Subsequent Events

3 Months Ended

Mar. 31, 2022

Subsequent Events [Abstract]

Subsequent Events

Note 14— Subsequent Events

The Business Combination Agreement has been unconditionally approved by the competition authorities in Brazil, Norway, and the Republic of Trinidad & Tobago. Accordingly, the only outstanding pre-closing merger control clearances are in Angola and the UK. We expect the competition authority in Angola to unconditionally approve the Business Combination during May 2022.

The merger control process for obtaining clearance in the UK remains ongoing following the UK Competition and Markets Authority’s (“UK CMA”) Phase 1 decision on April 22, 2022 pursuant to which the UK CMA stated that the transaction gives rise to a realistic prospect of a substantial lessening of competition and that a remedy would be required to avoid a reference to a Phase 2 review. As a result, we and possibly Maersk Drilling plan to offer to divest certain jackup rigs currently located in the North Sea (the “Remedy Rigs”) to seek to obtain conditional antitrust clearance from the UK CMA in Phase 1. The Remedy Rigs will comprise the Noble Hans Deul, Noble Sam Hartley, Noble Sam Turner, Noble Houston Colbert, and either the Maersk Innovator or the Noble Lloyd Noble, both of which are a CJ-70 design. We expect there to be clarity on which of the CJ-70 rigs will be included in the Remedy Rigs in the coming weeks.

On this basis, we have started to examine different options to divest the Remedy Rigs. The duration and outcome of the UK CMA review process remains uncertain. If we are able to obtain a conditional Phase 1 antitrust clearance from the UK CMA, we expect closing of the Business Combination will occur in mid-2022.