8-K
filed September 4, 2024, 7:59 PM ET
CIK 0000949039
M&A
confidence high
sentiment neutral
materiality 0.75
DIAMOND OFFSHORE DRILLING, INC.: M&A transaction — Noble completes acquisition of Diamond Offshore for $5.65 cash plus 0.2316 shares per DO share
DIAMOND OFFSHORE DRILLING, INC.
- Merger closed Sept 4, 2024; each Diamond Offshore share converted into $5.65 cash and 0.2316 Noble ordinary shares.
- Diamond Offshore warrants assumed by Noble, exercisable for Merger Consideration through Dec 3, 2024.
- Diamond Offshore common stock (DO) delisted from NYSE; company to file Form 15 to suspend SEC reporting.
- All Diamond Offshore directors and officers resigned; new directors and officers appointed for surviving entity.
- Credit agreement terminated with all obligations paid; supplemental indenture for 8.500% senior secured notes assumed.
Key facts
Extracted from this filing and checked against the source text.
Executive change
SEC 8-K Item 5.02
confidence 0.95
Craig Muirhead was appointed as Director at DIAMOND OFFSHORE DRILLING, INC..
- Action
- appointed
- Role
- Director
Exact text from the filing
At the Effective Time, Richard Barker, Jennie Howard and Craig Muirhead became the directors of Merger Sub 2, as the surviving entity in the Second Merger, and Mr. Barker became President, Ms. Howard became Secretary and Mr. Muirhead became Treasurer of Merger Sub 2, as the surviving entity in the Second Merger.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Jennie Howard was appointed as Director at DIAMOND OFFSHORE DRILLING, INC..
- Action
- appointed
- Role
- Director
Exact text from the filing
At the Effective Time, Richard Barker, Jennie Howard and Craig Muirhead became the directors of Merger Sub 2, as the surviving entity in the Second Merger, and Mr. Barker became President, Ms. Howard became Secretary and Mr. Muirhead became Treasurer of Merger Sub 2, as the surviving entity in the Second Merger.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Craig Muirhead was appointed as Treasurer at DIAMOND OFFSHORE DRILLING, INC..
- Action
- appointed
- Role
- Treasurer
Exact text from the filing
At the Effective Time, Richard Barker, Jennie Howard and Craig Muirhead became the directors of Merger Sub 2, as the surviving entity in the Second Merger, and Mr. Barker became President, Ms. Howard became Secretary and Mr. Muirhead became Treasurer of Merger Sub 2, as the surviving entity in the Second Merger.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Jennie Howard was appointed as Secretary at DIAMOND OFFSHORE DRILLING, INC..
- Action
- appointed
- Role
- Secretary
Exact text from the filing
At the Effective Time, Richard Barker, Jennie Howard and Craig Muirhead became the directors of Merger Sub 2, as the surviving entity in the Second Merger, and Mr. Barker became President, Ms. Howard became Secretary and Mr. Muirhead became Treasurer of Merger Sub 2, as the surviving entity in the Second Merger.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Richard Barker was appointed as Director at DIAMOND OFFSHORE DRILLING, INC..
- Action
- appointed
- Role
- Director
Exact text from the filing
At the Effective Time, Richard Barker, Jennie Howard and Craig Muirhead became the directors of Merger Sub 2, as the surviving entity in the Second Merger, and Mr. Barker became President, Ms. Howard became Secretary and Mr. Muirhead became Treasurer of Merger Sub 2, as the surviving entity in the Second Merger.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Richard Barker was appointed as President at DIAMOND OFFSHORE DRILLING, INC..
- Action
- appointed
- Role
- President
Exact text from the filing
At the Effective Time, Richard Barker, Jennie Howard and Craig Muirhead became the directors of Merger Sub 2, as the surviving entity in the Second Merger, and Mr. Barker became President, Ms. Howard became Secretary and Mr. Muirhead became Treasurer of Merger Sub 2, as the surviving entity in the Second Merger.
View on SEC.gov
M&A Transactions
SEC 8-K Item 2.01/5.01
confidence 0.9
DIAMOND OFFSHORE DRILLING, INC. underwent a change of control involving Noble Corporation plc for $5.65 in cash, without interest, plus 0.2316 Noble Ordinary Shares per share (closed 2024-09-04).
- Action
- change of control
- Counterparty
- Noble Corporation plc
- Consideration
- $5.65 in cash, without interest, plus 0.2316 Noble Ordinary Shares per share
- Closing
- 2024-09-04
Exact text from the filing
in accordance with Section 262 of the Delaware General Corporation Law, was converted into the right to receive the following (collectively, the “Merger Consideration”): (a) $5.65 in cash, without interest, payable to the holder of each share of Diamond Offshore Common Stock (the “Per Share Cash Consideration”); (b) 0.2316 (the “Exchange Ratio”) of validly
View on SEC.gov
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