Guarantees of Registered Securities

Rowan plc and its 100%-owned subsidiary, RCI, have entered into agreements providing for, among other things, the full, unconditional and irrevocable guarantee by Rowan plc of the prompt payment when due of any amount owed to the holders of RCI's 5% Senior Notes due 2017, 7.875% Senior Notes due 2019, 4.875% Senior Notes due 2022, 4.75% Senior Notes due 2024, 5.4% Senior Notes due 2042, and 5.85% Senior Notes due 2044 (the "Senior Notes").

The condensed consolidating financial information that follows is presented on the equity method of accounting in accordance with Rule 3-10 of Regulation S-X in connection with Rowan plc's guarantee of the Senior Notes and reflects the corporate ownership structure as of September 30, 2014, and customary allocations and intercompany charges. Financial information for the three and nine months ended September 30, 2013, has been recast to reflect changes to the corporate ownership structure that occurred in the first and third quarters of 2014 and is presented as though the structure at September 30, 2014, was in place at January 1, 2013.

During the quarter ended March 31, 2014, we identified certain immaterial misclassifications in our guarantor financial information at December 31, 2013, and prior periods primarily relating to the allocation of noncurrent income tax liabilities and deferred tax assets and liabilities between RCI and the non-guarantor subsidiaries. These errors had no impact on our consolidated financial statements. We have revised the consolidating balance sheet at December 31, 2013, and the consolidating income statements for the three and nine months ended September 30, 2013, presented herein, to conform to the current period presentation. A summary of the changes at December 31, 2013, follows (in thousands):



	RCI (Issuer)		Non-guarantor subsidiaries

Condensed Consolidating Balance Sheets
December 31, 2013:

Other current assets:
As reported	$	45,031	$	22,355
As corrected	43,611		23,775

Due from affiliates:
As reported	$	1,439,112	$	579,501
As corrected	1,436,736		542,331

Accrued liabilities:
As reported	$	101,478	$	54,493
As corrected	99,102		56,869

Due to affiliates:
As reported	$	575,184	$	1,421,553
As corrected	546,690		1,410,501

Other liabilities (noncurrent):
As reported	$	194,966	$	85,960
As corrected	235,779		45,147

Deferred income taxes (noncurrent liability):
As reported	$	126,681	$	302,974
As corrected	115,376		314,279

Retained earnings:
As reported	$	4,795,441	$	5,908,071
As corrected	4,793,007		5,910,505

Rowan Companies plc and Subsidiaries

Condensed Consolidating Balance Sheets

September 30, 2014

(in thousands)

(unaudited)



	Rowan plc (Parent)		RCI (Issuer)		Non-guarantor subsidiaries		Consolidating adjustments			Consolidated
CURRENT ASSETS:
Cash and cash equivalents	$	90,014	$	62,574	$	555,141	$	—		$	707,729
Receivables - trade and other	129		62,502		447,563		—			510,194
Other current assets	636		70,605		11,531		—			82,772
Total current assets	90,779		195,681		1,014,235		—			1,300,695

Property, plant and equipment - gross	—		674,959		8,865,632		—			9,540,591
Less accumulated depreciation and amortization	—		305,457		1,726,563		—			2,032,020
Property, plant and equipment - net	—		369,502		7,139,069		—			7,508,571

Investments in subsidiaries	5,027,024		6,123,393		—		(11,150,417		)	—
Due from affiliates	941		1,276,950		138,071		(1,415,962		)	—
Other assets	—		18,877		637		—			19,514
	$	5,118,744	$	7,984,403	$	8,292,012	$	(12,566,379	)	$	8,828,780

CURRENT LIABILITIES:
Accounts payable - trade	$	409	$	9,607	$	90,437	$	—		$	100,453
Deferred revenues	—		—		31,803		—			31,803
Accrued liabilities	283		62,448		67,105		—			129,836
Total current liabilities	692		72,055		189,345		—			262,092

Long-term debt	—		2,807,540		—		—			2,807,540
Due to affiliates	2,045		137,332		1,276,585		(1,415,962		)	—
Other liabilities	6,016		188,855		43,361		—			238,232
Deferred income taxes - net	—		477,456		374,066		(440,597		)	410,925
Shareholders' equity	5,109,991		4,301,165		6,408,655		(10,709,820		)	5,109,991
	$	5,118,744	$	7,984,403	$	8,292,012	$	(12,566,379	)	$	8,828,780

Rowan Companies plc and Subsidiaries

Condensed Consolidating Balance Sheets

December 31, 2013

(in thousands)



	Rowan plc (Parent)		RCI (Issuer)		Non-guarantor subsidiaries		Consolidating adjustments			Consolidated
CURRENT ASSETS:
Cash and cash equivalents	$	64,292	$	92,116	$	936,436	$	—		$	1,092,844
Receivables - trade and other	58		7,877		336,611		—			344,546
Other current assets	289		43,613		23,773		—			67,675
Assets of discontinued operations	—		23,813		—		—			23,813
Total current assets	64,639		167,419		1,296,820		—			1,528,878

Property, plant and equipment - gross	—		593,606		7,604,109		—			8,197,715
Less accumulated depreciation and amortization	—		243,666		1,568,294		—			1,811,960
Property, plant and equipment - net	—		349,940		6,035,815		—			6,385,755

Investments in subsidiaries	4,860,492		5,657,926		—		(10,518,418		)	—
Due from affiliates	136		1,384,573		506,455		(1,891,164		)	—
Other assets	—		60,343		785		—			61,128
	$	4,925,267	$	7,620,201	$	7,839,875	$	(12,409,582	)	$	7,975,761

CURRENT LIABILITIES:
Accounts payable - trade	$	1,359	$	13,409	$	109,208	$	—		$	123,976
Deferred revenues	—		—		54,515		—			54,515
Accrued liabilities	—		105,421		50,550		—			155,971
Liabilities of discontinued operations	—		20,122		—		—			20,122
Total current liabilities	1,359		138,952		214,273		—			354,584

Long-term debt	—		2,008,700		—		—			2,008,700
Due to affiliates	22,012		502,139		1,367,013		(1,891,164		)	—
Other liabilities	8,135		239,287		41,639		—			289,061
Deferred income taxes - net	—		421,622		423,216		(415,183		)	429,655
Shareholders' equity	4,893,761		4,309,501		5,793,734		(10,103,235		)	4,893,761
	$	4,925,267	$	7,620,201	$	7,839,875	$	(12,409,582	)	$	7,975,761

Rowan Companies plc and Subsidiaries

Condensed Consolidating Income Statements

Three months ended September 30, 2014

(in thousands)

(unaudited)



	Rowan plc (Parent)			RCI (Issuer)			Non-guarantor subsidiaries			Consolidating adjustments			Consolidated

REVENUES	$	—		$	17,437		$	468,013		$	(17,758	)	$	467,692

COSTS AND EXPENSES:
Direct operating costs (excluding items below)	—			(2,247		)	266,104			(16,950		)	246,907
Depreciation and amortization	—			3,439			78,213			(149		)	81,503
Selling, general and administrative	6,020			319			27,360			(659		)	33,040
Loss (gain) on disposals of property and equipment	—			74			(16		)	—			58
Litigation settlement	—			—			—			—			—
Material charges and other operating expenses	—			—			—			—			—
Total costs and expenses	6,020			1,585			371,661			(17,758		)	361,508

INCOME (LOSS) FROM OPERATIONS	(6,020		)	15,852			96,352			—			106,184

OTHER INCOME (EXPENSE):
Interest expense, net of interest capitalized	—			(25,657		)	(713		)	714			(25,656		)
Interest income	71			746			269			(714		)	372
Other - net	9,798			(9,793		)	264			—			269
Total other income (expense) - net	9,869			(34,704		)	(180		)	—			(25,015		)

INCOME (LOSS) FROM CONTINUING OPERATIONS BEFORE INCOME TAXES	3,849			(18,852		)	96,172			—			81,169
(Benefit) provision for income taxes	—			(27,095		)	252			(11,585		)	(38,428		)

NET INCOME (LOSS) FROM CONTINUING OPERATIONS	3,849			8,243			95,920			11,585			119,597

DISCONTINUED OPERATIONS, NET OF TAX	—			—			—			—			—

EQUITY IN EARNINGS OF SUBSIDIARIES, NET OF TAX	115,748			34,944			—			(150,692		)	—

NET INCOME	$	119,597		$	43,187		$	95,920		$	(139,107	)	$	119,597

Rowan Companies plc and Subsidiaries

Condensed Consolidating Income Statements

Three months ended September 30, 2013

(in thousands)

(unaudited)



	Rowan plc (Parent)			RCI (Issuer)			Non-guarantor subsidiaries			Consolidating adjustments			Consolidated

REVENUES	$	—		$	33,381		$	380,307		$	(30,880	)	$	382,808

COSTS AND EXPENSES:
Direct operating costs (excluding items below)	—			8,462			234,245			(30,880		)	211,827
Depreciation and amortization	—			6,868			62,406			—			69,274
Selling, general and administrative	6,363			1,434			25,466			—			33,263
Loss (gain) on disposals of property and equipment	—			2			(67		)	—			(65		)
Total costs and expenses	6,363			16,766			322,050			(30,880		)	314,299

INCOME (LOSS) FROM OPERATIONS	(6,363		)	16,615			58,257			—			68,509

OTHER INCOME (EXPENSE):
Interest expense, net of interest capitalized	—			(17,111		)	(38		)	38			(17,111		)
Interest income	59			122			274			(38		)	417
Loss on debt extinguishment	—			—			—			—			—
Other - net	2,496			(2,690		)	(174		)	—			(368		)
Total other income (expense) - net	2,555			(19,679		)	62			—			(17,062		)

INCOME (LOSS) FROM CONTINUING OPERATIONS BEFORE INCOME TAXES	(3,808		)	(3,064		)	58,319			—			51,447
(Benefit) provision for income taxes	—			(3,826		)	(1,652		)	5,025			(453		)

NET INCOME (LOSS) FROM CONTINUING OPERATIONS	(3,808		)	762			59,971			(5,025		)	51,900

DISCONTINUED OPERATIONS, NET OF TAX	—			—			—			—			—

EQUITY IN EARNINGS OF SUBSIDIARIES, NET OF TAX	55,708			15,898			—			(71,606		)	—

NET INCOME	$	51,900		$	16,660		$	59,971		$	(76,631	)	$	51,900

Rowan Companies plc and Subsidiaries

Condensed Consolidating Income Statements

Nine months ended September 30, 2014

(in thousands)

(unaudited)



	Rowan plc (Parent)			RCI (Issuer)			Non-guarantor subsidiaries			Consolidating adjustments			Consolidated

REVENUES	$	—		$	46,854		$	1,269,101		$	(47,783	)	$	1,268,172

COSTS AND EXPENSES:
Direct operating costs (excluding items below)	—			7,243			749,886			(45,275		)	711,854
Depreciation and amortization	—			13,152			217,403			(501		)	230,054
Selling, general and administrative	17,563			3,650			72,851			(2,007		)	92,057
Loss (gain) on disposals of property and equipment	—			402			1,318			—			1,720
Litigation settlement	—			—			(20,875		)	—			(20,875		)
Material charges and other operating expenses	—			—			8,300			—			8,300
Total costs and expenses	17,563			24,447			1,028,883			(47,783		)	1,023,110

INCOME (LOSS) FROM OPERATIONS	(17,563		)	22,407			240,218			—			245,062

OTHER INCOME (EXPENSE):
Interest expense, net of interest capitalized	—			(74,309		)	(1,304		)	1,305			(74,308		)
Interest income	274			1,746			1,006			(1,305		)	1,721
Other - net	16,798			(16,782		)	(643		)	—			(627		)
Total other income (expense) - net	17,072			(89,345		)	(941		)	—			(73,214		)

INCOME (LOSS) FROM CONTINUING OPERATIONS BEFORE INCOME TAXES	(491		)	(66,938		)	239,277			—			171,848
(Benefit) provision for income taxes	—			(48,367		)	37,618			(25,416		)	(36,165		)

NET INCOME (LOSS) FROM CONTINUING OPERATIONS	(491		)	(18,571		)	201,659			25,416			208,013

DISCONTINUED OPERATIONS, NET OF TAX	—			4,023			—			—			4,023

EQUITY IN EARNINGS OF SUBSIDIARIES, NET OF TAX	212,527			52,525			—			(265,052		)	—

NET INCOME	$	212,036		$	37,977		$	201,659		$	(239,636	)	$	212,036

Rowan Companies plc and Subsidiaries

Condensed Consolidating Income Statements

Nine months ended September 30, 2013

(in thousands)

(unaudited)



	Rowan plc (Parent)			RCI (Issuer)			Non-guarantor subsidiaries			Consolidating adjustments			Consolidated

REVENUES	$	—		$	93,017		$	1,179,913		$	(87,001	)	$	1,185,929

COSTS AND EXPENSES:
Direct operating costs (excluding items below)	—			25,771			698,570			(87,001		)	637,340
Depreciation and amortization	—			32,144			168,277			—			200,421
Selling, general and administrative	22,462			3,885			69,610			—			95,957
Loss (gain) on disposals of property and equipment	—			231			(19,210		)	—			(18,979		)
Total costs and expenses	22,462			62,031			917,247			(87,001		)	914,739

INCOME (LOSS) FROM OPERATIONS	(22,462		)	30,986			262,666			—			271,190

OTHER INCOME (EXPENSE):
Interest expense, net of interest capitalized	—			(53,377		)	(106		)	106			(53,377		)
Interest income	153			358			739			(106		)	1,144
Other - net	7,497			(7,460		)	(1,642		)	—			(1,605		)
Total other income (expense) - net	7,650			(60,479		)	(1,009		)	—			(53,838		)

INCOME (LOSS) FROM CONTINUING OPERATIONS BEFORE INCOME TAXES	(14,812		)	(29,493		)	261,657			—			217,352
(Benefit) provision for income taxes	—			(9,112		)	34,644			(11,058		)	14,474

NET INCOME (LOSS) FROM CONTINUING OPERATIONS	(14,812		)	(20,381		)	227,013			11,058			202,878

EQUITY IN EARNINGS OF SUBSIDIARIES, NET OF TAX	217,690			100,268			—			(317,958		)	—

NET INCOME	$	202,878		$	79,887		$	227,013		$	(306,900	)	$	202,878

Rowan Companies plc and Subsidiaries

Statements of Comprehensive Income

Three months ended September 30, 2014

(in thousands)

(unaudited)



	Rowan plc (Parent)			RCI (Issuer)			Non-guarantor subsidiaries		Consolidating adjustments			Consolidated

NET INCOME	$	119,597		$	43,187		$	95,920	$	(139,107	)	$	119,597

OTHER COMPREHENSIVE INCOME:
Pension and other postemployment benefit adjustments, net of income taxes
Amortization of net loss	3,190			3,190			—		(3,190		)	3,190
Amortization of prior service credit	(737		)	(737		)	—		737			(737		)

Total other comprehensive income	2,453			2,453			—		(2,453		)	2,453

COMPREHENSIVE INCOME	$	122,050		$	45,640		$	95,920	$	(141,560	)	$	122,050

Rowan Companies plc and Subsidiaries

Statements of Comprehensive Income

Three months ended September 30, 2013

(in thousands)

(unaudited)



	Rowan plc (Parent)			RCI (Issuer)			Non-guarantor subsidiaries		Consolidating adjustments			Consolidated

NET INCOME	$	51,900		$	16,660		$	59,971	$	(76,631	)	$	51,900

OTHER COMPREHENSIVE INCOME:
Pension and other postemployment benefit adjustments, net of income taxes
Amortization of net loss	4,500			4,500			—		(4,500		)	4,500
Amortization of prior service credit	(799		)	(799		)	—		799			(799		)

Total other comprehensive income	3,701			3,701			—		(3,701		)	3,701

COMPREHENSIVE INCOME	$	55,601		$	20,361		$	59,971	$	(80,332	)	$	55,601

Rowan Companies plc and Subsidiaries

Statements of Comprehensive Income

Nine months ended September 30, 2014

(in thousands)

(unaudited)



	Rowan plc (Parent)			RCI (Issuer)			Non-guarantor subsidiaries		Consolidating adjustments			Consolidated

NET INCOME	$	212,036		$	37,977		$	201,659	$	(239,636	)	$	212,036

OTHER COMPREHENSIVE INCOME:
Pension and other postemployment benefit adjustments, net of income taxes
Amortization of net loss	9,470			9,470			—		(9,470		)	9,470
Amortization of prior service credit	(2,189		)	(2,189		)	—		2,189			(2,189		)

Total other comprehensive income	7,281			7,281			—		(7,281		)	7,281

COMPREHENSIVE INCOME	$	219,317		$	45,258		$	201,659	$	(246,917	)	$	219,317

Rowan Companies plc and Subsidiaries

Statements of Comprehensive Income

Nine months ended September 30, 2013

(in thousands)

(unaudited)



	Rowan plc (Parent)			RCI (Issuer)			Non-guarantor subsidiaries		Consolidating adjustments			Consolidated

NET INCOME	$	202,878		$	79,887		$	227,013	$	(306,900	)	$	202,878

OTHER COMPREHENSIVE INCOME:
Pension and other postemployment benefit adjustments, net of income taxes
Amortization of net loss	13,359			13,359			—		(13,359		)	13,359
Amortization of prior service credit	(2,373		)	(2,373		)	—		2,373			(2,373		)

Total other comprehensive income	10,986			10,986			—		(10,986		)	10,986

COMPREHENSIVE INCOME	$	213,864		$	90,873		$	227,013	$	(317,886	)	$	213,864

Rowan Companies plc and Subsidiaries

Consolidating Statements of Cash Flows

Nine months ended September 30, 2014

(in thousands)

(unaudited)



	Rowan plc (Parent)			RCI (Issuer)			Non-guarantor subsidiaries			Consolidating adjustments			Consolidated

NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES	$	66,891		$	294,344		$	432,075		$	(593,088	)	$	200,222

INVESTING ACTIVITIES:
Property, plant and equipment additions	—			(15,995		)	(1,351,419		)	—			(1,367,414		)
Proceeds from disposals of property, plant and equipment	—			6,955			2,812			—			9,767
Investments in consolidated subsidiaries	—			(105,261		)	—			105,261			—

Net cash used in investing activities	—			(114,301		)	(1,348,607		)	105,261			(1,357,647		)

FINANCING ACTIVITIES:
Advances (to) from affiliates	(20,771		)	(927,293		)	532,376			415,688			—
Contributions from parent	—			—			105,261			(105,261		)	—
Proceeds from borrowings	—			793,380			—			—			793,380
Debt issue costs	—			(687		)	—			—			(687		)
Dividends paid	(25,123		)	(75,000		)	(102,400		)	177,400			(25,123		)
Excess tax benefits from share-based compensation	—			15			—			—			15
Proceeds from exercise of share options	4,725			—			—			—			4,725

Net cash provided by (used in) financing activities	(41,169		)	(209,585		)	535,237			487,827			772,310

INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS	25,722			(29,542		)	(381,295		)	—			(385,115		)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD	64,292			92,116			936,436			—			1,092,844

CASH AND CASH EQUIVALENTS, END OF PERIOD	$	90,014		$	62,574		$	555,141		$	—		$	707,729

Rowan Companies plc and Subsidiaries

Consolidating Statements of Cash Flows

Nine months ended September 30, 2013

(in thousands)

(unaudited)



	Rowan plc (Parent)			RCI (Issuer)			Non-guarantor subsidiaries			Consolidating adjustments			Consolidated

NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES	$	(12,478	)	$	12,237		$	392,273		$	—		$	392,032

INVESTING ACTIVITIES:
Property, plant and equipment additions	—			(39,413		)	(415,751		)	—			(455,164		)
Proceeds from disposals of property, plant and equipment	—			2,230			40,065			—			42,295
Investments in consolidated subsidiaries	(100		)	(170,107		)	—			170,207			—

Net cash used in investing activities	(100		)	(207,290		)	(375,686		)	170,207			(412,869		)

FINANCING ACTIVITIES:
Advances (to) from affiliates	12,704			243,820			(256,524		)	—			—
Contributions from parent	—			—			170,207			(170,207		)	—
Excess tax benefits from share-based compensation	—			977			—			—			977
Proceeds from exercise of share options	2,911			—			—			—			2,911
Other	1,820			—			—			—			1,820

Net cash provided by (used in) financing activities	17,435			244,797			(86,317		)	(170,207		)	5,708

INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS	4,857			49,744			(69,730		)	—			(15,129		)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD	58,628			228,085			737,295			—			1,024,008

CASH AND CASH EQUIVALENTS, END OF PERIOD	$	63,485		$	277,829		$	667,565		$	—		$	1,008,879