(State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
(Address of principal executive offices) |
(Zip Code) |
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
(Address of principal executive offices) |
(Zip Code) |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Title of each class |
Trading symbol(s) |
Name of each exchange on which registered | ||
Item 7.01 |
Regulation FD Disclosure. |
Item 8.01 |
Other Events. |
• |
Noble is required to sell the Divestment Business to Shelf Drilling within three months of the effective date of the Undertaking. As previously disclosed, Noble is expected to continue to operate the Noble Lloyd Noble |
• |
Noble and Maersk Drilling are required to hold the Divestment Business separate from the rest of the business until the Rig Transaction (including the subsequent transfer of operations relating to the Noble Lloyd Noble |
• |
Until the Rig Transaction (including the subsequent transfer of operations relating to the Noble Lloyd Noble |
• |
Except with the prior written consent of the UK CMA, for a period of 10 years after the sale of the Divestment Business: |
• |
the combined Noble and Maersk Drilling group is prohibited from re-acquiring |
• |
employees and directors of the combined Noble and Maersk Drilling Group are prohibited, for so long as they are such employees or directors, from occupying any managerial or directorship position in the Divestment Business or in any company having control of the Divestment Business. |
Item 9.01 |
Financial Statements and Exhibits. |
EXHIBIT NUMBER |
DESCRIPTION | |||
99.1 |
— |
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104 |
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Cover Page Interactive Data File – the cover page XBRL tags are embedded within the Inline XBRL document. |
NOBLE CORPORATION | ||||||
Date: September 1, 2022 |
By: |
/s/ William E. Turcotte | ||||
William E. Turcotte | ||||||
Senior Vice President, General Counsel and Corporate Secretary | ||||||
NOBLE FINANCE COMPANY | ||||||
By: |
/s/ Richard B. Barker | |||||
Richard B. Barker | ||||||
Senior Vice President and Chief Financial Officer |