
Debt
Debt | 3 Months Ended |
Mar. 31, 2020 | |
Debt Disclosure [Abstract] | |
Debt | Note 6— Debt Credit Facilities 2017 Credit Facility On December 21, 2017, Noble Cayman Limited, a Cayman Islands company and a wholly-owned indirect subsidiary of Noble-Cayman; Noble International Finance Company, a Cayman Islands company and a wholly-owned indirect subsidiary of Noble-Cayman; and Noble Holding UK Limited, a company incorporated under the laws of England and Wales and a wholly-owned direct subsidiary of Noble-UK (“NHUK”), as parent guarantor, entered into a new senior unsecured credit agreement (as amended, the “2017 Credit Facility”). In July 2019, we executed an amendment to our 2017 Credit Facility (the “First Amendment to the 2017 Credit Facility”), which, among other things, reduced the maximum aggregate amount of commitments thereunder from $1.5 billion to $1.3 billion . As a result of such reduction in the maximum aggregate amount of commitments, we recognized a net loss of approximately $0.7 million in the year ended December 31, 2019 . Borrowings under the 2017 Credit Facility are subject to certain conditions precedent to advance loans. The First Amendment to the 2017 Credit Facility added a requirement that any amounts drawn under the 2017 Credit Facility plus any undrawn amounts needed to cause us to be in compliance with the $300.0 million Liquidity (as defined in the First Amendment to the 2017 Credit Facility) covenant (the “Minimum Liquidity Covenant”) not exceed the amount of the Indenture Secured Debt Basket at the time of each borrowing. The maximum aggregate amount of commitments under the 2017 Credit Facility on March 31, 2020 was $1.3 billion with approximately $397.8 million available to borrow. As described below, in April 2020, in relation to the pay down of our indebtedness under the Seller Loans, we borrowed $100.0 million under the 2017 Credit Facility. The First Amendment to the 2017 Credit Facility also replaced the debt to capitalization ratio financial covenant with a Senior Guaranteed Indebtedness to Adjusted EBITDA (each as defined in the First Amendment to the 2017 Credit Facility) ratio financial covenant, as described below. The 2017 Credit Facility will mature in January 2023. Borrowings may be used for working capital and other general corporate purposes. The 2017 Credit Facility provides for a letter of credit sub-facility currently in the amount of $15.0 million , with the ability to increase such amount up to $500.0 million with the approval of the lenders. Borrowings under the 2017 Credit Facility bear interest at LIBOR plus an applicable margin, which is currently the maximum contractual rate of 4.25% . At March 31, 2020 , we had $445.0 million of borrowings outstanding under the 2017 Credit Facility. At March 31, 2020 , we had $5.5 million of letters of credit issued under the 2017 Credit Facility and an additional $11.7 million in letters of credit and surety bonds issued under unsecured bilateral arrangements. Our 2017 Credit Facility has provisions that vary the applicable interest rates for borrowings based upon our debt ratings. We also pay a commitment fee under the 2017 Credit Facility on the daily unused amount of the underlying commitments, which varies depending on our credit ratings. At March 31, 2020 , the interest rates in effect under our 2017 Credit Facility were the highest permitted interest rates under that agreement. 2015 Credit Facility Effective January 2018, in connection with entering into the 2017 Credit Facility, we amended our $300.0 million senior unsecured credit facility that would have matured in January 2020 and was guaranteed by our indirect, wholly-owned subsidiaries, Noble Holding (U.S.) LLC and Noble Holding International Limited (as amended, the “2015 Credit Facility”). On December 20, 2019, we repaid $300.0 million of outstanding borrowings and terminated the 2015 Credit Facility. Seller Loans 2019 Seller Loan In February 2019, we purchased the Noble Joe Knight for $83.8 million with a $53.6 million seller-financed secured loan (the “2019 Seller Loan”). The 2019 Seller Loan had a term of four years and required a 5% principal payment at the end of the third year with the remaining 95% of the principal due at the end of the term. The 2019 Seller Loan bore a cash interest rate of 4.25% and the equivalent of a 1.25% interest rate paid-in-kind over the four -year term of the 2019 Seller Loan. Based on the terms of the 2019 Seller Loan, the 1.25% paid-in-kind interest rate was accelerated into the first year, resulting in an overall first year interest rate of 8.91% , of which only 4.25% was payable in cash. Thereafter, the paid-in-kind interest ended and the cash interest rate of 4.25% was payable for the remainder of the term. 2018 Seller Loan In September 2018, we purchased the Noble Johnny Whitstine for $93.8 million with a $60.0 million seller-financed secured loan (the “2018 Seller Loan” and, together with the 2019 Seller Loan, the “Seller Loans”). The 2018 Seller Loan had a term of four years and required a 5% principal payment at the end of the third year with the remaining 95% of the principal due at the end of the term. The 2018 Seller Loan bore a cash interest rate of 4.25% and the equivalent of a 1.25% interest rate paid-in-kind over the four -year term of the 2018 Seller Loan. Based on the terms of the 2018 Seller Loan, the 1.25% paid-in-kind interest rate was accelerated into the first year, resulting in an overall first year interest rate of 8.91% , of which only 4.25% was payable in cash. Thereafter, the paid-in-kind interest ended and the cash interest rate of 4.25% was payable for the remainder of the term. Both of the Seller Loans were guaranteed by Noble-Cayman and each was secured by a mortgage on the applicable rig and by the pledge of the shares of the applicable single-purpose entity that owned the relevant rig. Each Seller Loan contained a debt to total capitalization ratio requirement that such ratio not exceed 0.55 at the end of each fiscal quarter, a $300.0 million minimum liquidity financial covenant and an asset and revenue covenant substantially similar to our Senior Notes due 2026 (the “2026 Notes”), as well as other covenants and provisions customarily found in secured transactions, including a cross default provision. Each Seller Loan required immediate repayment on the occurrence of certain events, including the termination of the drilling contract associated with the relevant rig or circumstances in connection with a material adverse effect. Upon completion of our financial statements for the quarter ended March 31, 2020 , we would have exceeded the debt to total capitalization ratio requirement under the Seller Loans. In April 2020, the Company agreed with the lender under the Seller Loans to pay off 85% of the outstanding principal amount of the Seller Loans in exchange for a discount to the outstanding loan balance. On April 20, 2020, the Company made a payment of $48.1 million under the 2019 Seller Loan and $53.6 million under the 2018 Seller Loan, and, upon the lender’s receipt of such payment, the remaining principal balance under each Seller Loan was reduced to $1.00 , interest ceased accruing, and the financial covenants set forth in the agreements relating to the Seller Loans ceased to apply. As a result of such early repayment, we avoided a default under the Seller Loans, and the discount was agreed to prior to any default. As long as certain events specified in the related deed of release do not occur within the 90-day period following the payment date, then the Seller Loans will be terminated, and all security interests will be released. See “ Note 15— Subsequent Events ” for additional information. Senior Notes Interest Rate Adjustments Our Senior Notes due 2025 and our Senior Notes due 2045 are subject to provisions that vary the applicable interest rates based on our debt rating. Effective April 2018, these senior notes have reached the contractually defined maximum interest rate set for each rating agency and no further interest rate increases are possible. The interest rates on these senior notes may be decreased if our debt ratings were to be raised by either rating agency above specified levels. Our other outstanding senior notes do not contain provisions varying applicable interest rates based upon our credit ratings. Debt Tender Offers, Repayments and Open Market Repurchases In March 2019, we completed cash tender offers for our Senior Notes due 2020, Senior Notes due 2021, Senior Notes due 2022 and Senior Notes due 2024. Pursuant to such tender offers, we purchased $440.9 million aggregate principal amount of these senior notes for $400.0 million , plus accrued interest, using cash on hand and borrowings under the 2015 Credit Facility. As a result of this transaction, we recognized a net gain of approximately $31.3 million . Covenants At March 31, 2020 , the 2017 Credit Facility contained certain financial covenants applicable to NHUK and its subsidiaries, including (i) a covenant that limits our ratio of Senior Guaranteed Indebtedness to Adjusted EBITDA as of the last day of each fiscal quarter, with such ratio not being permitted to exceed 4.0 to 1.0 for the fiscal quarters ending September 30, 2019 through December 31, 2020, 3.5 to 1.0 for the fiscal quarters ending March 31, 2021 through December 31, 2021 and 3.0 to 1.0 for the fiscal quarters ending March 31, 2022 and thereafter (the “Leverage Covenant”), (ii) the Minimum Liquidity Covenant, (iii) a covenant that the ratio of the Rig Value (as defined in the 2017 Credit Facility) of Marketed Rigs (as defined in the 2017 Credit Facility) to the sum of commitments under the 2017 Credit Facility plus indebtedness for borrowed money of the borrowers and guarantors, in each case, that directly own Marketed Rigs, is not less than 3:00 to 1:00 at the end of each fiscal quarter and (iv) a covenant that the ratio of (A) the Rig Value of the Closing Date Rigs (as defined in the 2017 Credit Facility) that are directly wholly owned by the borrowers and guarantors to (B) the Rig Value of the Closing Date Rigs owned by NHUK, subsidiaries of NHUK and certain local content affiliates, is not less than 80% at the end of each fiscal quarter (such covenants described in (iii) and (iv) of this paragraph, the “Guarantor Ratio Covenants”). The 2017 Credit Facility also includes restrictions on borrowings if, after giving effect to any such borrowings and the application of the proceeds thereof, the aggregate amount of Available Cash (as defined in the 2017 Credit Facility) would exceed $200.0 million and a requirement that any amounts drawn under the 2017 Credit Facility plus any undrawn amounts needed to cause us to be in compliance with the Minimum Liquidity Covenant not exceed the amount of the Indenture Secured Debt Basket at the time of each borrowing. The Indenture Secured Debt Basket is fully defined in the credit agreement governing the 2017 Credit Facility but is generally calculated as 15% of CNTA of Noble-Cayman minus other secured debt excluding Permitted Liens such as those connected to the Seller Loans. Commitments under the 2017 Credit Facility total $1.3 billion ; however, the maximum availability is currently constrained by the Indenture Secured Debt Basket. In addition, a certain amount of commitments is required to remain unused to satisfy the Minimum Liquidity Covenant. As of March 31, 2020, we had $445.0 million of borrowings and $5.5 million of letters of credit outstanding under the 2017 Credit Facility, and we would have been able to borrow a maximum of an additional approximately $397.8 million thereunder. In April 2020, in relation to the pay down of our indebtedness under the Seller Loans, we borrowed $100.0 million under the 2017 Credit Facility. As a result, as of April 23, 2020, we had $545.0 million of borrowings outstanding under the 2017 Credit Facility, and we would have been able to borrow a maximum of an additional approximately $297.8 million . NHUK has guaranteed the obligations of the borrowers under the 2017 Credit Facility. In addition, certain indirect subsidiaries of Noble-UK that own rigs are guarantors under the 2017 Credit Facility. Certain other subsidiaries of Noble-UK may be required from time to time to guarantee the obligations of the borrowers under the 2017 Credit Facility in order maintain compliance with the Guarantor Ratio Covenants. The 2017 Credit Facility contains additional restrictive covenants generally applicable to NHUK and its subsidiaries, including restrictions on the incurrence of liens and indebtedness, mergers and other fundamental changes, restricted payments, repurchases and redemptions of indebtedness with maturities outside of the maturity of the 2017 Credit Facility, sale and leaseback transactions and transactions with affiliates. The indenture for the 2026 Notes contains certain covenants and restrictions, including, among others, restrictions on our subsidiaries’ ability to incur certain additional indebtedness. Additionally, the subsidiary guarantors must own, directly or indirectly, (i) assets comprising at least 85% of the revenue of Noble-Cayman and its subsidiaries on a consolidated basis and (ii) jackups, semisubmersibles, drillships, submersibles or other mobile offshore drilling units of material importance, the combined book value of which comprises at least 85% of the combined book value of all such assets of Noble-Cayman and its subsidiaries on a consolidated basis, in each case, with respect to the most recently completed fiscal year. In addition to the covenants from the 2017 Credit Facility and the 2026 Notes described above and the covenants from the Seller Loans described under “—Seller Loans” above, the indentures governing our outstanding senior unsecured notes contain covenants that place restrictions on certain merger and consolidation transactions, unless we are the surviving entity or the other party assumes the obligations under the indenture, and on the ability to sell or transfer all or substantially all of our assets. There are also restrictions on incurring or assuming certain liens and on entering into sale and lease-back transactions. We continually monitor compliance with the covenants under our 2017 Credit Facility and our senior notes. The negative impact on our financial condition of the oversupply of oil, and the substantial decline in demand for oil as a result of COVID-19 and related mitigation steps, raises significant uncertainty as to whether we can remain in compliance throughout 2020 . Our failure to comply with those covenants could result in an event of default that, if not cured or waived, would result in the acceleration of all our debt, which would result in substantial doubt about our ability to continue as a going concern. Fair Value of Debt Fair value represents the amount at which an instrument could be exchanged in a current transaction between willing parties. The estimated fair value of our debt instruments was based on the quoted market prices for similar issues or on the current rates offered to us for debt of similar remaining maturities (Level 2 measurement). The carrying amount of the 2017 Credit Facility approximates fair value as the interest rate is variable and reflective of market rates. All remaining fair value disclosures are presented in “ Note 12— Fair Value of Financial Instruments .” The following table presents the carrying value, net of unamortized debt issuance costs and discounts, and the estimated fair value of our total debt, not including the effect of unamortized debt issuance costs, respectively: March 31, 2020 December 31, 2019 Carrying Value Estimated Fair Value Carrying Value Estimated Fair Value Senior unsecured notes: 4.90% Senior Notes due August 2020 $ 62,518 $ 41,787 $ 62,505 $ 60,660 4.625% Senior Notes due March 2021 79,871 38,236 79,854 64,262 3.95% Senior Notes due March 2022 21,184 8,503 21,181 12,170 7.75% Senior Notes due January 2024 390,178 45,821 389,800 211,035 7.95% Senior Notes due April 2025 447,080 45,734 446,962 228,515 7.875% Senior Notes due February 2026 739,711 200,978 739,371 546,353 6.20% Senior Notes due August 2040 390,544 31,657 390,526 149,134 6.05% Senior Notes due March 2041 389,840 21,848 389,809 142,646 5.25% Senior Notes due March 2042 478,155 24,017 478,122 176,265 8.95% Senior Notes due April 2045 390,787 25,580 390,763 164,664 Seller loans: Seller-financed secured loan due September 2022 62,488 24,487 62,453 36,968 Seller-financed secured loan due February 2023 56,081 15,264 55,658 31,175 Credit facility: 2017 Credit Facility matures January 2023 445,000 445,000 335,000 335,000 Total debt 3,953,437 968,912 3,842,004 2,158,847 Less: Current maturities of long-term debt (260,958 ) (119,774 ) (62,505 ) (60,660 ) Long-term debt $ 3,692,479 $ 849,138 $ 3,779,499 $ 2,098,187 |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) | 3 Months Ended |
Mar. 31, 2020 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Income (Loss) | Note 7— Accumulated Other Comprehensive Income (Loss) The following table presents the changes in the accumulated balances for each component of “Accumulated other comprehensive income (loss)” (“AOCI”) for the three months ended March 31, 2020 and 2019 . All amounts within the table are shown net of tax. Defined Benefit Pension Items (1) Foreign Currency Items Total Balance at December 31, 2018 $ (39,058 ) $ (18,014 ) $ (57,072 ) Activity during period: Other comprehensive income (loss) before reclassifications — 508 508 Amounts reclassified from AOCI 550 — 550 Net other comprehensive income 550 508 1,058 Balance at March 31, 2019 $ (38,508 ) $ (17,506 ) $ (56,014 ) Balance at December 31, 2019 $ (40,635 ) $ (17,754 ) $ (58,389 ) Activity during period: Other comprehensive income (loss) before reclassifications — (2,136 ) (2,136 ) Amounts reclassified from AOCI 568 — 568 Net other comprehensive income (loss) 568 (2,136 ) (1,568 ) Balance at March 31, 2020 $ (40,067 ) $ (19,890 ) $ (59,957 ) (1) Defined benefit pension items relate to actuarial changes and the amortization of prior service costs. Reclassifications from AOCI are recognized as expense on our Condensed Consolidated Statements of Operations through “Other income (expense)”. See “ Note 11— Employee Benefit Plans ” for additional information. |
Revenue and Customers
Revenue and Customers | 3 Months Ended |
Mar. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Revenue and Customers | Note 8— Revenue and Customers Contract Balances Accounts receivable are recognized when the right to consideration becomes unconditional based upon contractual billing schedules. Payment terms on invoiced amounts are typically 30 days . Current contract asset and liability balances are included in “Prepaid expenses and other current assets” and “Other current liabilities,” respectively, and noncurrent contract assets and liabilities are included in “Other assets” and “Other liabilities,” respectively, on our Condensed Consolidated Balance Sheets. The following table provides information about contract assets and contract liabilities from contracts with customers: March 31, 2020 December 31, 2019 Current contract assets $ 17,085 $ 21,292 Noncurrent contract assets 7,494 9,508 Total contract assets 24,579 30,800 Current contract liabilities (deferred revenue) (42,535 ) (34,196 ) Noncurrent contract liabilities (deferred revenue) (26,171 ) (30,859 ) Total contract liabilities $ (68,706 ) $ (65,055 ) Significant changes in the remaining performance obligation contract assets and the contract liabilities balances for the three months ended March 31, 2020 and 2019 are as follows: Contract Assets Contract Liabilities Net balance at December 31, 2018 $ 47,664 $ (80,753 ) Amortization of deferred costs (8,775 ) — Additions to deferred costs 373 — Amortization of deferred revenue — 9,355 Additions to deferred revenue — (866 ) Total (8,402 ) 8,489 Net balance at March 31, 2019 $ 39,262 $ (72,264 ) Net balance at December 31, 2019 $ 30,800 $ (65,055 ) Amortization of deferred costs (8,799 ) — Additions to deferred costs 2,578 — Amortization of deferred revenue — 15,828 Additions to deferred revenue — (19,479 ) Total (6,221 ) (3,651 ) Net balance at March 31, 2020 $ 24,579 $ (68,706 ) Transaction Price Allocated to the Remaining Performance Obligations The following table reflects revenue expected to be recognized in the future related to unsatisfied performance obligations, by rig type, as of March 31, 2020 : For the Years Ended December 31, 2020 (1) 2021 2022 2023 2024 and beyond Total Floaters $ 23,912 $ 11,210 $ 7,853 $ 3,546 $ — $ 46,521 Jackups 13,217 7,227 1,741 — — 22,185 Total $ 37,129 $ 18,437 $ 9,594 $ 3,546 $ — $ 68,706 (1) Represents a nine-month period beginning April 1, 2020 . The revenue included above consists of expected mobilization, demobilization, and upgrade revenue for unsatisfied performance obligations. The amounts are derived from the specific terms within drilling contracts that contain such provisions, and the expected timing for recognition of such revenue is based on the estimated start date and duration of each respective contract based on information known at March 31, 2020 . The actual timing of recognition of such amounts may vary due to factors outside of our control. We have taken the optional exemption, permitted by accounting standards, to exclude disclosure of the estimated transaction price related to the variable portion of unsatisfied performance obligations at the end of the reporting period, as our transaction price is based on a single performance obligation consisting of a series of distinct hourly, or more frequent, periods, the variability of which will be resolved at the time of the future services. Disaggregation of Revenue The following table provides information about contract drilling revenue by rig types: Three Months Ended March 31, 2020 2019 Floaters $ 125,336 $ 153,154 Jackups 142,028 117,347 Total $ 267,364 $ 270,501 |
Loss on Impairment
Loss on Impairment | 3 Months Ended |
Mar. 31, 2020 | |
Asset Impairment Charges [Abstract] | |
Loss on Impairment | Note 9— Loss on Impairment Asset Impairments We evaluate our property and equipment for impairment whenever there are changes in facts that suggest that the value of the asset is not recoverable. In connection with the preparation of our financial statements for the first quarter of 2020 and in light of the rapid and unexpected decline in demand for our services resulting from the global COVID-19 pandemic, the steep decline in the demand for oil and the substantial surplus in the supply of oil, we conducted a review of our fleet to determine recoverability. The review included an assessment of certain assumptions, including future marketability of each unit in light of the current market conditions and its current technical specifications. Assumptions used in our assessment included, but were not limited to, timing of future contract awards and expected operating dayrates, operating costs, utilization rates, discount rates, capital expenditures, reactivation costs, estimated economic useful lives and, in certain cases, our belief that a drilling unit is no longer marketable and is unlikely to return to service in the near to medium term. Based upon our impairment analysis, we impaired the carrying value to their corresponding estimated fair values for the Noble Bully I, Noble Bully II, Noble Danny Adkins and Noble Jim Day . For our impaired units, we estimated the fair value of these units by applying the income valuation approach utilizing significant unobservable inputs, representative of a Level 3 fair value measurement. If we experience prolonged unfavorable changes to current market conditions, reactivation costs or dayrates, if we are unable to secure new or extended contracts for our active rigs at favorable rates, it is reasonably possible that the estimate of undiscounted cash flows may change in the near term, resulting in the need to write down the affected assets to their corresponding estimated fair values. During the three months ended March 31, 2020 , we recognized approximately $1.1 billion in impairment charges related to the Noble Bully I, Noble Bully II, Noble Danny Adkins and Noble Jim Day , and $5.5 million of impairment charges related to certain capital spare equipment. The impact of the current global economic turmoil continues to evolve and its duration and ultimate disruption to our customers’ and our business cannot be estimated at this time. Should such disruption continue, weaker economic conditions generally could result in further impairments, During the three months ended March 31, 2019 , we recognized no impairment charges on our fleet. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 10— Income Taxes At March 31, 2020 , the reserves for uncertain tax positions totaled $147.3 million (net of related tax benefits of $0.4 million ). At December 31, 2019 , the reserves for uncertain tax positions totaled $159.7 million (net of related tax benefits of $0.4 million ). It is reasonably possible that our existing liabilities related to our reserve for uncertain tax positions may fluctuate in the next 12 months primarily due to the completion of open audits or the expiration of statutes of limitation. We estimate the potential changes could range from $80.0 million to $100.0 million . On March 27, 2020, the President of the United States signed the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”) into law. The CARES Act makes significant changes to various areas of US federal income tax law by, among other things, allowing a five-year carryback period for 2018, 2019 and 2020 net operating losses (“NOL”), accelerating the realization of remaining alternative minimum tax credits, and increasing the interest expense limitation under Section 163(j) for years 2019 and 2020. The Company recognized an income tax benefit of $42.6 million as a result of the application of the CARES Act in its first quarter of 2020 financial statements in accordance with ASC Topic 740, Income Taxes. Such $42.6 million tax benefit is comprised primarily of a current income tax receivable of $151.4 million , which we expect to receive within the next 12 months, partially offset by non-cash deferred tax expense of $107.6 million related to NOL utilization. At March 31, 2020, our income tax provision included a tax benefit of $4.6 million related to a non-US reserve release following a statute expiration and a non-cash item deferred tax benefit of $95.6 million related to the impairment of two rigs and certain capital spares. At March 31, 2020, we recorded a non-US reserve release of $22.2 million and an $11.8 million US reserve increase. Each of these items resulted in no profit and loss impact and were recorded as balance sheet reclassifications. In light of the negative impact that the COVID-19 pandemic and production level disagreements among OPEC+ nations have had on our business and results of operations, we disclosed substantial doubt about the Company’s ability to continue as a going concern. As such, we re-evaluated assumptions we previously made with respect to the realization of our deferred tax assets and our ability to assert permanent reinvestment of the earnings and outside book/tax basis differences in our subsidiaries. We determined that no changes to our existing assumptions and assertions are warranted in the current period but we will continue to monitor such assumptions and assertions in subsequent quarters to determine whether or not changes to the tax provision are warranted. |
Employee Benefit Plans
Employee Benefit Plans | 3 Months Ended |
Mar. 31, 2020 | |
Retirement Benefits [Abstract] | |
Employee Benefit Plans | Note 11— Employee Benefit Plans Pension costs include the following components for the three months ended March 31, 2020 and 2019 : Three Months Ended March 31, 2020 2019 Non-US US Non-US US Interest cost $ 433 $ 1,892 $ 445 $ 2,178 Return on plan assets (499 ) (2,919 ) (634 ) (2,578 ) Recognized net actuarial loss 3 716 3 692 Net pension benefit cost (gain) $ (63 ) $ (311 ) $ (186 ) $ 292 During the three months ended March 31, 2020 and 2019 , we made no contributions to our pension plans. Effective December 31, 2016, employees and alternate payees accrue no future benefits under the US plans and, as such, Noble recognized no service costs with the plans for the three months ended March 31, 2020 and 2019 . |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 3 Months Ended |
Mar. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | Note 12— Fair Value of Financial Instruments The following tables present the carrying amount and estimated fair value of our financial instruments recognized at fair value on a recurring basis: March 31, 2020 Estimated Fair Value Measurements Carrying Amount Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets - Marketable securities $ 8,984 $ 8,984 $ — $ — December 31, 2019 Estimated Fair Value Measurements Carrying Amount Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets - Marketable securities $ 10,433 $ 10,433 $ — $ — Our cash, cash equivalents and restricted cash, accounts receivable, marketable securities and accounts payable are by their nature short-term. As a result, the carrying values included in our Condensed Consolidated Balance Sheets approximate fair value. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 13— Commitments and Contingencies Transocean Ltd. In January 2017, a subsidiary of Transocean Ltd. (“Transocean”) filed suit against us and certain of our subsidiaries seeking damages for patent infringement in a Texas federal court. The suit claims that five of our newbuild rigs that operated in the US Gulf of Mexico violated Transocean patents relating to what is generally referred to as dual-activity drilling, and Transocean is seeking royalties of a $10.0 million fee and a five percent license fee for the pertinent period of operation for each vessel and damages for the breach of contract. We were aware of the patents when we constructed the rigs. The patents are now expired in the United States and most other countries. While there is inherent risk in litigation, we do not believe that our rigs infringe the Transocean patents. In February 2019, Transocean also added another claim alleging that we breached a 2007 settlement agreement that we entered into with Transocean relating to patent claims in respect of another Noble rig. We also do not believe there has been any breach of the 2007 settlement agreement. The litigation continues, and a trial date has been set for August 2020. We continue to defend ourselves vigorously against this claim. Paragon Offshore On August 1, 2014, Noble-UK completed the separation and spin-off of a majority of its standard specification offshore drilling business (the “Spin-off”) through a pro rata distribution of all of the ordinary shares of its wholly-owned subsidiary, Paragon Offshore plc (“Paragon Offshore”), to the holders of Noble’s ordinary shares. In February 2016, Paragon Offshore sought approval of a pre-negotiated plan of reorganization (the “Prior Plan”) by filing for voluntary relief under Chapter 11 of the United States Bankruptcy Code. As part of the Prior Plan, we entered into a settlement agreement with Paragon Offshore (the “Settlement Agreement”). The Prior Plan was rejected by the bankruptcy court in October 2016. In April 2017, Paragon Offshore filed a revised plan of reorganization (the “New Plan”) in its bankruptcy proceeding. Under the New Plan, Paragon Offshore no longer needed the Mexican tax bonding that Noble-UK was required to provide under the Settlement Agreement. Consequently, Paragon Offshore abandoned the Settlement Agreement as part of the New Plan, and the Settlement Agreement was terminated at the time of the filing of the New Plan. On May 2, 2017, Paragon Offshore announced that it had reached an agreement in principle with both its secured and unsecured creditors to revise the New Plan to create and fund a litigation trust to pursue litigation against us. On June 7, 2017, the revised New Plan was approved by the bankruptcy court, and Paragon Offshore emerged from bankruptcy on July 18, 2017. On December 15, 2017, the litigation trust filed claims relating to the Spin-off against us and certain of our current and former officers and directors in the Delaware bankruptcy court that heard Paragon Offshore’s bankruptcy, and the litigation trust filed an amended complaint in October 2019. The amended complaint alleges claims of actual and constructive fraudulent conveyance, unjust enrichment and recharacterization of intercompany notes as equity claims against Noble and claims of breach of fiduciary duty and aiding and abetting breach of fiduciary duty against the officer and director defendants. The litigation trust is seeking damages of (i) approximately $1.7 billion from the Company, an amount equal to the amount borrowed by Paragon Offshore immediately prior to the Spin-off, (ii) an additional approximately $935 million relating to the transfer of intercompany receivables and notes from a Paragon subsidiary to a Noble subsidiary prior to the Spin-off (bringing the total claimed damages to approximately $2.6 billion ), and (iii) unspecified amounts in respect of the claims against the officer and director defendants all of whom have indemnification agreements with us. A trial date has been set for September 2020. We believe that Paragon Offshore, at the time of the Spin-off, was properly funded, solvent and had appropriate liquidity and that the claims brought by the litigation trust are without merit. However, the Company continually assesses potential outcomes, including the probability of the parties ultimately resolving the matter through settlement in light of various factors, including given the complex factual issues involved, the uncertainty and risk inherent in this type of litigation, the time commitment and distraction of our organization, the potential effect of the ongoing litigation and uncertainty on our business, and the substantial expense incurred in litigating the claims. As such, the Company’s current estimated loss related to the final disposition of this matter is $100.0 million , which the Company recorded as a general and administrative expense for the year ended December 31, 2019 and is reflected as a current liability as of March 31, 2020 . As pre-trial matters progress, the Company’s estimated loss could change from time to time, and any such change individually or in the aggregate could be material. There is inherent risk and substantial expense in litigation, and the amount of damages that the plaintiff is seeking is substantial. If any of the litigation trust’s claims are successful, or if we elect to settle any claims (in part to reduce or eliminate the ongoing cost of defending the litigation and eliminate any risk of a larger judgment against us), any damages or other amounts we would be required to or agree to pay in excess of the amount we recognized at March 31, 2020 , could have a material adverse effect on our business, financial condition and results of operations, including impeding our ability to meet ongoing financial obligations or to continue as a going concern. Given the risks and considerations discussed above, we cannot predict with any degree of certainty what the outcome of the litigation may be. Furthermore, as discussed below, we cannot predict the amount of insurance coverage, if any, that we may have if we were to settle or be found liable in the litigation. We have directors’ and officers’ indemnification coverage for the officers and directors who have been sued by the litigation trust. The insurers have accepted coverage for the director and officer claims and we are continuing to discuss with them the scope of their reimbursement of litigation expenses. In addition, at the time of the Spin-off, we had entity coverage, or “Side C” coverage, which was meant to cover certain litigation claims up to the coverage limit of $150.0 million , including litigation expenses. We have made a claim for coverage of the litigation trust’s claims against Noble under such entity insurance. The insurers have rejected coverage for these claims. However, we intend to pursue coverage should the litigation be concluded adversely to us or should we settle. We cannot predict the amount of claims and expenses we may incur, pay or settle in the Paragon Offshore litigation that such insurance will cover, if any. Prior to the completion of the Spin-off, Noble-UK and Paragon Offshore entered into a series of agreements to effect the separation and Spin-off and govern the relationship between the parties after the Spin-off (the “Separation Agreements”), including a Master Separation Agreement (the “MSA”) and a Tax Sharing Agreement (the “TSA”). As part of its final bankruptcy plan, Paragon Offshore rejected the Separation Agreements. Accordingly, the indemnity obligations that Paragon Offshore potentially would have owed us under the Separation Agreements have now terminated, including indemnities arising under the MSA and the TSA in respect of obligations related to Paragon Offshore’s business that were incurred through Noble-retained entities prior to the Spin-off. Likewise, any potential indemnity obligations that we would have owed Paragon Offshore under the Separation Agreements, including those under the MSA and the TSA in respect of Noble-UK’s business that was conducted prior to the Spin-off through Paragon Offshore-retained entities, are now also extinguished. In the absence of the Separation Agreements, liabilities relating to the respective parties will be borne by the owner of the legal entity or asset at issue and neither party will look to an allocation based on the historic relationship of an entity or asset to one of the party’s business, as had been the case under the Separation Agreements. The rejection and ultimate termination of the indemnity and related obligations under the Separation Agreements resulted in a number of accounting charges and benefits during the year ended December 31, 2017, and such termination may continue to affect us in the future as liabilities arise for which we would have been indemnified by Paragon Offshore or would have had to indemnify Paragon Offshore. We do not expect that, overall, the rejection of the Separation Agreements by Paragon Offshore will have a material adverse effect on our financial condition or liquidity. However, any loss we experience with respect to which we would have been able to secure indemnification from Paragon Offshore under one or more of the Separation Agreements could have an adverse impact on our results of operations in any period, which impact may be material depending on our results of operations during this down-cycle. During the three months ended March 31, 2019 , we recognized charges of $3.8 million recorded in “Net loss from discontinued operations, net of tax” on our Condensed Consolidated Statement of Operations relating to settlement of Mexico customs audits from rigs included in the Spin-off. Tax matters During the third quarter of 2017, the Internal Revenue Service (“IRS”) initiated its examination of our 2012, 2013, 2014 and 2015 tax returns. In October 2019, we received a notice that the IRS added our 2016 and 2017 tax returns to its examination. We believe that we have accurately reported all amounts in our 2012, 2013, 2014, 2015, 2016 and 2017 tax returns. Audit claims of approximately $60.5 million attributable to income and other business taxes were assessed against Noble entities in Mexico related to tax years 2005 and 2007 and in Australia related to tax years 2013 to 2016. We intend to vigorously defend our reported positions and believe the ultimate resolution of the audit claims will not have a material adverse effect on our condensed consolidated financial statements. We operate in a number of countries throughout the world and our tax returns filed in those jurisdictions are subject to review and examination by tax authorities within those jurisdictions. We recognize uncertain tax positions that we believe have a greater than 50 percent likelihood of being sustained upon challenge by a tax authority. We cannot predict or provide assurance as to the ultimate outcome of any existing or future assessments. Other contingencies We have entered into agreements with certain of our executive officers, as well as certain other employees. These agreements become effective upon a change of control of Noble-UK (within the meaning set forth in the agreements) or a termination of employment in connection with or in anticipation of a change of control and remain effective for three years thereafter. These agreements provide for compensation and certain other benefits under such circumstances. We are a defendant in certain claims and litigation arising out of operations in the ordinary course of business, including personal injury claims, the resolution of which, in the opinion of management, will not be material to our financial position, results of operations or cash flows. There is inherent risk in any litigation or dispute and no assurance can be given as to the outcome of these claims. |
Supplemental Financial Informat
Supplemental Financial Information | 3 Months Ended |
Mar. 31, 2020 | |
Supplemental Financial Information [Abstract] | |
Supplemental Financial Information | Note 14— Supplemental Financial Information Condensed Consolidated Balance Sheets Information Our restricted cash balance as of both March 31, 2020 and December 31, 2019 consisted of $1.3 million and is included in “Prepaid expenses and other current assets.” Condensed Consolidated Statements of Cash Flows Information Operating cash activities The net effect of changes in other assets and liabilities on cash flows from operating activities is as follows: Noble-UK Noble-Cayman Three Months Ended March 31, Three Months Ended March 31, 2020 2019 2020 2019 Accounts receivable $ (10,152 ) $ (11,007 ) $ (10,152 ) $ (11,007 ) Other current assets 15,164 17,097 14,667 16,803 Other assets 2,235 3,700 2,807 4,506 Accounts payable (9,001 ) (1,867 ) (9,194 ) (1,676 ) Other current liabilities (36,097 ) (59,685 ) (36,128 ) (59,544 ) Other liabilities (8,706 ) (6,455 ) (13,328 ) (6,455 ) Total net change in assets and liabilities $ (46,557 ) $ (58,217 ) $ (51,328 ) $ (57,373 ) Non-cash investing and financing activities Additions to property and equipment, at cost for which we had accrued a corresponding liability in accounts payable as of March 31, 2020 and December 31, 2019 were $24.7 million and $36.0 million , respectively. Additions to property and equipment, at cost for which we had accrued a corresponding liability in accounts payable as of March 31, 2019 and December 31, 2018 were $38.5 million and $52.1 million , respectively. In February 2019, we entered into the $53.6 million 2019 Seller Loan to finance a portion of the purchase price for the Noble Joe Knight. See “ Note 6— Debt ” for additional information. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 15— Subsequent Events Upon completion of our financial statements for the quarter ended March 31, 2020 , we would have exceeded the debt to total capitalization ratio requirement under the Seller Loans. In April 2020, the Company agreed with the lender under the Seller Loans to pay off 85% of the outstanding principal amount of the Seller Loans in exchange for a discount to the outstanding loan balance. On April 20, 2020, the Company made a payment of $48.1 million under the 2019 Seller Loan and $53.6 million under the 2018 Seller Loan, and, upon the lender’s receipt of such payment, the remaining principal balance under each Seller Loan was reduced to $1.00 , interest ceased accruing, and the financial covenants set forth in the agreements relating to the Seller Loans ceased to apply. As a result of such early repayment, we avoided a default under the Seller Loans, and the discount was agreed to prior to any default. As long as certain events specified in the related deed of release do not occur within the 90-day period following the payment date, then the Seller Loans will be terminated, and all security interests will be released. |
Organization and Basis of Pre_2
Organization and Basis of Presentation (Policies) | 3 Months Ended |
Mar. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Consolidation | . All such adjustments are of a recurring nature. The December 31, 2019 Condensed Consolidated Balance Sheets presented herein are derived from the December 31, 2019 audited consolidated financial statements. These interim financial statements should be read in conjunction with the consolidated financial statements and notes included in our Annual Report on Form 10-K for the year ended December 31, 2019 , filed by both Noble-UK and Noble-Cayman. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year. |
Accounting Pronouncements | Accounting Standards Adopted In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-13 (Topic 326, “Measurement of Credit Losses on Financial Instruments”), which requires changes to the recognition of credit losses on financial instruments not accounted for at fair value through net income, including loans, debt securities, trade receivables, net investments in leases and available-for-sale debt securities. This guidance is effective for annual and interim periods beginning after December 15, 2019. Entities are required to apply the standard’s provisions as a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is adopted. We adopted this standard effective January 1, 2020 and will not restate comparative periods. Our adoption did not have a material effect on our condensed consolidated financial statements. The Company will continue to actively monitor the impact of the COVID-19 pandemic on expected credit losses. Issued Accounting Standards In December 2019, the FASB issued ASU No. 2019-12, which amends Accounting Standards Codification (“ASC”) Subtopic 740, “Income Taxes.” This update simplifies the accounting for income taxes by removing certain exceptions to general principles. The amendment is effective for fiscal years beginning after December 15, 2020 and is required to be adopted on a retrospective basis for all periods presented. We are evaluating what impact, if any, the adoption of this guidance will have on our condensed consolidated financial statements. With the exception of the updated standards discussed above, there have been no new accounting pronouncements not yet effective that have significance, or potential significance, to our condensed consolidated financial statements. |
Contract Balances | Contract Balances Accounts receivable are recognized when the right to consideration becomes unconditional based upon contractual billing schedules. Payment terms on invoiced amounts are typically 30 days |
Liquidity Concerns and Actions to Address Liquidity Needs; Going Concern | Liquidity Concerns and Actions to Address Liquidity Needs; Going Concern The offshore drilling industry experienced a significant expansion from the early 2000s to the mid-2010s, during which time the Company constructed or rebuilt each rig in our current fleet and incurred a substantial amount of debt in connection therewith. Since that time, the industry has experienced a significant sustained reduction in oil prices and a substantial increase in offshore rig supply, which have led to an industry-wide supply and demand imbalance and an extremely challenging environment. During such period of supply and demand imbalance, we had to accept contracts with dayrates and terms that were lower than anticipated when these capital projects and the associated debt were incurred. The Company has incurred significant losses since 2016 and significant impairment losses since 2014. The challenging environment experienced through 2019 has been further exacerbated by the novel strain of coronavirus (“COVID-19”) pandemic and production level disagreements that developed among members of the Organization of Petroleum Exporting Countries and other oil and gas producing nations (“OPEC+”) in the beginning of 2020. We have experienced unprecedented challenges in the first few months of 2020. The development of COVID-19 into a pandemic, the actions taken to mitigate the spread of COVID-19 by governmental authorities around the world and the risk of infection have altered, and are expected to continue to alter, policies of governments and companies and behaviors of customers around the world in ways that we anticipate will have a significant negative effect on oil consumption, such as government-imposed or voluntary social distancing and quarantining, reduced travel, and remote work policies. At the start of the COVID-19 pandemic and related mitigation efforts, disagreements developed within OPEC+, and Saudi Arabia and Russia initiated efforts to aggressively increase oil production, thereby increasing inventory levels even further. The convergence of these events resulted in an unprecedented steep decline in the demand for oil and a substantial surplus in the supply of oil. Although OPEC+ agreed in April 2020 to reduce production, the continued decreased demand for crude oil and historically low oil prices are expected to continue for the foreseeable future. Such challenging conditions had, and are expected to continue to have, a severe impact on our business, operations and financial condition in various respects, including substantially reducing demand for our services. These unprecedented recent events have impacted our current and expected liquidity position in several meaningful ways since December 31, 2019 as set forth below. • Higher than previously anticipated free cash flow deficits over the next twelve months. • Reduced availability under our 2017 Credit Facility (as defined herein), primarily driven by: ◦ The impact of the $1.1 billion in impairment losses incurred in the three months ended March 31, 2020 on the borrowing availability as calculated under the Indenture Secured Debt Basket (as defined in the First Amendment to the 2017 Credit Facility). See “ Note 9— Loss on Impairment ” for additional information. ◦ The impact of the expected reduction in Adjusted EBITDA (as defined herein) over the next twelve months on the borrowing availability as calculated under the Leverage Covenant (as defined herein). • Increased borrowings under the 2017 Credit Facility, primarily due to the early repayment of the Seller Loans (as defined herein) in April 2020. As a result of such early repayment, we avoided a default under the Seller Loans, as the impairment losses referred to above caused us to exceed the maximum debt to total capitalization ratio set forth in the Seller Loans at March 31, 2020 . • Significantly reduced access to sources of new capital. The impairment losses incurred since the First Amendment to the 2017 Credit Facility have led to a meaningful reduction in Consolidated Net Tangible Assets (“CNTA”) and consequently constrained our ability to access the full commitments under our 2017 Credit Facility. Commitments under our 2017 Credit Facility total $1.3 billion ; however, the maximum availability is also currently limited by the Indenture Secured Debt Basket at approximately $1.05 billion . In addition, a certain amount of commitments is required to remain unused to satisfy the Minimum Liquidity Covenant (as defined herein). At April 23, 2020 and after using borrowings under our 2017 Credit Facility to repay the Seller Loans, we had $545.0 million of borrowings outstanding and could borrow up to an additional $297.8 million under our 2017 Credit Facility. Due to the current economic uncertainty and resulting impact on drilling activity, we anticipate even greater than previously expected continued losses and negative cash flow over the next twelve months. Unless we are able to access alternative financing in the current market or obtain a waiver from lenders of certain covenants under, or amendment to, our 2017 Credit Facility, we are forecasted to use all of the availability under our 2017 Credit Facility and breach the Minimum Liquidity Covenant by the end of 2020. See “ Note 6— Debt ”, for additional information. Based on our evaluation of the circumstances described above, substantial doubt exists about our ability to continue as a going concern. We are actively pursuing a variety of transactions and cost-cutting measures, including, but not limited to, reductions in corporate discretionary expenditures, potential refinancing transactions by us or our subsidiaries, potential capital exchange transactions, a potential waiver from lenders under, or amendment to, our 2017 Credit Facility, further reductions in capital expenditures and increased focus on operational efficiencies. However, the prospects of successfully obtaining sufficient liquidity, to meet near-term debt obligations through these efforts are highly challenging, particularly in the current environment. Consequently, we cannot predict the extent to which any of these measures will be successful, if at all. If we are not successful in achieving these results outside of a court process, there is substantial risk that it may be necessary for us to seek protection from our creditors under Chapter 11 of the US Bankruptcy Code. In light of the foregoing, the unaudited condensed consolidated financial statements included herein were prepared on a going concern basis of accounting, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The consolidated financial statements do not reflect any adjustments that might be necessary should we be unable to continue as a going concern |
Loss Per Share (Tables)
Loss Per Share (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Earnings Per Share for Noble-UK | The following table presents the computation of basic and diluted loss per share for Noble-UK: Three Months Ended March 31, 2020 2019 Numerator: Basic Net loss from continuing operations $ (1,062,677 ) $ (67,068 ) Net loss from discontinued operations, net of tax — (3,821 ) Net loss attributable to Noble Corporation plc $ (1,062,677 ) $ (70,889 ) Diluted Net loss from continuing operations $ (1,062,677 ) $ (67,068 ) Net loss from discontinued operations, net of tax — (3,821 ) Net loss attributable to Noble Corporation plc $ (1,062,677 ) $ (70,889 ) Denominator: Weighted average shares outstanding - basic 250,047 248,251 Weighted average shares outstanding - diluted 250,047 248,251 Loss per share Basic: Loss from continuing operations $ (4.25 ) $ (0.27 ) Loss from discontinued operations — (0.02 ) Net loss attributable to Noble Corporation plc $ (4.25 ) $ (0.29 ) Diluted: Loss from continuing operations $ (4.25 ) $ (0.27 ) Loss from discontinued operations — (0.02 ) Net loss attributable to Noble Corporation plc $ (4.25 ) $ (0.29 ) |
Property and Equipment (Tables)
Property and Equipment (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, at Cost | Property and equipment, at cost consisted of the following: March 31, 2020 December 31, 2019 Drilling equipment and facilities $ 8,422,110 $ 10,014,314 Construction in progress 68,504 88,904 Other 202,223 203,407 Property and equipment, at cost $ 8,692,837 $ 10,306,625 |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Debt Disclosure [Abstract] | |
Estimated Fair Value of Our Long-Term Debt, not Including Effect of Unamortized Debt Issuance Costs | The following table presents the carrying value, net of unamortized debt issuance costs and discounts, and the estimated fair value of our total debt, not including the effect of unamortized debt issuance costs, respectively: March 31, 2020 December 31, 2019 Carrying Value Estimated Fair Value Carrying Value Estimated Fair Value Senior unsecured notes: 4.90% Senior Notes due August 2020 $ 62,518 $ 41,787 $ 62,505 $ 60,660 4.625% Senior Notes due March 2021 79,871 38,236 79,854 64,262 3.95% Senior Notes due March 2022 21,184 8,503 21,181 12,170 7.75% Senior Notes due January 2024 390,178 45,821 389,800 211,035 7.95% Senior Notes due April 2025 447,080 45,734 446,962 228,515 7.875% Senior Notes due February 2026 739,711 200,978 739,371 546,353 6.20% Senior Notes due August 2040 390,544 31,657 390,526 149,134 6.05% Senior Notes due March 2041 389,840 21,848 389,809 142,646 5.25% Senior Notes due March 2042 478,155 24,017 478,122 176,265 8.95% Senior Notes due April 2045 390,787 25,580 390,763 164,664 Seller loans: Seller-financed secured loan due September 2022 62,488 24,487 62,453 36,968 Seller-financed secured loan due February 2023 56,081 15,264 55,658 31,175 Credit facility: 2017 Credit Facility matures January 2023 445,000 445,000 335,000 335,000 Total debt 3,953,437 968,912 3,842,004 2,158,847 Less: Current maturities of long-term debt (260,958 ) (119,774 ) (62,505 ) (60,660 ) Long-term debt $ 3,692,479 $ 849,138 $ 3,779,499 $ 2,098,187 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Income (Loss) (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Equity [Abstract] | |
Changes in Accumulated Balances for Components of AOCI | The following table presents the changes in the accumulated balances for each component of “Accumulated other comprehensive income (loss)” (“AOCI”) for the three months ended March 31, 2020 and 2019 . All amounts within the table are shown net of tax. Defined Benefit Pension Items (1) Foreign Currency Items Total Balance at December 31, 2018 $ (39,058 ) $ (18,014 ) $ (57,072 ) Activity during period: Other comprehensive income (loss) before reclassifications — 508 508 Amounts reclassified from AOCI 550 — 550 Net other comprehensive income 550 508 1,058 Balance at March 31, 2019 $ (38,508 ) $ (17,506 ) $ (56,014 ) Balance at December 31, 2019 $ (40,635 ) $ (17,754 ) $ (58,389 ) Activity during period: Other comprehensive income (loss) before reclassifications — (2,136 ) (2,136 ) Amounts reclassified from AOCI 568 — 568 Net other comprehensive income (loss) 568 (2,136 ) (1,568 ) Balance at March 31, 2020 $ (40,067 ) $ (19,890 ) $ (59,957 ) (1) Defined benefit pension items relate to actuarial changes and the amortization of prior service costs. Reclassifications from AOCI are recognized as expense on our Condensed Consolidated Statements of Operations through “Other income (expense)”. See “ Note 11— Employee Benefit Plans ” for additional information. |
Revenue and Customers (Tables)
Revenue and Customers (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Contract Assets and Contract Liabilities | The following table provides information about contract assets and contract liabilities from contracts with customers: March 31, 2020 December 31, 2019 Current contract assets $ 17,085 $ 21,292 Noncurrent contract assets 7,494 9,508 Total contract assets 24,579 30,800 Current contract liabilities (deferred revenue) (42,535 ) (34,196 ) Noncurrent contract liabilities (deferred revenue) (26,171 ) (30,859 ) Total contract liabilities $ (68,706 ) $ (65,055 ) Significant changes in the remaining performance obligation contract assets and the contract liabilities balances for the three months ended March 31, 2020 and 2019 are as follows: Contract Assets Contract Liabilities Net balance at December 31, 2018 $ 47,664 $ (80,753 ) Amortization of deferred costs (8,775 ) — Additions to deferred costs 373 — Amortization of deferred revenue — 9,355 Additions to deferred revenue — (866 ) Total (8,402 ) 8,489 Net balance at March 31, 2019 $ 39,262 $ (72,264 ) Net balance at December 31, 2019 $ 30,800 $ (65,055 ) Amortization of deferred costs (8,799 ) — Additions to deferred costs 2,578 — Amortization of deferred revenue — 15,828 Additions to deferred revenue — (19,479 ) Total (6,221 ) (3,651 ) Net balance at March 31, 2020 $ 24,579 $ (68,706 ) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction | The following table reflects revenue expected to be recognized in the future related to unsatisfied performance obligations, by rig type, as of March 31, 2020 : For the Years Ended December 31, 2020 (1) 2021 2022 2023 2024 and beyond Total Floaters $ 23,912 $ 11,210 $ 7,853 $ 3,546 $ — $ 46,521 Jackups 13,217 7,227 1,741 — — 22,185 Total $ 37,129 $ 18,437 $ 9,594 $ 3,546 $ — $ 68,706 (1) Represents a nine-month period beginning April 1, 2020 |
Disaggregation of Revenue by Rig Types | The following table provides information about contract drilling revenue by rig types: Three Months Ended March 31, 2020 2019 Floaters $ 125,336 $ 153,154 Jackups 142,028 117,347 Total $ 267,364 $ 270,501 |
Employee Benefit Plans (Tables)
Employee Benefit Plans (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Retirement Benefits [Abstract] | |
Schedule of Pension Costs | Pension costs include the following components for the three months ended March 31, 2020 and 2019 : Three Months Ended March 31, 2020 2019 Non-US US Non-US US Interest cost $ 433 $ 1,892 $ 445 $ 2,178 Return on plan assets (499 ) (2,919 ) (634 ) (2,578 ) Recognized net actuarial loss 3 716 3 692 Net pension benefit cost (gain) $ (63 ) $ (311 ) $ (186 ) $ 292 |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Carrying Amount and Estimated Fair Value of Financial Instruments | The following tables present the carrying amount and estimated fair value of our financial instruments recognized at fair value on a recurring basis: March 31, 2020 Estimated Fair Value Measurements Carrying Amount Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets - Marketable securities $ 8,984 $ 8,984 $ — $ — December 31, 2019 Estimated Fair Value Measurements Carrying Amount Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets - Marketable securities $ 10,433 $ 10,433 $ — $ — |
Supplemental Financial Inform_2
Supplemental Financial Information (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Supplemental Financial Information [Abstract] | |
Effect of Changes in Other Assets and Liabilities on Cash Flows from Operating Activities | The net effect of changes in other assets and liabilities on cash flows from operating activities is as follows: Noble-UK Noble-Cayman Three Months Ended March 31, Three Months Ended March 31, 2020 2019 2020 2019 Accounts receivable $ (10,152 ) $ (11,007 ) $ (10,152 ) $ (11,007 ) Other current assets 15,164 17,097 14,667 16,803 Other assets 2,235 3,700 2,807 4,506 Accounts payable (9,001 ) (1,867 ) (9,194 ) (1,676 ) Other current liabilities (36,097 ) (59,685 ) (36,128 ) (59,544 ) Other liabilities (8,706 ) (6,455 ) (13,328 ) (6,455 ) Total net change in assets and liabilities $ (46,557 ) $ (58,217 ) $ (51,328 ) $ (57,373 ) |
Organization and Basis of Pre_3
Organization and Basis of Presentation (Details) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2020USD ($)vesselsegment | Mar. 31, 2019USD ($) | Apr. 23, 2020USD ($) | Jul. 31, 2019USD ($) | |
Debt Instrument [Line Items] | ||||
Loss on impairment | $ 1,119,517 | $ 0 | ||
Number of drilling rigs (vessel) | vessel | 24 | |||
Number of floaters (vessel) | vessel | 12 | |||
Number of jackups (vessel) | vessel | 12 | |||
Number of reportable segments | segment | 1 | |||
Minimum | 2017 Credit Facility matures January 2023 | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, aggregate principal amount | $ 1,300,000 | |||
Line of credit | 2017 Credit Facility matures January 2023 | ||||
Debt Instrument [Line Items] | ||||
Current borrowing capacity | $ 397,800 | |||
Line of credit | Subsequent Event | 2017 Credit Facility matures January 2023 | ||||
Debt Instrument [Line Items] | ||||
Current borrowing capacity | $ 1,050,000 | |||
Borrowings outstanding or letters of credit issued | 545,000 | |||
Remaining borrowing capacity | $ 297,800 |
Consolidated Joint Ventures (De
Consolidated Joint Ventures (Details) - USD ($) $ in Millions | Dec. 03, 2019 | Mar. 31, 2019 | Dec. 31, 2019 |
Schedule Of Equity Method Investments [Line Items] | |||
Percentage attributable to noncontrolling interests | 50.00% | ||
Bully Joint Venture | |||
Schedule Of Equity Method Investments [Line Items] | |||
Equity interest | 50.00% | ||
Payments to to acquire interest | $ 106.7 | ||
Dividends approved | $ 10 | ||
Subsidiary of Shell | |||
Schedule Of Equity Method Investments [Line Items] | |||
Proceeds from contract termination | $ 166.9 |
Loss Per Share - Computation of
Loss Per Share - Computation of Basic and Diluted Earnings Per Share for Noble-UK (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Basic | ||
Net loss from continuing operations | $ (1,062,677) | $ (67,068) |
Net loss from discontinued operations, net of tax | 0 | (3,821) |
Net loss attributable to Noble Corporation plc | (1,062,677) | (70,889) |
Diluted | ||
Net loss from continuing operations | (1,062,677) | (67,068) |
Net loss from discontinued operations, net of tax | 0 | (3,821) |
Net loss attributable to Noble Corporation plc | $ (1,062,677) | $ (70,889) |
Denominator: | ||
Weighted average shares outstanding - basic (shares) | 250,047 | 248,251 |
Weighted average shares outstanding - diluted (shares) | 250,047 | 248,251 |
Basic: | ||
Loss from continuing operations (usd per share) | $ (4.25) | $ (0.27) |
Loss from discontinued operations (usd per share) | 0 | (0.02) |
Net loss attributable to shareholders (usd per share) | (4.25) | (0.29) |
Diluted: | ||
Loss from continuing operations (usd per share) | (4.25) | (0.27) |
Loss from discontinued operations (usd per share) | 0 | (0.02) |
Net loss attributable to shareholders (usd per share) | $ (4.25) | $ (0.29) |
Loss Per Share - Additional Inf
Loss Per Share - Additional Information (Details) - $ / shares | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Shares outstanding and trading (in shares) | 250,952,000 | 249,200,000 | |
Additional shares authorized for issuance | 83,100,000 | ||
Current nominal value per share (usd per share) | $ 0.01 | $ 0.01 | |
Number of shares allotted | 0 | ||
Number of shares repurchased | 0 | ||
Noble-UK | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Shares outstanding and trading (in shares) | 251,000,000 | 249,200,000 | |
Equity option | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Shares excluded from the diluted net income per share | 12,400,000 | 13,200,000 |
Property and Equipment (Details
Property and Equipment (Details) - USD ($) $ in Thousands | Feb. 28, 2019 | Feb. 28, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 |
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, at cost | $ 8,692,837 | $ 10,306,625 | |||
Loss on impairment | 1,119,517 | $ 0 | |||
2019 Seller Loan | |||||
Property, Plant and Equipment [Line Items] | |||||
Financed value | $ 53,600 | $ 53,600 | |||
Other | 2019 Seller Loan | |||||
Property, Plant and Equipment [Line Items] | |||||
Cash paid to acquire asset | 30,200 | ||||
Drilling equipment and facilities | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, at cost | 8,422,110 | 10,014,314 | |||
Construction in progress | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, at cost | 68,504 | 88,904 | |||
Other | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, at cost | $ 202,223 | $ 203,407 | |||
Noble Joe Knight | |||||
Property, Plant and Equipment [Line Items] | |||||
Purchase price of asset acquired | $ 83,800 | $ 83,800 |
Debt - Additional Information (
Debt - Additional Information (Details) | Apr. 20, 2020USD ($) | Dec. 20, 2019USD ($) | Feb. 28, 2019USD ($) | Apr. 30, 2020USD ($) | Mar. 31, 2019USD ($) | Feb. 28, 2019USD ($) | Sep. 30, 2018USD ($) | Mar. 31, 2022 | Mar. 31, 2020USD ($) | Mar. 31, 2019USD ($) | Dec. 31, 2021 | Dec. 31, 2019USD ($) | Dec. 31, 2020 | Apr. 23, 2020USD ($) | Jul. 31, 2019USD ($) | Jan. 31, 2018USD ($) | Jan. 03, 2018USD ($) | Dec. 21, 2017 |
Debt Instrument [Line Items] | ||||||||||||||||||
Borrowings on credit facilities | $ 110,000,000 | $ 350,000,000 | ||||||||||||||||
Term of debt instrument | 4 years | 4 years | ||||||||||||||||
Repayments of debt | 0 | 400,000,000 | ||||||||||||||||
Gain on extinguishment of debt, net | 0 | 31,266,000 | ||||||||||||||||
Noble Joe Knight | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Purchase price of asset acquired | $ 83,800,000 | $ 83,800,000 | ||||||||||||||||
Noble Johnny Whitstine | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Purchase price of asset acquired | $ 93,800,000 | |||||||||||||||||
2017 Credit Facility matures January 2023 | Maximum | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Debt instrument, aggregate principal amount | $ 1,500,000,000 | |||||||||||||||||
2017 Credit Facility matures January 2023 | Minimum | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Debt instrument, aggregate principal amount | $ 1,300,000,000 | |||||||||||||||||
2017 Credit Facility matures January 2023 | Forecast | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Line of credit facility covenant compliance maximum consolidated leverage ratio | 3 | 3.5 | 4 | |||||||||||||||
2019 Seller Loan | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Financed value | $ 53,600,000 | $ 53,600,000 | ||||||||||||||||
2019 Seller Loan | Due at End of Third-Year | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Term of debt instrument | 4 years | |||||||||||||||||
Percentage of principal payment due at end of term | 5.00% | 5.00% | ||||||||||||||||
2019 Seller Loan | Due at End of Four-Year Term | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Percentage of principal payment due at end of term | 95.00% | 95.00% | ||||||||||||||||
2018 Seller Loan | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Financed value | $ 60,000,000 | |||||||||||||||||
2018 Seller Loan | Due at End of Third-Year | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Percentage of principal payment due at end of term | 5.00% | |||||||||||||||||
2018 Seller Loan | Due at End of Four-Year Term | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Percentage of principal payment due at end of term | 95.00% | |||||||||||||||||
Line of credit | 2017 Credit Facility matures January 2023 | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Maximum borrowing capacity under credit facilities | 1,300,000,000 | |||||||||||||||||
Net loss due to reduction of aggregate principal amount | $ 700,000 | |||||||||||||||||
Current borrowing capacity | $ 397,800,000 | |||||||||||||||||
Percentage of revenues | 85.00% | |||||||||||||||||
Percentage of combined book value of assets | 85.00% | |||||||||||||||||
Senior unsecured notes | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Purchase of senior notes | $ 440,900,000 | 440,900,000 | ||||||||||||||||
Repurchase amount | 400,000,000 | $ 400,000,000 | ||||||||||||||||
Gain on extinguishment of debt, net | $ 31,300,000 | |||||||||||||||||
Secured loan | 2019 Seller Loan | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Interest rate | 4.25% | 4.25% | ||||||||||||||||
Interest rate paid-in-kind | 1.25% | 1.25% | ||||||||||||||||
Interest rate on first year | 8.91% | 8.91% | ||||||||||||||||
Secured loan | 2018 Seller Loan | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Term of debt instrument | 4 years | |||||||||||||||||
Interest rate | 4.25% | |||||||||||||||||
Interest rate paid-in-kind | 1.25% | |||||||||||||||||
Interest rate on first year | 8.91% | |||||||||||||||||
Debt to total capitalization ratio requirement | 0.55 | |||||||||||||||||
Secured loan | Seller-financed loans | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Covenant, minimum liquidity | $ 300,000,000 | |||||||||||||||||
Credit facility | 2015 Credit Facility matures January 2020 | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Maximum borrowing capacity under credit facilities | $ 300,000,000 | |||||||||||||||||
Extinguished aggregate principal amount | $ 300,000,000 | |||||||||||||||||
Credit facility | Line of credit | 2017 Credit Facility matures January 2023 | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Credit facility, ability to increase (up to) | $ 500,000,000 | |||||||||||||||||
Covenant, rig value of closing date rigs, end of each fiscal quarter | 0.80 | |||||||||||||||||
Covenant, restrictions on borrowings, maximum Available Cash | $ 200,000,000 | |||||||||||||||||
Indentured Secured Debt Basket, percentage of CNTA | 15.00% | |||||||||||||||||
Covenant, minimum liquidity | $ 300,000,000 | |||||||||||||||||
Covenant, rig value of marketed rigs to indebtedness, end of each fiscal quarter | 3 | |||||||||||||||||
Credit facility | Line of credit | 2017 Credit Facility matures January 2023 | LIBOR | Maximum | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Interest rate on senior notes | 4.25% | |||||||||||||||||
Letters of credit | Line of credit | 2017 Credit Facility matures January 2023 | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Maximum borrowing capacity under credit facilities | $ 445,000,000 | |||||||||||||||||
Current borrowing capacity | 15,000,000 | |||||||||||||||||
Borrowings outstanding or letters of credit issued | 5,500,000 | |||||||||||||||||
Letters of credit and surety bonds | Line of credit | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Borrowings outstanding or letters of credit issued | $ 11,700,000 | |||||||||||||||||
Subsequent Event | Line of credit | 2017 Credit Facility matures January 2023 | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Current borrowing capacity | $ 1,050,000,000 | |||||||||||||||||
Borrowings on credit facilities | $ 100,000,000 | |||||||||||||||||
Borrowings outstanding or letters of credit issued | 545,000,000 | |||||||||||||||||
Remaining borrowing capacity | $ 297,800,000 | |||||||||||||||||
Subsequent Event | Secured loan | 2019 Seller Loan | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Repayments of debt | $ 48,100,000 | |||||||||||||||||
Subsequent Event | Secured loan | 2018 Seller Loan | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Repayments of debt | 53,600,000 | |||||||||||||||||
Subsequent Event | Secured loan | Seller-financed loans | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Percentage of principal payment due at end of term | 85.00% | |||||||||||||||||
Long-term debt | $ 1 |
Debt - Estimated Fair Value of
Debt - Estimated Fair Value of Long-Term Debt (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Debt Instrument [Line Items] | ||
Less: Current maturities of long-term debt | $ (260,958) | $ (62,505) |
Long-term debt | 3,692,479 | 3,779,499 |
Carrying Value | ||
Debt Instrument [Line Items] | ||
Long-term debt | 3,953,437 | 3,842,004 |
Less: Current maturities of long-term debt | (260,958) | (62,505) |
Long-term debt | 3,692,479 | 3,779,499 |
Estimated Fair Value | ||
Debt Instrument [Line Items] | ||
Long-term debt | 968,912 | 2,158,847 |
Less: Current maturities of long-term debt | (119,774) | (60,660) |
Long-term debt | $ 849,138 | 2,098,187 |
Senior unsecured notes | 4.90% Senior Notes due August 2020 | ||
Debt Instrument [Line Items] | ||
Interest rate on senior notes | 4.90% | |
Senior unsecured notes | 4.90% Senior Notes due August 2020 | Carrying Value | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 62,518 | 62,505 |
Senior unsecured notes | 4.90% Senior Notes due August 2020 | Estimated Fair Value | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 41,787 | 60,660 |
Senior unsecured notes | 4.625% Senior Notes due March 2021 | ||
Debt Instrument [Line Items] | ||
Interest rate on senior notes | 4.625% | |
Senior unsecured notes | 4.625% Senior Notes due March 2021 | Carrying Value | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 79,871 | 79,854 |
Senior unsecured notes | 4.625% Senior Notes due March 2021 | Estimated Fair Value | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 38,236 | 64,262 |
Senior unsecured notes | 3.95% Senior Notes due March 2022 | ||
Debt Instrument [Line Items] | ||
Interest rate on senior notes | 3.95% | |
Senior unsecured notes | 3.95% Senior Notes due March 2022 | Carrying Value | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 21,184 | 21,181 |
Senior unsecured notes | 3.95% Senior Notes due March 2022 | Estimated Fair Value | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 8,503 | 12,170 |
Senior unsecured notes | 7.75% Senior Notes due January 2024 | ||
Debt Instrument [Line Items] | ||
Interest rate on senior notes | 7.75% | |
Senior unsecured notes | 7.75% Senior Notes due January 2024 | Carrying Value | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 390,178 | 389,800 |
Senior unsecured notes | 7.75% Senior Notes due January 2024 | Estimated Fair Value | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 45,821 | 211,035 |
Senior unsecured notes | 7.95% Senior Notes due April 2025 | ||
Debt Instrument [Line Items] | ||
Interest rate on senior notes | 7.95% | |
Senior unsecured notes | 7.95% Senior Notes due April 2025 | Carrying Value | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 447,080 | 446,962 |
Senior unsecured notes | 7.95% Senior Notes due April 2025 | Estimated Fair Value | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 45,734 | 228,515 |
Senior unsecured notes | 7.875% Senior Notes due February 2026 | ||
Debt Instrument [Line Items] | ||
Interest rate on senior notes | 7.875% | |
Senior unsecured notes | 7.875% Senior Notes due February 2026 | Carrying Value | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 739,711 | 739,371 |
Senior unsecured notes | 7.875% Senior Notes due February 2026 | Estimated Fair Value | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 200,978 | 546,353 |
Senior unsecured notes | 6.20% Senior Notes due August 2040 | ||
Debt Instrument [Line Items] | ||
Interest rate on senior notes | 6.20% | |
Senior unsecured notes | 6.20% Senior Notes due August 2040 | Carrying Value | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 390,544 | 390,526 |
Senior unsecured notes | 6.20% Senior Notes due August 2040 | Estimated Fair Value | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 31,657 | 149,134 |
Senior unsecured notes | 6.05% Senior Notes due March 2041 | ||
Debt Instrument [Line Items] | ||
Interest rate on senior notes | 6.05% | |
Senior unsecured notes | 6.05% Senior Notes due March 2041 | Carrying Value | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 389,840 | 389,809 |
Senior unsecured notes | 6.05% Senior Notes due March 2041 | Estimated Fair Value | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 21,848 | 142,646 |
Senior unsecured notes | 5.25% Senior Notes due March 2042 | ||
Debt Instrument [Line Items] | ||
Interest rate on senior notes | 5.25% | |
Senior unsecured notes | 5.25% Senior Notes due March 2042 | Carrying Value | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 478,155 | 478,122 |
Senior unsecured notes | 5.25% Senior Notes due March 2042 | Estimated Fair Value | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 24,017 | 176,265 |
Senior unsecured notes | 8.95% Senior Notes due April 2045 | ||
Debt Instrument [Line Items] | ||
Interest rate on senior notes | 8.95% | |
Senior unsecured notes | 8.95% Senior Notes due April 2045 | Carrying Value | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 390,787 | 390,763 |
Senior unsecured notes | 8.95% Senior Notes due April 2045 | Estimated Fair Value | ||
Debt Instrument [Line Items] | ||
Long-term debt | 25,580 | 164,664 |
Seller loans | Seller-financed secured loan due September 2022 | Carrying Value | ||
Debt Instrument [Line Items] | ||
Long-term debt | 62,488 | 62,453 |
Seller loans | Seller-financed secured loan due September 2022 | Estimated Fair Value | ||
Debt Instrument [Line Items] | ||
Long-term debt | 24,487 | 36,968 |
Seller loans | Seller-financed secured loan due February 2023 | Carrying Value | ||
Debt Instrument [Line Items] | ||
Long-term debt | 56,081 | 55,658 |
Seller loans | Seller-financed secured loan due February 2023 | Estimated Fair Value | ||
Debt Instrument [Line Items] | ||
Long-term debt | 15,264 | 31,175 |
Line of credit | 2017 Credit Facility matures January 2023 | Carrying Value | ||
Debt Instrument [Line Items] | ||
Long-term debt | 445,000 | 335,000 |
Line of credit | 2017 Credit Facility matures January 2023 | Estimated Fair Value | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 445,000 | $ 335,000 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Beginning Balance | $ 3,658,972 | $ 4,654,574 |
Other comprehensive income (loss) before reclassifications | (2,136) | 508 |
Amounts reclassified from AOCI | 568 | 550 |
Other comprehensive income (loss), net | (1,568) | 1,058 |
Ending Balance | 2,596,532 | 4,583,808 |
Defined Benefit Pension Items | ||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Beginning Balance | (40,635) | (39,058) |
Other comprehensive income (loss) before reclassifications | 0 | 0 |
Amounts reclassified from AOCI | 568 | 550 |
Other comprehensive income (loss), net | 568 | 550 |
Ending Balance | (40,067) | (38,508) |
Foreign Currency Items | ||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Beginning Balance | (17,754) | (18,014) |
Other comprehensive income (loss) before reclassifications | (2,136) | 508 |
Amounts reclassified from AOCI | 0 | 0 |
Other comprehensive income (loss), net | (2,136) | 508 |
Ending Balance | (19,890) | (17,506) |
Total | ||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Beginning Balance | (58,389) | (57,072) |
Other comprehensive income (loss), net | (1,568) | 1,058 |
Ending Balance | $ (59,957) | $ (56,014) |
Revenue and Customers - Additio
Revenue and Customers - Additional Information (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2020USD ($) | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Unsatisfied performance obligations | $ 68,706 |
Payment term | P30D |
Floaters | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Unsatisfied performance obligations | $ 46,521 |
Jackups | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Unsatisfied performance obligations | $ 22,185 |
Revenue and Customers - Receiva
Revenue and Customers - Receivables, Contract Assets, and Contract Liabilities with Customers (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 | Mar. 31, 2019 | Dec. 31, 2018 |
Revenue from Contract with Customer [Abstract] | ||||
Current contract assets | $ 17,085 | $ 21,292 | ||
Noncurrent contract assets | 7,494 | 9,508 | ||
Total contract assets | 24,579 | 30,800 | $ 39,262 | $ 47,664 |
Current contract liabilities (deferred revenue) | (42,535) | (34,196) | ||
Noncurrent contract liabilities (deferred revenue) | (26,171) | (30,859) | ||
Total contract liabilities | $ (68,706) | $ (65,055) | $ (72,264) | $ (80,753) |
Revenue and Customers - Signifi
Revenue and Customers - Significant Changes in Contract Assets and Contract Liabilities (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Change In Contract With Customer, Asset And Liability [Roll Forward] | ||
Contract assets, beginning balance | $ 30,800 | $ 47,664 |
Contract liabilities, beginning balance | (65,055) | (80,753) |
Amortization of deferred costs | (8,799) | (8,775) |
Additions to deferred costs | 2,578 | 373 |
Amortization of deferred revenue | 15,828 | 9,355 |
Additions to deferred revenue | (19,479) | (866) |
Total | (6,221) | (8,402) |
Total | (3,651) | 8,489 |
Contract assets, ending balance | 24,579 | 39,262 |
Contract liabilities, ending balance | $ (68,706) | $ (72,264) |
Revenue and Customers - Remaini
Revenue and Customers - Remaining Performance Obligations (Details) $ in Thousands | Mar. 31, 2020USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Unsatisfied performance obligations | $ 68,706 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-04-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Unsatisfied performance obligations | $ 37,129 |
Performance obligation, expected timing of satisfaction | 9 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Unsatisfied performance obligations | $ 18,437 |
Performance obligation, expected timing of satisfaction | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Unsatisfied performance obligations | $ 9,594 |
Performance obligation, expected timing of satisfaction | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Unsatisfied performance obligations | $ 3,546 |
Performance obligation, expected timing of satisfaction | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Unsatisfied performance obligations | $ 0 |
Performance obligation, expected timing of satisfaction | |
Floaters | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Unsatisfied performance obligations | $ 46,521 |
Floaters | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-04-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Unsatisfied performance obligations | $ 23,912 |
Performance obligation, expected timing of satisfaction | 9 months |
Floaters | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Unsatisfied performance obligations | $ 11,210 |
Performance obligation, expected timing of satisfaction | 1 year |
Floaters | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Unsatisfied performance obligations | $ 7,853 |
Performance obligation, expected timing of satisfaction | 1 year |
Floaters | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Unsatisfied performance obligations | $ 3,546 |
Performance obligation, expected timing of satisfaction | 1 year |
Floaters | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Unsatisfied performance obligations | $ 0 |
Performance obligation, expected timing of satisfaction | |
Jackups | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Unsatisfied performance obligations | $ 22,185 |
Jackups | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-04-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Unsatisfied performance obligations | $ 13,217 |
Performance obligation, expected timing of satisfaction | 9 months |
Jackups | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Unsatisfied performance obligations | $ 7,227 |
Performance obligation, expected timing of satisfaction | 1 year |
Jackups | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Unsatisfied performance obligations | $ 1,741 |
Performance obligation, expected timing of satisfaction | 1 year |
Jackups | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Unsatisfied performance obligations | $ 0 |
Performance obligation, expected timing of satisfaction | 1 year |
Jackups | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Unsatisfied performance obligations | $ 0 |
Performance obligation, expected timing of satisfaction |
Revenue and Customers - Disaggr
Revenue and Customers - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | $ 281,311 | $ 282,888 |
Contract drilling services | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 267,364 | 270,501 |
Floaters | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 125,336 | 153,154 |
Jackups | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | $ 142,028 | $ 117,347 |
Loss on Impairment (Details)
Loss on Impairment (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Property, Plant and Equipment [Line Items] | ||
Loss on impairment | $ 1,119,517 | $ 0 |
Capital Spare Equipment | ||
Property, Plant and Equipment [Line Items] | ||
Loss on impairment | 5,500 | |
Noble Bully I, Noble Bully II, Noble Danny Adkins and Noble Jim Day | Drillships | ||
Property, Plant and Equipment [Line Items] | ||
Loss on impairment | $ 1,100,000 |
Income Taxes (Details)
Income Taxes (Details) $ in Millions | 3 Months Ended | |
Mar. 31, 2020USD ($)rig | Dec. 31, 2019USD ($) | |
Income Tax Contingency [Line Items] | ||
Reserves for uncertain tax positions net | $ 147.3 | $ 159.7 |
Related tax benefits | $ 0.4 | $ 0.4 |
Operational period | 12 months | |
Income tax benefit from CARES Act | $ 42.6 | |
Income tax receivable | 151.4 | |
Non-cash deferred tax expense | 107.6 | |
Non-US reserve release following statute limitation | 4.6 | |
Non-cash deferred tax benefit from impairment charges | $ 95.6 | |
Number of impaired rigs | rig | 2 | |
Minimum | ||
Income Tax Contingency [Line Items] | ||
Approximate audit claims assessed | $ 80 | |
Maximum | ||
Income Tax Contingency [Line Items] | ||
Approximate audit claims assessed | 100 | |
Non-US | ||
Income Tax Contingency [Line Items] | ||
Reserve increase (decrease) | (22.2) | |
US | ||
Income Tax Contingency [Line Items] | ||
Reserve increase (decrease) | $ 11.8 |
Employee Benefit Plans (Details
Employee Benefit Plans (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Defined Benefit Plan Disclosure [Line Items] | ||
Employer contributions | $ 0 | $ 0 |
Service cost | 0 | 0 |
Non-US | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Interest cost | 433,000 | 445,000 |
Return on plan assets | (499,000) | (634,000) |
Recognized net actuarial loss | 3,000 | 3,000 |
Net pension benefit cost (gain) | (63,000) | (186,000) |
US | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Interest cost | 1,892,000 | 2,178,000 |
Return on plan assets | (2,919,000) | (2,578,000) |
Recognized net actuarial loss | 716,000 | 692,000 |
Net pension benefit cost (gain) | $ (311,000) | $ 292,000 |
Fair Value of Financial Instr_3
Fair Value of Financial Instruments (Details) - Marketable securities - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Quoted Prices in Active Markets (Level 1) | ||
Assets | ||
Marketable securities | $ 8,984 | $ 10,433 |
Significant Other Observable Inputs (Level 2) | ||
Assets | ||
Marketable securities | 0 | 0 |
Significant Unobservable Inputs (Level 3) | ||
Assets | ||
Marketable securities | 0 | 0 |
Reported Value Measurement | ||
Assets | ||
Marketable securities | $ 8,984 | $ 10,433 |
Commitments and Contingencies (
Commitments and Contingencies (Details) | Dec. 15, 2017USD ($) | Jan. 31, 2017USD ($)rig | Mar. 31, 2020USD ($) | Mar. 31, 2019USD ($) | Dec. 31, 2019USD ($) |
Other Commitments [Line Items] | |||||
Net loss from discontinued operations, net of tax | $ 0 | $ (3,821,000) | |||
Years of effectiveness of employment agreements after the termination of employment | 3 years | ||||
Minimum | |||||
Other Commitments [Line Items] | |||||
Approximate audit claims assessed | $ 80,000,000 | ||||
Percentage of uncertain tax positions likelihood of being sustained (greater than) | 50.00% | ||||
Income and other business taxes | Mexico | Foreign tax authority | |||||
Other Commitments [Line Items] | |||||
Approximate audit claims assessed | $ 60,500,000 | ||||
Transocean Ltd. | |||||
Other Commitments [Line Items] | |||||
Number of newbuild rigs allegedly violating patents | rig | 5 | ||||
Damages sought | $ 10,000,000 | ||||
License fees (percent) | 5.00% | ||||
Borrowings by Paragon Offshore | |||||
Other Commitments [Line Items] | |||||
Damages sought | $ 1,700,000,000 | ||||
Loss estimate | $ 100,000,000 | ||||
Coverage limit | 150,000,000 | ||||
Borrowings by Paragon Offshore | Mexico | |||||
Other Commitments [Line Items] | |||||
Net loss from discontinued operations, net of tax | $ 3,800,000 | ||||
Transfer of Intercompany Receivables and Notes from a Paragon Subsidiary to a Noble Subsidiary | |||||
Other Commitments [Line Items] | |||||
Damages sought | $ 935,000,000 | ||||
Paragon Offshore | |||||
Other Commitments [Line Items] | |||||
Damages sought | $ 2,600,000,000 |
Supplemental Financial Inform_3
Supplemental Financial Information - Additional Information (Details) - USD ($) $ in Millions | Feb. 28, 2019 | Feb. 28, 2019 | Mar. 31, 2020 | Dec. 31, 2019 | Mar. 31, 2019 | Dec. 31, 2018 |
Condensed Balance Sheet Statements, Captions [Line Items] | ||||||
Restricted cash | $ 1.3 | $ 1.3 | ||||
Capital expenditures incurred but not yet paid | $ 24.7 | $ 36 | $ 38.5 | $ 52.1 | ||
2019 Seller Loan | ||||||
Condensed Balance Sheet Statements, Captions [Line Items] | ||||||
Financed value | $ 53.6 | $ 53.6 |
Supplemental Financial Inform_4
Supplemental Financial Information - Effect of Changes in Other Assets and Liabilities on Cash Flows (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Operating Capital [Line Items] | ||
Total net change in assets and liabilities | $ (46,557) | $ (58,217) |
Noble-UK | ||
Operating Capital [Line Items] | ||
Accounts receivable | (10,152) | (11,007) |
Other current assets | 15,164 | 17,097 |
Other assets | 2,235 | 3,700 |
Accounts payable | (9,001) | (1,867) |
Other current liabilities | (36,097) | (59,685) |
Other liabilities | (8,706) | (6,455) |
Total net change in assets and liabilities | (46,557) | (58,217) |
Noble-Cayman | ||
Operating Capital [Line Items] | ||
Accounts receivable | (10,152) | (11,007) |
Other current assets | 14,667 | 16,803 |
Other assets | 2,807 | 4,506 |
Accounts payable | (9,194) | (1,676) |
Other current liabilities | (36,128) | (59,544) |
Other liabilities | (13,328) | (6,455) |
Total net change in assets and liabilities | $ (51,328) | $ (57,373) |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) | Apr. 20, 2020 | Mar. 31, 2020 | Mar. 31, 2019 | Apr. 30, 2020 |
Subsequent Event [Line Items] | ||||
Repayments of debt | $ 0 | $ 400,000,000 | ||
Subsequent Event | Secured loan | Seller-financed loans | ||||
Subsequent Event [Line Items] | ||||
Percentage of principal payment due at end of term | 85.00% | |||
Long-term debt | $ 1 | |||
Subsequent Event | Secured loan | 2019 Seller Loan | ||||
Subsequent Event [Line Items] | ||||
Repayments of debt | 48,100,000 | |||
Subsequent Event | Secured loan | 2018 Seller Loan | ||||
Subsequent Event [Line Items] | ||||
Repayments of debt | $ 53,600,000 |