The definitive merger agreement was unanimously approved by each company's Board of Directors. The transaction has also been approved by a majority of Pacific Drilling's equity holders, and no shareholder vote is required for Noble to close the transaction. As part of the transaction, Pacific Drilling's equity holders will receive 16.6 million shares of Noble, or approximately 24.9% of the outstanding shares of Noble at closing. Noble expects to realise annual pre-tax cost synergies of at least US$30 million, and additionally, will move to dispose of the Pacific Bora and Pacific Mistral drillships expeditiously. The transaction is expected to be completed in April 2021.
Pro forma for the acquisition, Noble will own and operate a high specification fleet of 24 rigs, with 11 drillships, 1 semisubmersible, and 12 jackups.
Noble's President and CEO, Robert Eifler, said: "The acquisition of Pacific Drilling will enhance our position in the ultra-deepwater market through the addition of its technologically-advanced ultra-deepwater drillships, which are highly complementary to Noble's existing fleet. By bringing these modern drillships into the Noble fleet, we will be able to better serve the needs of our customers globally and to participate in a wider range of drillship tender activity. The combination brings together two companies who share a common culture prioritising safety and operational excellence. Additionally, the acquisition expands and further solidifies our relationship with certain key customers, facilitates re-entry into both the West African and Mexican regions, and strengthens our presence in the US Gulf of Mexico."
Eifler added: "This acquisition is a positive strategic step for Noble, and we will work expeditiously to close the transaction and integrate the two companies. We remain committed to generating shareholder value through safety and operational excellence, capital discipline and customer satisfaction. As the offshore drilling landscape evolves, we look forward to maintaining our leadership role as we continue to grow in concert with the needs of our customers."
Bernie Wolford, Pacific Drilling's CEO, stated: "Bringing together the Pacific Drilling and Noble fleets creates a stronger and more stable combined company with the scale to provide solutions for our clients on a global basis. This combination will advance the ongoing recovery in the industry and will allow Pacific Drilling equity holders to fully participate in that recovery. I would like to personally thank the entire Pacific Drilling team for their unwavering commitment to delivering safe, efficient and reliable services to our customers, and we look forward to working with Noble to successfully integrate the two companies."
Read the latest issue of Oilfield Technology in full for free: Oilfield Technology's November/December 2020 issue
The November/December issue of Oilfield Technology begins by reviewing the state of the North Sea before moving on to cover a range of topics, including Drilling Technologies, Deepwater Operations, Flow Control.
Contributors come from Varel Energy Solutions, Gyrodata, Clariant Oil Services, Drillmec and many more.
Read the article online at: https://www.oilfieldtechnology.com/drilling-and-production/25032021/noble-corp-and-pacific-drilling-to-merge/