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Fresh Start Accounting (Tables)
12 Months Ended
Dec. 31, 2019
Reorganizations [Abstract]  
Schedule of weighted average cost of capital
The cash flows were estimated over the remaining useful economic lives of the underlying assets but no longer than 30 years in total, and discounted using an estimated market participant WACC as follows:
Investment
WACC

Seadrill Capricorn Holdings LLC
11.4
%
Seadrill Operating LP
12.0
%
Seadrill Deepwater Drillship Ltd
12.0
%
Seabras Sapura Holding
14.3
%
Seabras Sapura Participacoes
13.7
%
SeaMex
12.7
%
We have the following investments in associated companies:
 
Successor

 
Successor

Ownership percentage
December 31, 2019

 
December 31, 2018

Seadrill Partners and Seadrill Partner subsidiaries ("SDLP investments") (a) (b)
(a)

 
(a)

Seabras Sapura (b)
50.0
%
 
50.0
%
SeaMex Ltd. ("SeaMex") (b)
50.0
%
 
50.0
%
Sonadrill (b)
50.0
%
 
%
Gulfdrill (b)
50.0
%
 
%

(a) 
Refer to the Seadrill Partners subsidiaries paragraph below for additional information.
(b) 
For transactions with related parties refer to Note 31 - Related party transactions.
Reconciliation of the distributable value to the estimated fair value
The following table reconciles the distributable value to the estimated fair value of Successor common stock as at the Effective Date:
(In $ millions)
As at July 2, 2018

Distributable value
11,056

Less: non-controlling interest
(154
)
Less: fair value of debt
(7,301
)
Less: fair value of other non-operating liabilities
(108
)
Add: fair value of tax attributes
8

Fair value of Successor common stock issued upon emergence
3,501

 
 
Shares issued and outstanding on July 2, 2018
100.0

Per share value
35.01

Reconciliation of the distributable value to the estimated reorganization value
The following table reconciles the distributable value to the estimated reorganization value as at the Effective Date: 
(In $ millions)
As at July 2, 2018

Distributable value
11,056

Add: other working capital liabilities
478

Add: other non-current operating liabilities
57

Add: fair value of tax attributes
8

Add: redeemable non-controlling interest
30

Total reorganization value
11,629

Fresh-start adjustments
The adjustments included in the following Consolidated Balance Sheet reflect the effects of the consummation of the transactions contemplated by the Reorganization Plan (reflected in the column “Reorganization Adjustments”) as well as fair value adjustments as a result of the adoption of fresh start accounting (reflected in the column “Fresh Start Adjustments”). The explanatory notes highlight methods used to determine fair values or other amounts of the assets and liabilities as well as significant assumptions or inputs.
 
As of July 1, 2018
(In $ millions)
Predecessor Company

 
Reorganization Adjustments

 
Fresh Start Adjustments

 
Successor Company

ASSETS
 
 
 
 
 
 
 
Current assets
 
 
 
 
 
 
 
Cash and cash equivalents
809

 
790

(a)

 
1,599

Restricted cash
409

 
169

(a)

 
578

Marketable securities
121

 

 

 
121

Accounts receivable, net
272

 

 

 
272

Amount due from related parties - current
181

 

 
14

(l)
195

Other current assets
247

 

 
181

(m)
428

Total current assets
2,039

 
959

 
195

 
3,193

Investment in associated companies
1,615

 

 
(687
)
(n)
928

Newbuildings
249

 

 
(249
)
(o)

Drilling units
12,531

 

 
(5,734
)
(p)
6,797

Deferred tax assets
8

 

 

 
8

Equipment
35

 

 
(6
)
(q)
29

Amount due from related parties - non-current
565

 

 
11

(r)
576

Assets held for sale - non-current

 

 

 

Other non-current assets
3

 

 
95

(s)
98

Total assets
17,045

 
959

 
(6,375
)
 
11,629

LIABILITIES AND EQUITY
 
 
 
 
 
 
 
Current liabilities
 
 
 
 
 
 
 
Debt due within one year
90

 

 
(33
)
(t)
57

Trade accounts payable
96

 
17

(b)

 
113

Amounts due to related parties - current
4

 
4

(c)

 
8

Other current liabilities
229

 
100

(d)
32

(u)
361

Total current liabilities
419

 
121

 
(1
)
 
539

Liabilities subject to compromise
9,050

 
(9,050
)
(e)

 

Long-term debt
856

 
6,292

(f)
(104
)
(t)
7,044

Long-term debt due to related parties
294

 

 
(94
)
(v)
200

Deferred tax liabilities
105

 

 
(6
)
(w)
99

 
As of July 1, 2018
(In $ millions)
Predecessor Company

 
Reorganization Adjustments

 
Fresh Start Adjustments

 
Successor Company

Other non-current liabilities
57

 
3

(b)
2

(x)
62

Total non-current liabilities
1,312

 
6,295

 
(202
)
 
7,405

 
 
 
 
 
 
 
 
Redeemable non-controlling interest
25

 

 
5

(y)
30

 
 
 
 
 
 
 
 
Equity
 
 
 
 
 
 
 
Predecessor common shares
1,008

 
(1,008
)
(g)

 

Predecessor additional paid-in capital
3,316

 
(3,322
)
(g)

 

 

 
6

(h)

 

Predecessor contributed surplus
1,956

 
(1,956
)
(g)

 

Predecessor accumulated other comprehensive income
41

 

 
(41
)
(z)

Predecessor (loss)/retained earnings
(146
)
 
7,110

(i)
(6,964
)
(z)

Successor common shares

 
10

(j)

 
10

Successor contributed surplus

 
2,860

(j)
631

(aa)
3,491

Total Shareholders' equity
6,175

 
3,700

 
(6,374
)
 
3,501

Non-controlling interest
64

 
(107
)
(k)
197

(bb)
154

Total equity
6,239

 
3,593

 
(6,177
)
 
3,655

Total liabilities and equity
17,045

 
959

 
(6,375
)
 
11,629


Reorganization Adjustments:

(a)
Adjustments to cash and cash equivalents including the following:
Cash and Cash Equivalents
 
(In $ millions)
 
Proceeds from debt commitment (1)
875

Proceeds from equity commitment
200

Payment to newbuild counterparty members
(18
)
Amendment consent fees to senior secured creditors
(26
)
Funding of the escrow account for Senior Secured Notes collateral
(227
)
Payment of closing fees for the debt commitment
(9
)
Payment new commitment parties fee
(1
)
Payment to the bank coordinating committee
(4
)
Change in cash and cash equivalents
790

(1) 
Pursuant to the Investment Agreement, on the Effective Date we received cash of $875 million for the issuance of Senior Secured Notes, consisting of $880 million par value notes net of $5 million pre-issuance accrued interest.
Restricted Cash
 
(In $ millions)
 
Funding of the escrow account per terms of Senior Secured Notes
227

Payment of post confirmation accrued professional fees in connection with emergence
(31
)
Payment of success fees incurred upon emergence
(22
)
Distribution from the cash pool to general unsecured claims
(2
)
Payment of unsecured creditor committee advisor fees
(3
)
Change in restricted cash
169

(b)
Reflects the reinstatement of trade accounts payable and other non-current liabilities included as part of liabilities subject to compromise
(c)
Reflects the reinstatement of amounts due to related party included as part of liabilities subject to compromise.
(d)
Reflects the adjustment to other current liabilities upon emergence:
Other current liabilities upon emergence
 
(In $ millions)
 
Success fees accrued upon emergence
28

Undistributed cash pool balance for general unsecured claims on emergence
35

Cash payment made for post confirmation accrued professional fees in connection with emergence
(31
)
Reinstatement of other current liabilities as part of liabilities subject to compromise
64

Amendment fees on SFL loans accrued upon emergence
4

Change in other liabilities
100

(e)    Liabilities subject to compromise were settled as follows in accordance with the Plan:
Gain on liabilities subject to compromise
 
(In $ millions)
 
Senior undersecured or impaired external debt
5,266

Unsecured bonds
2,334

Newbuild claims
1,064

Accrued interest payable
49

Derivatives previously recorded at fair value
249

Accounts payable and other liabilities
84

Amount due to related party
4

Liabilities subject to compromise
9,050

Less: Distribution from cash pool to holders of general unsecured claims on emergence
(2
)
Less: Undistributed cash pool balance for holders of general unsecured claims on emergence
(35
)
Less: Payment to newbuild counterparty members
(17
)
Less: Fair value of equity issued to holders of general unsecured claims
(498
)
Less: Reinstatement of amount due to related party
(4
)
Less: Reinstatement of trade accounts payable
(84
)
Less: Reinstatement of senior undersecured or impaired external debt
(5,266
)
Less: Recognition of adequate protection payments on senior undersecured or impaired external debt
(186
)
Gain on settlement of liabilities subject to compromise
2,958

(f)
Increase in long-term debt includes reinstatement of certain liabilities subject to compromise as well as the issuance of Senior Secured Notes. The net increase reflects the following:
(In $ millions)
 
Reinstated Senior undersecured or impaired external debt
5,266

Recognition of adequate protection payments
186

Lender consent fee
(26
)
Total reinstated senior secured credit facilities
5,426

Issuance of Senior Secured Notes
880

Capitalized pre-issuance interest for Senior Secured Notes for 8% paid-in kind
10

Debt issuance cost in related to the issuance of the Senior Secured Notes
(9
)
Discount on Senior Secured Notes for the pre-issuance interest paid upon emergence (4% cash interest of $5 million and 8% paid-in kind interest of $10 million)
(15
)
Net increase in long-term debt
6,292

(g)
Reflects the cancellation of Predecessor Company common stock, contributed surplus, and additional paid in capital to retained earnings
(h)
Represents the unamortized stock compensation recognized upon cancellation of the Predecessor Company common stock, contributed surplus, and additional paid in capital.
(i)
Reflects the change in predecessor retained (loss)/earnings
(In $ millions)
 
Gain on settlement of liabilities subject to compromise
2,958

Cancellation of predecessor common stock, contributed surplus, and additional paid in capital
6,286

Recognition of unamortized stock compensation expense upon cancellation of the Predecessor Company common stock, contributed surplus, and additional paid in capital
(6
)
Fair value of Successor Common Shares issued upon emergence
(2,176
)
Success fees incurred upon emergence
(51
)
New Commitment Parties, bank coordinating committee, and unsecured creditor committee advisor fees
(8
)
Elimination of NADL and Sevan non-controlling interest
107

Total change in predecessor retained (loss)/earnings
7,110

(j)
Reflects the issuance of 23,750,000 shares of common stock at a per share price of $8.42 in connection with the equity commitment, 55 million shares of common stock with estimated fair value of $35.01 per share issued in connection with the debt commitment, 14 million shares of common stock issued to the holders of general unsecured claims at an estimated fair value of $35.01 per share, 2 million shares of common stock issued to former holders of Predecessor equity at an estimated fair value of $35.01 per share, and 5 million shares of common stock issued for structuring fees to the select commitment parties and Hemen at an estimated fair value of $35.01 per share.
(k)
As determined in the Plan, NADL and Sevan became wholly owned subsidiaries and the non-controlling interests of NADL and Sevan were eliminated.

Fresh Start Adjustments
(l)
Adjustment to record the current portion of the contingent consideration receivable from Seadrill Partners related to the West Vela with the fair value of $14 million.
(m)
Adjustment to write-off $9 million of current deferred mobilization costs to fair value, which is offset by recording the fair value of certain favorable drilling contracts of $190 million. The value was based on the contracted rates compared to the prevailing market rates.
(n)
Adjustment to decrease the carrying value of the investments in associated companies to their estimated fair values determined using a discounted cash flow analysis utilizing the assumption noted above the Valuation of Equity Method Investments.
(o)
Adjustment to record the newbuildings at fair value based on the value derived from an income approach compared to the current contractual obligations remaining to be paid.
(p)
Adjustment to the drilling units to record the fair value of the rigs and capital spares utilizing a combination of income-based and market-based approaches. The discount rate of 11.4% was used for the discounted cash flow analysis under the income-based approach. A cost-based approach was utilized to determine the fair value for the capital spares.
(q)
Adjustment to record equipment at fair value based on a cost approach.
(r)
Adjustment to record the non-current portion of the contingent consideration receivable from Seadrill Partners related to the West Vela and West Polaris with the fair value of $17 million. This amount is offset with a $3 million reduction on the recoverability of the receivable due from Seabras Participacoes and $2 million adjustment to record the embedded conversion option component of the Archer convertible debt instrument at the emergence date fair value.
(s)
Adjustment to write-off $2 million of deferred mobilization cost and $1 million of unamortized favorable contracts to fair value. These are offset by recording the fair value of certain favorable drilling and management service contracts of $98 million. The value was based on the contracted rates compared to the prevailing market rates.
(t)
Fair value adjustment to record discount of $188 million on the senior secured credit facilities and Ship Finance loans. This reduction is offset by a $51 million write-off of discounts on the Senior Secured Notes, unamortized debt issuance cost and lender consent fees.
(In $ millions)
 
 
 
 
 
 
 
As at July 2, 2018
Senior Secured Notes

 
 Senior Secured Credit Facilities

 
 Ship Finance Loans

 
 Total

Carrying value after reorganization adjustments
866

 
5,636

 
736

 
7,238

Adjustments to record debt at fair value:

 

 

 

Write-off of unamortized debt issuance costs
9

 
26

 
1

 
36

Write-off of discounts for pre-issuance accrued interest settled upon issuance of Senior Secured Notes (4% cash interest of $5 million and 8% paid-in kind interest of $10 million)
15

 

 

 
15

Fair value adjustment to record discount on the senior secured credit facilities and Ship Finance Loans

 
(155
)
 
(33
)
 
(188
)
Estimated fair value of debt at emergence
890

 
5,507

 
704

 
7,101


(u)
Adjustment to write-off $27 million, primarily related to deferred mobilization revenue, for which we have determined to have no future performance obligations. These are offset by recording the fair value of certain unfavorable drilling contracts of $59 million. The value was based on the contracted rates compared to the prevailing market rates.
(v)
Adjustment to reflect a fair value discount on the loans due to related parties. The value was based on an income approach using level 2 inputs.
(w)
Adjustments to the deferred tax liabilities as a result of applying fresh start accounting.
(x)
Adjustment to write-off $7 million of deferred mobilization revenue, for which we have determined to have no future performance obligations, offset by the fair value of certain unfavorable drilling contracts of $9 million. The value was based on the contracted rates compared to prevailing market rates.
(y)
Adjustment to record redeemable non-controlling interest to the emergence date fair value.
(z)
Reflects the fresh start accounting adjustment to reset retained (loss) earnings and accumulated other comprehensive income.
(aa)
Reflects the increase in fair value of the 24 million shares of common stock issued in connection with the equity commitment from $8.42 to $35.01 per share.
(bb)
Adjustment to record the non-controlling interest in the Ship Finance VIEs and Seadrill Nigeria Operations Limited to fair value.