Offshore driller Noble Corporation is to split its fleet in two as part of its strategic overall plan to focus on its higher specification deepwater and harsh environment rig business.
The company is to keep its high spec and mostly deepwater drilling units owned and operated by the present setup, while its standard specification rigs will be hived off to be owned and operated by a new spin-off business.
The company’s Board of Directors has approved the plan, which will see the creation of the new business comprised of many of its standard specification drilling units. These, owned and operated by the new entity, would include five drillships, three semisubmersibles, 34 jackups, two submersibles, and one Floating Production, Storage and Offloading (FPSO) unit. The new company would also be responsible for the Hibernia platform operations offshore Canada.
Noble’s present entity will continue to own and operate the high-spec assets, it said, with a particular operating focus in deepwater and ultra-deepwater markets for drillships and semisubmersibles, and harsh environment and high-spec markets for jackups.
David W. Williams, who will stay as Chairman, President and CEO of Noble, said, “The purpose of the separation is for Noble to move forward with our development as a robust high specification and deepwater drilling company through continued execution of newbuilds and fleet enhancements. By separating these two businesses, we believe each company will be able to better leverage the overall value of its fleet by focusing on the drivers of its particular business.”
The separation of the standard specification business will be via the distribution of shares in the new company to existing Noble shareholders, in a spin-off that would be tax-free to shareholders, it said. Subject to business, market, regulatory and other considerations, the separation may be preceded by an initial public offering of up to 20% of the shares of the new company, it added. Consummation of the transaction is contingent upon the receipt of a tax ruling from the IRS, which Noble expects to receive soon.
If Noble proceeds with the IPO as part of the spin-off, it expects that the new company would file a registration statement for the IPO with the U.S. Securities and Exchange Commission in late 2013 or early 2014. The transaction is also subject to the approval of Noble’s shareholders, which the company anticipates seeking in the second quarter of 2014. The spin-off is anticipated to be completed by the end of next year.
The purpose of the planned separation, said Noble, is to: allow each company to have a more focused business and operational strategy; enhance each company’s growth potential and overall valuation of its assets; to provide each with a greater ability to make business and operational decisions in the best interests of its particular business; to allocate capital and corporate resources with a focus on achieving its strategic priorities; and to allow the financial markets and investors to evaluate each company more effectively.
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