Document and Company Informatio
Document and Company Information (USD $) | ||||
In Billions, except Share data | 12 Months Ended
Dec. 31, 2009 | Jun. 30, 2009
| Noble-Swiss
2/18/2010 | Noble-Cayman
2/15/2010 |
Entity Registrant Name | NOBLE CORP | |||
Entity Central Index Key | 0001169055 | |||
Document Type | 10-K | |||
Document Period End Date | 2009-12-31 | |||
Amendment Flag | false | |||
Current Fiscal Year End Date | --12-31 | |||
Entity Well-known Seasoned Issuer | Yes | |||
Entity Voluntary Filers | No | |||
Entity Current Reporting Status | Yes | |||
Entity Filer Category | Large Accelerated Filer | |||
Entity Public Float | 7.8 | |||
Entity Common Stock, Shares Outstanding | 257,375,936 | 0 |
Consolidated Balance Sheet
Consolidated Balance Sheet (USD $) | ||
In Thousands | Dec. 31, 2009
| Dec. 31, 2008
|
Noble-Swiss | ||
Current assets | ||
Cash and cash equivalents | $735,493 | $513,311 |
Accounts receivable | 647,454 | 644,840 |
Insurance receivables | 6,971 | 13,516 |
Prepaid expenses | 26,938 | 21,207 |
Other current assets | 66,334 | 47,467 |
Total current assets | 1,483,190 | 1,240,341 |
Property and equipment | ||
Drilling equipment and facilities | 8,666,750 | 7,427,908 |
Other | 143,477 | 105,340 |
Property and equipment, Gross | 8,810,227 | 7,533,248 |
Accumulated depreciation | (2,175,775) | (1,886,231) |
Property and equipment, Net | 6,634,452 | 5,647,017 |
Other assets | 279,254 | 219,441 |
Total assets | 8,396,896 | 7,106,799 |
Current liabilities | ||
Current maturities of long-term debt | 0 | 172,698 |
Accounts payable | 197,800 | 259,107 |
Accrued payroll and related costs | 100,167 | 75,449 |
Taxes payable | 68,760 | 107,211 |
Interest payable | 11,258 | 11,325 |
Other current liabilities | 55,962 | 53,203 |
Total current liabilities | 433,947 | 678,993 |
Long-term debt | 750,946 | 750,789 |
Deferred income taxes | 300,231 | 265,018 |
Other liabilities | 123,340 | 121,284 |
Total liabilities | 1,608,464 | 1,816,084 |
Shareholders' equity | ||
Shares - par value 4.85 Swiss francs per share; 414,399 shares authorized; 138,133 shares conditionally authorized, 276,266 shares issued and 261,974 shares outstanding as of December 31, 2009 | 1,130,607 | 0 |
Ordinary shares - par value $.10 per share; 400,000 shares authorized; 261,246 shares and 261,899 shares issued and outstanding at December 31, 2009 and 2008, respectively | 0 | 26,190 |
Capital in excess of par value | 0 | 402,115 |
Treasury Stock; 3,750 shares | (143,031) | 0 |
Retained earnings | 5,855,737 | 4,919,667 |
Accumulated other comprehensive loss | (54,881) | (57,257) |
Total shareholders' equity | 6,788,432 | 5,290,715 |
Total liabilities and shareholders' equity | 8,396,896 | 7,106,799 |
Noble-Swiss | Common Stock | ||
Shareholders' equity | ||
Total shareholders' equity | 1,130,607 | 26,190 |
Noble-Swiss | Capital in Excess of Par Value | ||
Shareholders' equity | ||
Total shareholders' equity | 0 | 402,115 |
Noble-Swiss | Treasury Shares | ||
Shareholders' equity | ||
Total shareholders' equity | (143,031) | 0 |
Noble-Swiss | Retained Earnings | ||
Shareholders' equity | ||
Total shareholders' equity | 5,855,737 | 4,919,667 |
Noble-Swiss | Accumulated Other Comprehensive Loss | ||
Shareholders' equity | ||
Total shareholders' equity | (54,881) | (57,257) |
Noble-Cayman | ||
Current assets | ||
Cash and cash equivalents | 726,225 | 513,311 |
Accounts receivable | 647,454 | 644,840 |
Due from affiliate | 191,004 | 0 |
Insurance receivables | 6,971 | 13,516 |
Prepaid expenses | 26,289 | 21,207 |
Other current assets | 65,946 | 47,467 |
Total current assets | 1,663,889 | 1,240,341 |
Property and equipment | ||
Drilling equipment and facilities | 8,666,750 | 7,427,908 |
Other | 115,414 | 105,340 |
Property and equipment, Gross | 8,782,164 | 7,533,248 |
Accumulated depreciation | (2,175,775) | (1,886,231) |
Property and equipment, Net | 6,606,389 | 5,647,017 |
Other assets | 279,139 | 219,441 |
Total assets | 8,549,417 | 7,106,799 |
Current liabilities | ||
Current maturities of long-term debt | 0 | 172,698 |
Accounts payable | 197,712 | 259,107 |
Accrued payroll and related costs | 99,372 | 75,449 |
Taxes payable | 61,577 | 107,211 |
Interest payable | 11,258 | 11,325 |
Other current liabilities | 55,988 | 53,203 |
Total current liabilities | 425,907 | 678,993 |
Long-term debt | 750,946 | 750,789 |
Deferred income taxes | 300,231 | 265,018 |
Other liabilities | 123,137 | 121,284 |
Total liabilities | 1,600,221 | 1,816,084 |
Shareholders' equity | ||
Ordinary shares - par value $.10 per share; 400,000 shares authorized; 261,246 shares and 261,899 shares issued and outstanding at December 31, 2009 and 2008, respectively | 26,125 | 26,190 |
Capital in excess of par value | 368,374 | 402,115 |
Retained earnings | 6,609,578 | 4,919,667 |
Accumulated other comprehensive loss | (54,881) | (57,257) |
Total shareholders' equity | 6,949,196 | 5,290,715 |
Total liabilities and shareholders' equity | 8,549,417 | 7,106,799 |
Noble-Cayman | Common Stock | ||
Shareholders' equity | ||
Total shareholders' equity | 26,125 | 26,190 |
Noble-Cayman | Capital in Excess of Par Value | ||
Shareholders' equity | ||
Total shareholders' equity | 368,374 | 402,115 |
Noble-Cayman | Retained Earnings | ||
Shareholders' equity | ||
Total shareholders' equity | 6,609,578 | 4,919,667 |
Noble-Cayman | Accumulated Other Comprehensive Loss | ||
Shareholders' equity | ||
Total shareholders' equity | ($54,881) | ($57,257) |
Consolidated Balance Sheet (Par
Consolidated Balance Sheet (Parenthetical) (USD $) | ||
Share data in Thousands | Dec. 31, 2009
| Dec. 31, 2008
|
Noble-Swiss | ||
Shareholders' equity | ||
Shares, authorized | 414,399 | |
Shares, conditional authorized | 138,133 | |
Shares, issued | 276,266 | |
Shares, outstanding | 261,974 | |
Ordinary shares, par value | 0 | 0.1 |
Ordinary shares, authorized | 0 | 400,000 |
Ordinary shares, issued | 0 | 261,899 |
Ordinary shares, outstanding | 0 | 261,899 |
Treasury Stock, shares | 3,750 | |
Noble-Cayman | ||
Shareholders' equity | ||
Ordinary shares, par value | 0 | 0.1 |
Ordinary shares, authorized | 0 | 400,000 |
Ordinary shares, issued | 0 | 261,899 |
Ordinary shares, outstanding | 0 | 261,899 |
1_Consolidated Balance Sheet (P
Consolidated Balance Sheet (Parenthetical) (Swiss Francs) (Switzerland, Francs, Noble-Swiss, CHF ) | |
Dec. 31, 2009
| |
Switzerland, Francs | Noble-Swiss | |
Shares, par value | 4.85 |
Consolidated Statements of Inco
Consolidated Statements of Income (USD $) | |||
In Thousands, except Per Share data | 12 Months Ended
Dec. 31, 2009 | 12 Months Ended
Dec. 31, 2008 | 12 Months Ended
Dec. 31, 2007 |
Noble-Swiss | |||
Operating revenues | |||
Contract drilling services | $3,509,755 | $3,298,850 | $2,714,250 |
Reimbursables | 99,201 | 90,849 | 121,241 |
Labor contract drilling services | 30,298 | 55,078 | 156,508 |
Other | 1,530 | 1,724 | 3,312 |
Operating revenues | 3,640,784 | 3,446,501 | 2,995,311 |
Operating costs and expenses | |||
Contract drilling services | 1,006,764 | 1,011,882 | 880,049 |
Reimbursables | 85,035 | 79,327 | 105,952 |
Labor contract drilling services | 18,827 | 42,573 | 125,624 |
Engineering, consulting and other | 0 | 0 | 17,520 |
Depreciation and amortization | 408,313 | 356,658 | 292,987 |
Selling, general and administrative | 80,262 | 74,143 | 85,831 |
(Gain)/loss on asset disposal/involuntary conversion, net | 30,839 | (26,485) | (3,514) |
Total operating costs and expenses | 1,630,040 | 1,538,098 | 1,504,449 |
Operating income | 2,010,744 | 1,908,403 | 1,490,862 |
Other income (expense) | |||
Interest expense, net of amount capitalized | (1,685) | (4,388) | (13,111) |
Interest income and other, net | 6,843 | 8,443 | 11,151 |
Income before income taxes | 2,015,902 | 1,912,458 | 1,488,902 |
Income tax provision | (337,260) | (351,463) | (282,891) |
Net income | 1,678,642 | 1,560,995 | 1,206,011 |
Net income per share | |||
Basic | 6.44 | 5.85 | 4.49 |
Diluted | 6.42 | 5.81 | 4.45 |
Dividends per share | 0.18 | 0.91 | 0.12 |
Weighted-Average Shares Outstanding: | |||
Basic | 258,035 | 264,782 | 266,700 |
Diluted | 258,891 | 266,805 | 269,330 |
Noble-Swiss | Common Stock | |||
Net income per share | |||
Dividends per share | 0.18 | ||
Noble-Swiss | Retained Earnings | |||
Other income (expense) | |||
Net income | 1,678,642 | 1,560,995 | 1,206,011 |
Net income per share | |||
Dividends per share | 0.18 | 0.91 | 0.12 |
Noble-Cayman | |||
Operating revenues | |||
Contract drilling services | 3,509,755 | 3,298,850 | 2,714,250 |
Reimbursables | 99,201 | 90,849 | 121,241 |
Labor contract drilling services | 30,298 | 55,078 | 156,508 |
Other | 1,157 | 1,724 | 3,312 |
Operating revenues | 3,640,411 | 3,446,501 | 2,995,311 |
Operating costs and expenses | |||
Contract drilling services | 1,006,764 | 1,011,882 | 880,049 |
Reimbursables | 85,035 | 79,327 | 105,952 |
Labor contract drilling services | 18,827 | 42,573 | 125,624 |
Engineering, consulting and other | 0 | 0 | 17,520 |
Depreciation and amortization | 408,313 | 356,658 | 292,987 |
Selling, general and administrative | 58,543 | 74,143 | 85,831 |
(Gain)/loss on asset disposal/involuntary conversion, net | 30,839 | (26,485) | (3,514) |
Total operating costs and expenses | 1,608,321 | 1,538,098 | 1,504,449 |
Operating income | 2,032,090 | 1,908,403 | 1,490,862 |
Other income (expense) | |||
Interest expense, net of amount capitalized | (1,685) | (4,388) | (13,111) |
Interest income and other, net | 6,810 | 8,443 | 11,151 |
Income before income taxes | 2,037,215 | 1,912,458 | 1,488,902 |
Income tax provision | (336,834) | (351,463) | (282,891) |
Net income | 1,700,381 | 1,560,995 | 1,206,011 |
Net income per share | |||
Dividends per share | 0.04 | 0.91 | 0.12 |
Noble-Cayman | Retained Earnings | |||
Other income (expense) | |||
Net income | $1,700,381 | $1,560,995 | $1,206,011 |
Net income per share | |||
Dividends per share | 0.04 | 0.91 | 0.12 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (USD $) | |||
In Thousands | 12 Months Ended
Dec. 31, 2009 | 12 Months Ended
Dec. 31, 2008 | 12 Months Ended
Dec. 31, 2007 |
Noble-Swiss | |||
Cash flows from operating activities | |||
Net income | $1,678,642 | $1,560,995 | $1,206,011 |
Adjustments to reconcile net income to net cash from operating activities: | |||
Depreciation and amortization | 408,313 | 356,658 | 292,987 |
Impairment loss on assets | 0 | 0 | 10,189 |
(Gain)/Loss on asset disposal/involuntary conversion, net | 30,839 | (26,485) | (3,514) |
Deferred income tax provision | 36,866 | 51,026 | 20,509 |
Share-based compensation expense | 37,995 | 35,899 | 34,681 |
Pension contributions | (17,639) | (21,439) | (54,233) |
Other changes in assets and liabilities: | |||
Accounts receivable | (48,839) | (31,725) | (204,874) |
Other current assets | (17,723) | (18,237) | 23,276 |
Other assets | 3,589 | 8,575 | 12,368 |
Accounts payable | 11,646 | 2,490 | (25,671) |
Other current liabilities | (1,979) | (19,620) | 58,985 |
Other liabilities | 15,006 | (9,945) | 43,659 |
Net cash from operating activities | 2,136,716 | 1,888,192 | 1,414,373 |
Cash flows from investing activities | |||
New construction | (717,148) | (799,736) | (754,967) |
Other capital expenditures | (594,957) | (323,955) | (423,657) |
Major maintenance expenditures | (119,393) | (107,630) | (108,419) |
Accrued capital expenditures | (63,561) | 40,830 | 45,260 |
Proceeds from sale of business unit | 0 | 0 | 10,000 |
Hurricane insurance receivables | 0 | 21,747 | 0 |
Proceeds from disposal of assets | 0 | 39,451 | 7,910 |
Net cash from investing activities | (1,495,059) | (1,129,293) | (1,223,873) |
Cash flows from financing activities | |||
Short-term debt borrowing | 0 | 0 | 685,000 |
Short-term debt payment | 0 | 0 | (685,000) |
Borrowings on bank credit facilities | 0 | 30,000 | 220,000 |
Payments on bank credit facilities | 0 | (130,000) | (120,000) |
Payments of other long-term debt | (172,700) | (10,335) | (9,630) |
Net proceeds from employee stock transactions | 5,062 | 9,304 | 38,995 |
Tax benefit of employee stock transactions | 0 | 3,467 | 7,477 |
Proceeds from issuance of senior notes,net of debt issuance costs | 0 | 249,238 | 0 |
Dividends par value reduction payments paid | (47,939) | (244,198) | (32,197) |
Repurchases of ordinary shares | (203,898) | (314,122) | (195,797) |
Net cash from financing activities | (419,475) | (406,646) | (91,152) |
Net increase in cash and cash equivalents | 222,182 | 352,253 | 99,348 |
Cash and cash equivalents, beginning of period | 513,311 | 161,058 | 61,710 |
Cash and cash equivalents, end of period | 735,493 | 513,311 | 161,058 |
Noble-Swiss | Retained Earnings | |||
Cash flows from operating activities | |||
Net income | 1,678,642 | 1,560,995 | 1,206,011 |
Noble-Cayman | |||
Cash flows from operating activities | |||
Net income | 1,700,381 | 1,560,995 | 1,206,011 |
Adjustments to reconcile net income to net cash from operating activities: | |||
Depreciation and amortization | 408,313 | 356,658 | 292,987 |
Impairment loss on assets | 0 | 0 | 10,189 |
(Gain)/Loss on asset disposal/involuntary conversion, net | 30,839 | (26,485) | (3,514) |
Deferred income tax provision | 36,866 | 51,026 | 20,509 |
Share-based compensation expense | 8,399 | 35,899 | 34,681 |
Pension contributions | (17,639) | (21,439) | (54,233) |
Other changes in assets and liabilities: | |||
Accounts receivable | (48,839) | (31,725) | (204,874) |
Due from affiliates, net | (191,004) | 0 | 0 |
Other current assets | (16,686) | (18,237) | 23,276 |
Other assets | 3,704 | 8,575 | 12,368 |
Accounts payable | 11,558 | 2,490 | (25,671) |
Other current liabilities | (10,318) | (19,620) | 58,985 |
Other liabilities | 14,803 | (9,945) | 43,659 |
Net cash from operating activities | 1,930,377 | 1,888,192 | 1,414,373 |
Cash flows from investing activities | |||
New construction | (717,148) | (799,736) | (754,967) |
Other capital expenditures | (566,894) | (323,955) | (423,657) |
Major maintenance expenditures | (119,393) | (107,630) | (108,419) |
Accrued capital expenditures | (63,561) | 40,830 | 45,260 |
Proceeds from sale of business unit | 0 | 0 | 10,000 |
Hurricane insurance receivables | 0 | 21,747 | 0 |
Proceeds from disposal of assets | 0 | 39,451 | 7,910 |
Net cash from investing activities | (1,466,996) | (1,129,293) | (1,223,873) |
Cash flows from financing activities | |||
Short-term debt borrowing | 0 | 0 | 685,000 |
Short-term debt payment | 0 | 0 | (685,000) |
Borrowings on bank credit facilities | 0 | 30,000 | 220,000 |
Payments on bank credit facilities | 0 | (130,000) | (120,000) |
Payments of other long-term debt | (172,700) | (10,335) | (9,630) |
Net proceeds from employee stock transactions | (6,430) | 9,304 | 38,995 |
Tax benefit of employee stock transactions | 0 | 3,467 | 7,477 |
Proceeds from issuance of senior notes,net of debt issuance costs | 0 | 249,238 | 0 |
Dividends par value reduction payments paid | (10,470) | (244,198) | (32,197) |
Repurchases of ordinary shares | (60,867) | (314,122) | (195,797) |
Net cash from financing activities | (250,467) | (406,646) | (91,152) |
Net increase in cash and cash equivalents | 212,914 | 352,253 | 99,348 |
Cash and cash equivalents, beginning of period | 513,311 | 161,058 | 61,710 |
Cash and cash equivalents, end of period | 726,225 | 513,311 | 161,058 |
Noble-Cayman | Retained Earnings | |||
Cash flows from operating activities | |||
Net income | $1,700,381 | $1,560,995 | $1,206,011 |
Consolidated Statements of Shar
Consolidated Statements of Shareholders Equity (USD $) | |||||||||||
In Thousands | Noble-Swiss
| Noble-Swiss
Common Stock | Noble-Swiss
Capital in Excess of Par Value | Noble-Swiss
| Noble-Swiss
Retained Earnings | Noble-Swiss
Accumulated Other Comprehensive Loss | Noble-Cayman
| Noble-Cayman
Common Stock | Noble-Cayman
Capital in Excess of Par Value | Noble-Cayman
Retained Earnings | Noble-Cayman
Accumulated Other Comprehensive Loss |
Shares, Beginning Balance at Dec. 31, 2006 | 269,184 | 269,184 | |||||||||
Beginning Balance at Dec. 31, 2006 | $3,228,993 | $26,918 | $775,895 | $0 | $2,446,056 | ($19,876) | $3,228,993 | $26,918 | $775,895 | $2,446,056 | ($19,876) |
Share-based compensation | |||||||||||
Share-based compensation | 35,948 | 130 | 35,818 | 35,948 | 130 | 35,818 | |||||
Share-based compensation, shares | 1,300 | 1,300 | |||||||||
Contribution to employee benefit plans | 3,778 | 9 | 3,769 | 3,778 | 9 | 3,769 | |||||
Contribution to employee benefit plans, shares | 90 | 90 | |||||||||
Exercise of stock options | 47,325 | 259 | 47,066 | 47,325 | 259 | 47,066 | |||||
Exercise of stock options, shares | 2,592 | 2,592 | |||||||||
Tax benefit of stock options exercised | 7,477 | 7,477 | 7,477 | 7,477 | |||||||
Restricted shares surrendered for withholding taxes or forfeited | (8,330) | (72) | (8,258) | (8,330) | (72) | (8,258) | |||||
Restricted shares surrendered for withholding taxes or forfeited, shares | (724) | (724) | |||||||||
Repurchases of ordinary shares | (178,492) | (422) | (178,070) | (178,492) | (422) | (178,070) | |||||
Repurchases of ordinary shares, shares | (4,219) | (4,219) | |||||||||
Net income | 1,206,011 | 1,206,011 | 1,206,011 | 1,206,011 | |||||||
Dividends paid/par value reduction payments paid ($0.91 per Share), ($0.12 per Share) and ($0.18 per share for Noble-Swiss and $0.04 per share for Noble-Cayman) for 2007, 2008 and 2009 respectively | (32,197) | (32,197) | (32,197) | (32,197) | |||||||
Adoption of FIN 48 | (17,000) | (17,000) | (17,000) | (17,000) | |||||||
Other comprehensive income (loss), net | 14,809 | 14,809 | 14,809 | 14,809 | |||||||
Ending Balance at Dec. 31, 2007 | 4,308,322 | 26,822 | 683,697 | 0 | 3,602,870 | (5,067) | 4,308,322 | 26,822 | 683,697 | 3,602,870 | (5,067) |
Shares, Ending Balance at Dec. 31, 2007 | 268,223 | 268,223 | |||||||||
Share-based compensation | |||||||||||
Share-based compensation | 35,899 | 117 | 35,782 | 35,899 | 117 | 35,782 | |||||
Share-based compensation, shares | 1,176 | 1,176 | |||||||||
Contribution to employee benefit plans | 630 | 1 | 629 | 630 | 1 | 629 | |||||
Contribution to employee benefit plans, shares | 10 | 10 | |||||||||
Exercise of stock options | 19,441 | 102 | 19,339 | 19,441 | 102 | 19,339 | |||||
Exercise of stock options, shares | 1,008 | 1,008 | |||||||||
Tax benefit of stock options exercised | 3,467 | 3,467 | 3,467 | 3,467 | |||||||
Restricted shares surrendered for withholding taxes or forfeited | (10,137) | (56) | (10,081) | (10,137) | (56) | (10,081) | |||||
Restricted shares surrendered for withholding taxes or forfeited, shares | (553) | (553) | |||||||||
Repurchases of ordinary shares | (331,514) | (796) | (330,718) | (331,514) | (796) | (330,718) | |||||
Repurchases of ordinary shares, shares | (7,965) | (7,965) | |||||||||
Net income | 1,560,995 | 1,560,995 | 1,560,995 | 1,560,995 | |||||||
Dividends paid/par value reduction payments paid ($0.91 per Share), ($0.12 per Share) and ($0.18 per share for Noble-Swiss and $0.04 per share for Noble-Cayman) for 2007, 2008 and 2009 respectively | (244,198) | (244,198) | (244,198) | (244,198) | |||||||
Other comprehensive income (loss), net | (52,190) | (52,190) | (52,190) | (52,190) | |||||||
Ending Balance at Dec. 31, 2008 | 5,290,715 | 26,190 | 402,115 | 0 | 4,919,667 | (57,257) | 5,290,715 | 26,190 | 402,115 | 4,919,667 | (57,257) |
Shares, Ending Balance at Dec. 31, 2008 | 261,899 | 261,899 | |||||||||
Share-based compensation | |||||||||||
Share-based compensation | 37,995 | 766 | 8,255 | 28,974 | 8,399 | 133 | 8,266 | ||||
Share-based compensation, shares | 1,472 | 1,331 | |||||||||
Contribution to employee benefit plans | 540 | 49 | 152 | 339 | 153 | 1 | 152 | ||||
Contribution to employee benefit plans, shares | 17 | 6 | |||||||||
Exercise of stock options | 12,168 | 3,098 | 162 | 8,908 | 147 | 2 | 145 | ||||
Exercise of stock options, shares | 719 | 15 | |||||||||
Tax benefit of stock options exercised | 7,547 | (1,597) | 9,144 | 6,533 | 6,533 | ||||||
Restricted shares surrendered for withholding taxes or forfeited | (7,106) | (597) | (5,527) | (982) | (5,563) | (29) | (5,534) | ||||
Restricted shares surrendered for withholding taxes or forfeited, shares | (413) | (285) | |||||||||
Repurchases of ordinary shares | (186,506) | (172) | (43,303) | (143,031) | (43,475) | (172) | (43,303) | ||||
Repurchases of ordinary shares, shares | (1,720) | (1,720) | |||||||||
Cancellation of shares in Transaction | (775,950) | (26,125) | 26,125 | (775,950) | |||||||
Cancellation of shares in Transaction, shares | (261,246) | ||||||||||
Issuance of shares in Transaction | 775,950 | 1,162,332 | (386,382) | ||||||||
Issuance of shares in Transaction, shares | 261,246 | ||||||||||
Net income | 1,678,642 | 1,678,642 | 1,700,381 | 1,700,381 | |||||||
Dividends paid/par value reduction payments paid ($0.91 per Share), ($0.12 per Share) and ($0.18 per share for Noble-Swiss and $0.04 per share for Noble-Cayman) for 2007, 2008 and 2009 respectively | (47,939) | (34,934) | (13,005) | (10,470) | (10,470) | ||||||
Other comprehensive income (loss), net | 2,376 | 2,376 | 2,376 | 2,376 | |||||||
Ending Balance at Dec. 31, 2009 | $6,788,432 | $1,130,607 | $0 | ($143,031) | $5,855,737 | ($54,881) | $6,949,196 | $26,125 | $368,374 | $6,609,578 | ($54,881) |
Shares, Ending Balance at Dec. 31, 2009 | 261,974 | 261,246 |
2_Consolidated Statements of Sh
Consolidated Statements of Shareholders Equity (Parenthetical) (USD $) | |||||
Noble-Swiss
| Noble-Swiss
Common Stock | Noble-Swiss
Retained Earnings | Noble-Cayman
| Noble-Cayman
Retained Earnings | |
Dividends per share | 0.12 | 0.12 | 0.12 | 0.12 | |
Dividends per share | 0.91 | 0.91 | 0.91 | 0.91 | |
Dividends per share | 0.18 | 0.18 | 0.18 | 0.04 | 0.04 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (USD $) | |||
In Thousands | 12 Months Ended
Dec. 31, 2009 | 12 Months Ended
Dec. 31, 2008 | 12 Months Ended
Dec. 31, 2007 |
Noble-Swiss | |||
Net income | $1,678,642 | $1,560,995 | $1,206,011 |
Other comprehensive income (loss), net of tax | |||
Foreign currency translation adjustments | 277 | (19,095) | 3,664 |
Gain (loss) on foreign currency forward contracts | 417 | (2,219) | (998) |
Net pension plan gain (loss) (net of a tax benefit of $1,635 in 2009, $16,360 in 2008 and a tax provision of $5,458 in 2007) | (1,424) | (31,806) | 10,479 |
Amortization of deferred pension plan amounts (net of tax provision of $653 in 2009, $413 in 2008 and $770 in 2008) | 3,106 | 930 | 1,664 |
Other comprehensive loss, net | 2,376 | (52,190) | 14,809 |
Comprehensive income | 1,681,018 | 1,508,805 | 1,220,820 |
Noble-Swiss | Retained Earnings | |||
Net income | 1,678,642 | 1,560,995 | 1,206,011 |
Noble-Swiss | Accumulated Other Comprehensive Loss | |||
Other comprehensive income (loss), net of tax | |||
Other comprehensive loss, net | 2,376 | (52,190) | 14,809 |
Noble-Cayman | |||
Net income | 1,700,381 | 1,560,995 | 1,206,011 |
Other comprehensive income (loss), net of tax | |||
Foreign currency translation adjustments | 277 | (19,095) | 3,664 |
Gain (loss) on foreign currency forward contracts | 417 | (2,219) | (998) |
Net pension plan gain (loss) (net of a tax benefit of $1,635 in 2009, $16,360 in 2008 and a tax provision of $5,458 in 2007) | (1,424) | (31,806) | 10,479 |
Amortization of deferred pension plan amounts (net of tax provision of $653 in 2009, $413 in 2008 and $770 in 2008) | 3,106 | 930 | 1,664 |
Other comprehensive loss, net | 2,376 | (52,190) | 14,809 |
Comprehensive income | 1,702,757 | 1,508,805 | 1,220,820 |
Noble-Cayman | Retained Earnings | |||
Net income | 1,700,381 | 1,560,995 | 1,206,011 |
Noble-Cayman | Accumulated Other Comprehensive Loss | |||
Other comprehensive income (loss), net of tax | |||
Other comprehensive loss, net | $2,376 | ($52,190) | $14,809 |
3_Consolidated Statements of Co
Consolidated Statements of Comprehensive Income (Parenthetical) (USD $) | |||
In Thousands | 12 Months Ended
Dec. 31, 2009 | 12 Months Ended
Dec. 31, 2008 | 12 Months Ended
Dec. 31, 2007 |
Noble-Swiss | |||
Other comprehensive income (loss), net of tax | |||
Tax benefit/provision on net pension plan gain (loss) | $1,635 | $16,360 | $5,458 |
Tax provision on amortization of deferred pension plan amounts | 653 | 413 | 770 |
Noble-Cayman | |||
Other comprehensive income (loss), net of tax | |||
Tax benefit/provision on net pension plan gain (loss) | 1,635 | 16,360 | 5,458 |
Tax provision on amortization of deferred pension plan amounts | $653 | $413 | $770 |
Organization and Significant Ac
Organization and Significant Accounting Policies | |
12 Months Ended
Dec. 31, 2009 | |
Organization and Significant Accounting Policies [Abstract] | |
ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES | NOTE 1 ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES Organization and Business Noble Corporation, a Swiss corporation (Noble or, together with its consolidated subsidiaries, unless the context requires otherwise, the Company, we, our and words of similar import), is a leading offshore drilling contractor for the oil and gas industry. We perform contract drilling services with our fleet of 62 mobile offshore drilling units located worldwide. This fleet consists of 13 semisubmersibles, four dynamically positioned drillships, 43 jackups and two submersibles. The fleet count includes two units under construction: one dynamically positioned, ultra-deepwater, harsh environment Globetrotter-class drillship, and one deepwater dynamically positioned semisubmersible. As of January28, 2010, approximately 87percent of our fleet was deployed in areas outside the United States, principally in the Middle East, India, Mexico, the North Sea, Brazil and West Africa. Consummation of Migration and Worldwide Internal Restructuring On March26, 2009, pursuant to the previously announced Agreement and Plan of Merger, Reorganization and Consolidation, dated as of December19, 2008 (as amended, the Merger Agreement), among Noble-Swiss, Noble-Cayman, and Noble Cayman Acquisition Ltd., a Cayman Islands company and a wholly-owned subsidiary of Noble-Swiss (Noble-Acquisition), Noble-Cayman merged by way of schemes of arrangement under Cayman Islands law (the Schemes of Arrangement) with Noble-Acquisition, with Noble-Cayman as the surviving company (the Transaction). Under the terms of the Schemes of Arrangement, each holder of Noble-Cayman ordinary shares outstanding immediately prior to the Transaction received, through an exchange agent, one Noble-Swiss registered share in exchange for each outstanding Noble-Cayman ordinary share, and Noble-Swiss received, through an exchange agent, a number of newly issued Noble-Cayman ordinary shares equal to the number of Noble-Cayman ordinary shares outstanding immediately prior to the Transaction. Noble-Swiss also issued 15million Noble-Swiss registered shares to Noble-Cayman in connection with the Transaction that are being held in treasury by a wholly owned subsidiary of Noble-Swiss. The Transaction effectively changed the place of incorporation of our parent holding company from the Cayman Islands to Switzerland. As a result of the Transaction, Noble-Cayman became a direct, wholly-owned subsidiary of Noble-Swiss. Currently, Noble-Swiss principal asset is 100% of the shares of common stock of Noble-Cayman. The consolidated financial statements of Noble-Swiss include the accounts of its wholly-owned subsidiary, Noble-Cayman. Noble-Swiss conducts substantially all of its business through Noble-Cayman and its subsidiaries. In connection with the Transaction, we relocated our principal executive offices, executive officers and selected personnel, to Geneva, Switzerland. On October1, 2009, we completed a worldwide internal restructuring of the ownership of substantially all of our drilling rigs under a single non-U.S. entity. Stock Split On July27, 2007, our Board of Directors approved what is comm |
Net Income Per Share
Net Income Per Share | |
12 Months Ended
Dec. 31, 2009 | |
Net Income Per Share [Abstract] | |
NET INCOME PER SHARE | NOTE 2 NET INCOME PER SHARE The following table sets forth the computation of basic and diluted net income per share for Noble-Swiss: Year Ended December 31, 2009 2008 2007 Allocation of net income Basic Net income $ 1,678,642 $ 1,547,800 $ 1,197,801 Earnings allocated to unvested share-based payment awards (16,811 ) (13,195 ) (8,210 ) Net income basic $ 1,661,831 $ 1,534,605 $ 1,189,591 Diluted Net income $ 1,678,642 $ 1,547,800 $ 1,197,801 Earnings allocated to unvested share-based payment awards (16,758 ) (13,131 ) (8,141 ) Net income diluted $ 1,661,884 $ 1,534,669 $ 1,189,660 Weighted average shares outstanding basic 258,035 267,006 268,528 Incremental shares issuable from assumed exercise of stock options 856 1,567 2,354 Weighted average shares outstanding diluted 258,891 268,573 270,882 Weighted average unvested share-based payment awards 2,611 2,224 1,828 Earnings per share Basic $ 6.44 $ 5.85 $ 4.49 Diluted $ 6.42 $ 5.81 $ 4.45 Only those items having a dilutive impact on our basic net income per share are included in diluted net income per share. For the years ended December31, 2009 and 2008, stock options totaling 0.1million and 0.7million, respectively, were excluded from the diluted net income per share calculation as they were not dilutive. There were no anti-dilutive stock options and awards for the year ended December31, 2007. |
Marketable Securities
Marketable Securities | |
12 Months Ended
Dec. 31, 2009 | |
Marketable Securities [Abstract] | |
MARKETABLE SECURITIES | NOTE 3 MARKETABLE SECURITIES Marketable Equity Securities During 2008, we purchased investments that closely correlate to the investment elections made by participants in the Noble Drilling Corporation 401(k) Savings Restoration Plan (Restoration Plan) in order to mitigate the impact of the investment income and losses from the Restoration Plan on our consolidated financial statements. The value of these investments held for our benefit totaled $8million and $7million at December31, 2009 and 2008, respectively. These assets were classified as trading securities and carried at fair value in Other Current Assets with the realized and unrealized gain or loss included in Other Income in the accompanying Consolidated Statements of Income. We recognized a gain of $2million and a loss of $2million on these investments during 2009 and 2008, respectively. |
Accounts Receivable
Accounts Receivable | |
12 Months Ended
Dec. 31, 2009 | |
Accounts Receivable [Abstract] | |
ACCOUNTS RECEIVABLE | NOTE 4 ACCOUNTS RECEIVABLE During the second quarter of 2009, we reached an agreement with one of our customers in the U.S. Gulf of Mexico regarding outstanding receivables owed to us, which totaled approximately $59 million at December31, 2009. The customer has conveyed to us an overriding royalty interest (ORRI) as security for the outstanding receivables and has agreed to a payment plan to repay all past due amounts. Amounts received by us pursuant to the ORRI will be applied to the customers payment obligations under the payment plan. We have agreed that we will not sell, assign or otherwise dispose of the ORRI as long as the customer meets its payment obligations and complies with the terms of the agreement, which runs through June2011. Through the date of this report, the customer has met its payment obligations under the agreement. The customer has a right to reacquire the ORRI at the end of the term of the agreement, or earlier, subject to certain conditions, which include the customer being current on all payment obligations. In connection with this agreement, during the second quarter of 2009, we reclassified certain amounts from Accounts receivable to Other assets. |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | |
12 Months Ended
Dec. 31, 2009 | |
Supplemental Cash Flow Information [Abstract] | |
SUPPLEMENTAL CASH FLOW INFORMATION | NOTE 5 SUPPLEMENTAL CASH FLOW INFORMATION 2009 2008 2007 Cash paid during the period for: Interest, net of amounts capitalized $ 1,618 $ 3,014 $ 12,843 Income taxes (net of refunds) $ 332,287 $ 258,392 $ 213,986 |
Debt
Debt | |
12 Months Ended
Dec. 31, 2009 | |
Debt [Abstract] | |
DEBT | NOTE 6 DEBT Long-term debt consists of the following at December31, 2009 and 2008: 2009 2008 Credit Facility $ $ 5.875% Senior Notes due 2013 299,874 299,837 7.375% Senior Notes due 2014 249,377 249,257 7.50% Senior Notes due 2019 201,695 201,695 6.95% Senior Notes due 2009 149,998 Project Financing Thompson Notes 22,700 Total Debt 750,946 923,487 Current Maturities (172,698 ) Long-term Debt $ 750,946 $ 750,789 We have a $600million unsecured bank credit facility (the Credit Facility), which was originally scheduled to mature on March15, 2012. During the first quarter of 2008, the term of the Credit Facility was extended for an additional one-year period to March15, 2013. During this one-year extension period, the total amount available under the Credit Facility will be $575 million, but we have the right to seek an increase of the total amount available during that period to $600million. We may, subject to certain conditions, request that the term of the Credit Facility be further extended for an additional one-year period. Our subsidiary, Noble Drilling Corporation (Noble Drilling), has guaranteed the obligations under the Credit Facility. In connection with the worldwide restructuring completed during 2009 (see Note 1), our subsidiary, Noble Holding International Limited, issued a subsidiary guarantee under the Credit Facility effective October1, 2009. Pursuant to the terms of the Credit Facility, we may, subject to certain conditions, elect to increase the amount available up to $800million. Borrowings may be made under the facility (i)at the sum of Adjusted LIBOR (as defined in the Credit Facility) plus the Applicable Margin (as defined in the Credit Facility; 0.235percent based on our current credit ratings), or (ii)at the base rate, determined as the greater of the prime rate for U.S. Dollar loans announced by Citibank, N.A. in New York or the sum of the weighted average overnight federal funds rate published by the Federal Reserve Bank of New York plus 0.50percent. The Credit Facility contains various covenants, including a debt to total tangible capitalization covenant that limits this ratio to 0.60. As of December31, 2009, our debt to total tangible capitalization was 0.10. In addition, the Credit Facility includes restrictions on certain fundamental changes such as mergers, unless we are the surviving entity or the other party assumes the obligations under the Credit Facility, and the ability to sell or transfer all or substantially all of our assets unless to a subsidiary. The Credit Facility also limits our subsidiaries additional indebtedness, excluding intercompany advances and loans, to 10percent of our consolidated net assets, as defined in the Credit Facility, unless a subsidiary guarantee is issued to the parent company borrower. There are also restrictions on our incurring or assuming additional liens in certain circumstances. We were in compliance with all covenants under the Credit Facility at December31, 2009. In November2 |
Shareholders Equity
Shareholders Equity | |
12 Months Ended
Dec. 31, 2009 | |
Shareholders' Equity [Abstract] | |
SHAREHOLDERS' EQUITY | NOTE 7 SHAREHOLDERS EQUITY As of December 31, 2009, we had shares issued of 276,265,693 shares, including 14,291,149 shares held in treasury by a wholly-owned subsidiary of Noble-Swiss. Outstanding shares as of December 31, 2009 include 3,750,000 shares held as treasury shares by Noble-Swiss which were repurchased pursuant to our approved share repurchase program. Total shares repurchased during the year under our share repurchase program were 5,470,000, including 1,720,000 shares which were repurchased prior to March 26, 2009 and were canceled. Share Repurchases Share repurchases were made pursuant to the share repurchase program which our Board of Directors authorized and adopted. At December31, 2009, 12.9million shares remained available under this authorization. Future repurchases will be subject to the requirements of Swiss law, including the requirement that we and our subsidiaries may only repurchase shares if and to the extent that sufficient freely distributable reserves are available. Also, the aggregate par value of all registered shares held by us and our subsidiaries, including treasury shares, may not exceed 10percent of our registered share capital without shareholder approval. Our existing share repurchase program received the required shareholder approval prior to completion of our 2009 Swiss migration transaction. Share repurchases for each of the three years ended December31, 2009 are as follows: Total Number Average of Shares Price Paid Year Ended December 31, Purchased Total Cost per Share 2009 5,470,000 (1) $ 186,506 $ 34.10 2008 7,965,109 331,514 41.62 2007 4,219,000 178,494 42.31 (1) Repurchases made subsequent to March26, 2009, which totaled 3,750,000 shares are being held as treasury shares at December31, 2009. Share-Based Compensation Plans Stock Plans The Noble Corporation 1991 Stock Option and Restricted Stock Plan, as amended (the 1991 Plan), provides for the granting of options to purchase our shares, with or without stock appreciation rights, and the awarding of restricted shares or units to selected employees. In general, all options granted under the 1991 Plan have a term of 10years, an exercise price equal to the fair market value of a share on the date of grant and generally vest over a three year period. The 1991 Plan limits the total number of shares issuable under the plan to 41.4 million. As of December31, 2009, we had 5.2million shares remaining available for grants to employees under the 1991 Plan. Prior to October25, 2007, the Noble Corporation 1992 Nonqualified Stock Option and Share Plan for Non-Employee Directors (the 1992 Plan) provided for the granting of nonqualified stock options to our non-employee directors. We granted options at fair market value on the grant date. The options are exercisable from time to time over a period commencing one year from the grant date and ending on the expiration of 10years from the grant date, unless terminated sooner as described in the 1992 Plan. On October25, 2007, the 1992 Plan was amended and |
Accumulated Comprehensive Incom
Accumulated Comprehensive Income | |
12 Months Ended
Dec. 31, 2009 | |
Accumulated Comprehensive Income [Abstract] | |
ACCUMULATED COMPREHENSIVE INCOME | NOTE 8 ACCUMULATED COMPREHENSIVE INCOME The following table sets forth the components of Accumulated other comprehensive loss, net of deferred taxes: December 31, 2009 2008 2007 Foreign currency translation adjustments $ (12,192 ) $ (12,469 ) $ 6,626 Unrealized gain on foreign currency forward contracts 417 2,219 Deferred pension plan amounts (43,106 ) (44,788 ) (13,912 ) Accumulated other comprehensive income/(loss) $ (54,881 ) $ (57,257 ) $ (5,067 ) |
Income Taxes
Income Taxes | |
12 Months Ended
Dec. 31, 2009 | |
Income Taxes [Abstract] | |
INCOME TAXES | NOTE 9 INCOME TAXES Noble Corporation, a Swiss resident holding company, is exempt from Swiss cantonal and communal income tax on its worldwide income. Noble Corporation is also granted participation relief from Swiss federal tax for qualifying dividend income and capital gains related to the sale of qualifying participations. It is expected that the participation relief will result in a full exemption of participation income from Swiss federal income tax. We operate through various subsidiaries in numerous countries throughout the world, including the United States. Consequently, income taxes have been provided based on the laws and rates in effect in the countries in which operations are conducted, or in which we or our subsidiaries are considered resident for income tax purposes. In certain circumstances, management expects that, due to changing demands of the offshore drilling markets and the ability to re-deploy our offshore drilling units, certain of such units will not reside in a location long enough to give rise to future tax consequences. As a result, no deferred tax asset or liability has been recognized in these circumstances. If managements expectations change regarding the length of time an offshore drilling unit will be used in a given location, we will adjust deferred taxes accordingly. The components of the net deferred taxes were as follows: 2009 2008 Deferred tax assets: United States Tax credit for foreign deferred income taxes $ $ 5,805 Deferred pension plan amounts 958 7,358 Other 13,752 25,836 Non-U.S.: Deferred pension plan amounts 4,870 1,976 Other 185 290 Deferred tax assets 19,765 41,265 Less: valuation allowance Net deferred tax assets $ 19,765 $ 41,265 Deferred tax liabilities: United States Excess of net basis over remaining tax basis $ (308,789 ) $ (299,157 ) Other (4,790 ) Non-U.S.: Excess of net book basis over remaining tax basis (6,417 ) (7,126 ) Deferred tax liabilities $ (319,996 ) $ (306,283 ) Net deferred tax liabilities $ (300,231 ) $ (265,018 ) Income before income taxes consisted of the following: December 31, 2009 2008 2007 United States $ 738,130 $ 745,276 $ 612,348 Non-U.S. 1,277,772 1,167,182 876,554 Total $ 2,015,902 $ 1,912,458 $ 1,488,902 The income tax provision consisted of the following: December 31, 2009 2008 2007 Current- United States 240,188 $ 215,412 $ 173,138 Current- Non-U.S. 64,210 86,339 89,244 Deferred- United States 33,530 47,307 12,891 Deferred- Non-U.S. (668 ) 2,405 7,618 Total $ 337,260 $ 351,463 $ 282,891 |
Employee Benefit Plans
Employee Benefit Plans | |
12 Months Ended
Dec. 31, 2009 | |
Employee Benefit Plans [Abstract] | |
EMPLOYEE BENEFIT PLANS | NOTE 10 EMPLOYEE BENEFIT PLANS Defined Benefit Plans We have a U.S. noncontributory defined benefit pension plan which covers certain salaried employees and a U.S. noncontributory defined benefit pension plan which covers certain hourly employees, whose initial date of employment is prior to August1, 2004 (collectively referred to as our qualified U.S. plans). These plans are governed by the Noble Drilling Corporation Retirement Trust (the Trust). The benefits from these plans are based primarily on years of service and, for the salaried plan, employees compensation near retirement. These plans qualify under the Employee Retirement Income Security Act of 1974 (ERISA), and our funding policy is consistent with funding requirements of ERISA and other applicable laws and regulations. We make cash contributions, or utilize credit balances available to us under the plan, for the qualified U.S. plans when required. The benefit amount that can be covered by the qualified U.S. plans is limited under ERISA and the Internal Revenue Code (IRC) of 1986. Therefore, we maintain an unfunded, nonqualified excess benefit plan designed to maintain benefits for all employees at the formula level in the qualified U.S. plans. We refer to the qualified U.S. plans and the excess benefit plan collectively as the U.S. plans. Each of Noble Drilling (Land Support) Limited, Noble Enterprises Limited and Noble Drilling (Nederland) B.V., all indirect, wholly-owned subsidiaries of Noble, maintains a pension plan which covers all of its salaried, non-union employees (collectively referred to as our non-U.S. plans). Benefits are based on credited service and employees compensation near retirement, as defined by the plans. A reconciliation of the changes in projected benefit obligations (PBO) for our non-U.S. and U.S. plans is as follows: 2009 2008 Non-U.S. U.S. Non-U.S. U.S. Benefit obligation at the beginning of year $ 67,517 $ 116,363 $ 88,593 $ 100,852 Service cost 3,674 7,213 3,883 6,295 Interest cost 4,279 6,854 4,701 6,458 Actuarial loss (gain) 16,498 4,950 (13,551 ) 5,678 Plan amendment Benefits paid (1,771 ) (2,863 ) (2,013 ) (2,920 ) Plan participants contributions 544 355 Foreign exchange rate changes 4,247 (12,458 ) Curtailment gain (1,993 ) Benefit obligation at end of year $ 94,988 $ 132,517 $ 67,517 $ 116,363 For the U.S. plans, the actuarial loss in 2009 is primarily the result of updated actuarial assumptions related to the deterioration of market conditions. We recognized a curtailment gain in 2008 in conjunction with the sale of our North Sea labor contract drilling service. A reconciliation of the changes in fair value of plan assets is as follows: Year Ended December 31, 2009 2008 Non-U.S. U.S. Non-U.S. U.S. Fair value of plan asset |
Derivative Instruments and Hedg
Derivative Instruments and Hedging Activities | |
12 Months Ended
Dec. 31, 2009 | |
Derivative Instruments and Hedging Activities [Abstract] | |
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES | NOTE 11 DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES We periodically enter into derivative instruments to manage our exposure to fluctuations in interest rates and foreign currency exchange rates, and we may conduct hedging activities in future periods to mitigate such exposure. We have documented policies and procedures to monitor and control the use of derivative instruments. We do not engage in derivative transactions for speculative or trading purposes, nor are we a party to leveraged derivatives. Hedge effectiveness is measured quarterly based on the relative cumulative changes in fair value between derivative contracts and the hedged item over time. Any change in fair value resulting from ineffectiveness is recognized immediately in earnings. We did not recognize any gain or loss due to hedge ineffectiveness in our Consolidated Statements of Income during the years ended December31, 2009, 2008 or 2007 related to derivative instruments. Cash Flow Hedges Our North Sea operations have a significant amount of their cash operating expenses payable in either the Euro or British Pound, and we typically maintain forward contracts settling monthly in Euros and British Pounds. In addition, our Brazilian operations have a significant amount of their operating expenses payable in the Brazilian Real. During the fourth quarter of 2009, we began hedging those positions with forward contracts. At December31, 2008, we had no outstanding cash flow hedge forward contracts. The balance of the net unrealized gain or loss related to our foreign currency forward contracts included in Accumulated other comprehensive loss and related activity for 2009, 2008 and 2007 is as follows: 2009 2008 2007 Net unrealized gain at beginning of period $ $ 2,219 $ 3,217 Activity during period: Settlement of forward contracts outstanding at beginning of period (2,219 ) (2,954 ) Net unrealized gain/(loss) on outstanding forward contracts 417 1,956 Net unrealized gain at end of period $ 417 $ $ 2,219 Fair Value Hedges During the third quarter of 2008, we entered into a firm commitment for the construction of a newbuild drillship. The drillship will be constructed in two phases, with the second phase being installation and commissioning of the topside equipment. The contract for this second phase of construction is denominated in Euros, and in order to mitigate the risk of fluctuations in foreign currency exchange rates, we entered into forward contracts to purchase Euros. As of December31, 2009, the aggregate notional amount of the forward contracts was 50million Euros. Each forward contract settles in connection with required payments under the construction contract. We are accounting for these forward contracts as fair value hedges under FASB standards. The fair market value of those derivative instruments is included in Other current assets/liabilities or Other assets/liabilities, depending on when the forward contract is expected to be settled. Gains and losses from |
Financial Instruments and Credi
Financial Instruments and Credit Risk | |
12 Months Ended
Dec. 31, 2009 | |
Financial Instruments and Credit Risk [Abstract] | |
FINANCIAL INSTRUMENTS AND CREDIT RISK | NOTE 12 FINANCIAL INSTRUMENTS AND CREDIT RISK The following table presents the carrying amount and estimated fair value of our financial instruments recognized at fair value on a recurring basis: December 31, 2009 Estimated Fair Value Measurements Quoted Significant Prices in Other Significant Active Observable Unobservable December 31, 2008 Carrying Markets Inputs Inputs Carrying Estimated Amount (Level 1) (Level 2) (Level 3) Amount Fair Value Assets Marketable securities $ 8,483 $ 8,483 $ $ $ 7,104 $ 7,104 Forward contracts $ 654 $ $ 654 $ $ $ Liabilities Forward contracts $ 1,002 $ $ 1,002 $ $ 5,418 $ 5,418 The derivative instruments have been valued using actively quoted prices and quotes obtained from the counterparties to the derivative agreements. Our cash and cash equivalents, accounts receivable and accounts payable are by their nature short-term. As a result, the carrying values included in the accompanying Consolidated Balance Sheets approximate fair value. Concentration of Credit Risk The market for our services is the offshore oil and gas industry, and our customers consist primarily of government-owned oil companies, major integrated oil companies and independent oil and gas producers. We perform ongoing credit evaluations of our customers and generally do not require material collateral. We maintain reserves for potential credit losses when necessary. Our results of operations and financial condition should be considered in light of the fluctuations in demand experienced by drilling contractors as changes in oil and gas producers expenditures and budgets occur. These fluctuations can impact our results of operations and financial condition as supply and demand factors directly affect utilization and dayrates, which are the primary determinants of our net cash provided by operating activities. In 2009, two customers combined for approximately 35percent of consolidated operating revenues. No other customer accounted for more than 10percent of consolidated operating revenues in 2009. In both 2008 and 2007, one customer accounted for approximately 20percent and 15percent of consolidated operating revenues, respectively. No other customer accounted for more than 10 percent of consolidated operating revenues in 2008 or 2007. |
Commitments and Contingencies
Commitments and Contingencies | |
12 Months Ended
Dec. 31, 2009 | |
Commitments and Contingencies [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 13 COMMITMENTS AND CONTINGENCIES Noble Asset Company Limited (NACL), our wholly-owned, indirect subsidiary, was named one of 21 parties served a Show Cause Notice (SCN) issued by the Commissioner of Customs (Prev.), Mumbai, India (the Commissioner) in August2003. The SCN concerned alleged violations of Indian customs laws and regulations regarding one of our jackups. The Commissioner alleged certain violations to have occurred before, at the time of, and after NACL acquired the rig from the rigs previous owner. In the purchase agreement for the rig, NACL received contractual indemnification against liability for Indian customs duty from the rigs previous owner. In connection with the export of the rig from India in 2001, NACL posted a bank guarantee in the amount of 150million Indian Rupees (or $3million at December31, 2009) and a customs bond in the amount of 970million Indian Rupees (or $21million at December31, 2009), both of which remain in place. In March2005, the Commissioner passed an order against NACL and the other parties cited in the SCN seeking (i)to invoke the bank guarantee posted on behalf of NACL as a fine, (ii)to demand duty of (a) $19million plus interest related to a 1997 alleged import and (b) $22million plus interest related to a 1999 alleged import, provided that the duty and interest demanded in (b)would not be payable if the duty and interest demanded in (a)were paid by NACL, and (iii)to assess a penalty of $500,000 against NACL. NACL appealed the order of the Commissioner to the Customs, Excise Service Tax Appellate Tribunal (CESTAT). At a hearing on April5, 2006, CESTAT upheld NACLs appeal and overturned the Commissioners March2005 order against NACL in its entirety. CESTAT thereafter issued its written judgment dated August8, 2006 upholding NACLs appeal on all grounds and setting aside the duty demand, interest, fine and penalty. The Commissioner filed an appeal in the Bombay High Court challenging the order passed by CESTAT. In August2008, the Division Bench of the Bombay High Court dismissed the Commissioners appeal of CESTATs order. In November2008, the Commissioner filed a Special Leave Petition, an Appeal in the Supreme Court of India, appealing the order of the Bombay High Court. NACL has filed an Affidavit-in-reply opposing admission of the Appeal in the Supreme Court of India, and is seeking the return or cancellation of its previously posted custom bond and bank guarantee. NACL continues to pursue contractual indemnification against liability for Indian customs duty and related costs and expenses against the rigs previous owner in arbitration proceedings in London, which proceedings the parties have temporarily stayed pending further developments in the Indian proceeding. We do not believe the ultimate resolution of this matter will have a material adverse effect on our financial position, results of operations or cash flows. We operate in a number of countries throughout the world and our income tax returns filed in those jurisdictions are subject to review and examination by tax authorities within those jurisdictions. We are currently contesting several tax assessments and may contest fu |
Sheet1
(Gain) Loss on Asset Disposal Involuntary Conversion, Net | |
12 Months Ended
Dec. 31, 2009 | |
(Gain)/Loss on Asset Disposal/Involuntary Conversion, Net [Abstract] | |
(GAIN)/LOSS ON ASSET DISPOSAL/INVOLUNTARY CONVERSION, NET | NOTE 14 (GAIN)/LOSS ON ASSET DISPOSAL/INVOLUNTARY CONVERSION, NET In May2009, our jackup, the Noble David Tinsley, experienced a punch-through while the rig was being positioned on location offshore Qatar. The incident involved the sudden penetration of all three legs through the sea bottom, which resulted in severe damage to the legs and the rig. The rig is currently in the shipyard to replace the legs and repair the damage to the rig. We recorded a charge of $17million during the quarter ended June30, 2009 related to this involuntary conversion, which includes approximately $9million for the write-off of the damaged legs. In March2009, we recognized a charge of $12million related to the Noble Fri Rodli, a submersible that has been cold stacked since October2007. We recorded the charge as a result of a decision to evaluate disposition alternatives for this rig. During the third quarter of 2008, Hurricane Ike caused damage to certain of our rigs. The $200million aggregate insurance limit available to our rigs operating in the U.S. Gulf of Mexico was sufficient to cover the loss, with the exception of the physical damage deductible and the loss of hire waiting period. During 2008, we recorded a charge of $10million, which represents our deductible under our then existing insurance program. During the second quarter of 2008, we sold our North Sea labor contract drilling services business to Seawell Holding UK Limited (Seawell) for $35million plus working capital. This sale included labor contracts covering 11 platform operations in the United Kingdom sector of the North Sea. In connection with this sale, we recognized a gain of $36million, net of closing costs. This gain included approximately $5million in cumulative currency translation adjustments. During the fourth quarter of 2007, we recognized a net recovery of $5million for physical damage and loss of hire insurance claims for damage caused by the Hurricanes Katrina and Rita in 2005. This recovery was partially offset by an additional claim loss of $2million earlier in 2007. |
Segment and Related Information
Segment and Related Information | |
12 Months Ended
Dec. 31, 2009 | |
Segment and Related Information [Abstract] | |
SEGMENT AND RELATED INFORMATION | NOTE 15 SEGMENT AND RELATED INFORMATION We report our contract drilling operations as a single reportable segment: Contract Drilling Services. The consolidation of our contract drilling operations into one reportable segment is attributable to how we manage our business, and the fact that all of our drilling fleet is dependent upon the worldwide oil industry. The mobile offshore drilling units comprising our offshore rig fleet operate in a single, global market for contract drilling services and are often redeployed globally due to changing demands of our customers, which consist largely of major non-U.S. and government owned/controlled oil and gas companies throughout the world. Our contract drilling services segment conducts contract drilling operations in the Middle East, India, U.S. Gulf of Mexico, Mexico, the North Sea, Brazil and West Africa. The accounting policies of our reportable segment are the same as those described in the summary of significant accounting policies (see Note 1). We evaluate the performance of our operating segment based on revenues from external customers and segment profit. Summarized financial information of our reportable segment for the years ended December31, 2009, 2008 and 2007 is shown in the following table. The Other column includes results of labor contract drilling services, engineering and consulting services, other insignificant operations and corporate related items. Contract Drilling Services Other Total 2009 Revenues from external customers $ 3,607,219 $ 33,565 $ 3,640,784 Depreciation and amortization 398,573 9,740 408,313 Segment operating income 2,008,704 2,040 2,010,744 Interest expense, net of amount capitalized (664 ) (1,021 ) (1,685 ) Income tax provision (337,470 ) 210 (337,260 ) Segment profit 1,671,942 6,700 1,678,642 Total assets (at end of period) 8,269,481 127,415 8,396,896 Capital expenditures 1,367,096 64,402 1,431,498 2008 Revenues from external customers $ 3,376,224 $ 70,277 $ 3,446,501 Depreciation and amortization 349,448 7,210 356,658 Segment operating income 1,867,262 41,141 1,908,403 Interest expense, net of amount capitalized 3,897 491 4,388 Income tax provision 350,305 1,158 351,463 Segment profit 1,519,980 41,015 1,560,995 Total assets (at end of period) 6,534,566 572,233 7,106,799 Capital expenditures 1,183,137 48,184 1,231,321 2007 Revenues from external customers $ 2,799,520 $ 195,791 $ 2,995,311 Depreciation and amortization 283,225 9,762 292,987 Segment operating income 1,485,101 5,761 1,490,862 Interest expense, net of amount capitalized 4,484 8,627 13,111 Income tax provision 287,128 (4,237 ) 282,891 |
Other Financial Information
Other Financial Information | |
12 Months Ended
Dec. 31, 2009 | |
Other Financial Information [Abstract] | |
OTHER FINANCIAL INFORMATION | NOTE 16 OTHER FINANCIAL INFORMATION The following are Swiss statutory disclosure requirements: (i)Expenses Total personnel expenses amounted to $564million, $581million and $565million for the years ended December31, 2009, 2008 and 2007, respectively. (ii)Fire Insurance Total fire insurance values of property and equipment amounted to $8.2billion and $7.6 billion at December31, 2009 and 2008, respectively. (iii)Risk assessment and Management The Board of Directors, together with the management of Noble, is responsible for assessing risks related to the financial reporting process and for establishing and maintaining adequate internal control over financial reporting. Internal control over financial reporting is a process designed by, or under the supervision of the Chief Executive Officer and Chief Financial Officer to provide reasonable assurance regarding the reliability of financial reporting and the preparation of Nobles consolidated financial statements for external purposes in accordance with GAAP. The Board, operating through its Audit Committee composed entirely of directors who are not officers or employees of the Company, is responsible for oversight of the financial reporting process and safeguarding of assets against unauthorized acquisition, use, or disposition. The Audit Committee meets with management, the independent registered public accountants and the internal auditor; approves the overall scope of audit work and related fee arrangements; and reviews audit reports and findings. In addition, the independent registered public accountants and the internal auditor meet separately with the Audit Committee, without management representatives present, to discuss the results of their audits; the adequacy of the Companys internal control; the quality of its financial reporting; and the safeguarding of assets against unauthorized acquisition, use, or disposition. |
Subsequent Events
Subsequent Events | |
12 Months Ended
Dec. 31, 2009 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 17 SUBSEQUENT EVENTS Management has evaluated subsequent events through February26, 2010, which is the date the consolidated financial statements were filed with the SEC, and has determined that no other material reportable events have occurred between January1, 2010 and February26, 2010. |
Guarantees of Registered Securi
Guarantees of Registered Securities | |
12 Months Ended
Dec. 31, 2009 | |
Guarantees of Registered Securities [Abstract] | |
GUARANTEES OF REGISTERED SECURITIES | NOTE 18 GUARANTEES OF REGISTERED SECURITIES Noble-Cayman and Noble Holding (U.S.) Corporation (NHC), each a wholly-owned subsidiary of Noble-Swiss, are guarantors of Noble Drilling Corporations (NDC) 7.50% Senior Notes due 2019. The outstanding principal balance of the 7.50% Senior Notes at December31, 2009 was $202million. NDC is an indirect, wholly-owned subsidiary of Noble-Swiss and a direct, wholly-owned subsidiary of NHC. Noble-Caymans and NHCs guarantees of the 7.50% Senior Notes are full and unconditional. In December2005, Noble Drilling Holding LLC (NDH), an indirect wholly-owned subsidiary of Noble-Swiss, became a co-obligor on (and effectively a guarantor of) the 7.50% Senior Notes. In connection with our worldwide internal restructuring completed during 2009 (see Note 1), prior to September30, 2009, Noble Drilling Services 1 LLC (NDS1), an indirect wholly-owned subsidiary of Noble-Swiss, became a co-issuer of the 7.50% Senior Notes. Subsequent to September 30, 2009, NDS1 merged with Noble Drilling Services 6 LLC (NDS6), also an indirect wholly-owned subsidiary of Noble-Swiss, as part of the internal restructuring. NDS6 was the surviving company in this merger and assumed NDS1s obligations under, and became a co-issuer of, the 7.50% Senior Notes. In connection with the issuance of Noble-Caymans 5.875% Senior Notes due 2013, NDC guaranteed the payment of the 5.875% Senior Notes. In connection with the worldwide internal restructuring, Noble Holding International Limited (NHIL), an indirect wholly-owned subsidiary of Noble-Cayman and Noble-Swiss, also guaranteed the payment of the 5.875% Senior Notes. NDCs and NHILs guarantees of the 5.875% Senior Notes are full and unconditional. The outstanding principal balance of the 5.875% Senior Notes at December31, 2009 was $300million. In November2008, NHIL issued $250million principal amount of 7.375% Senior Notes due 2014, which are fully and unconditionally guaranteed by Noble-Cayman. The outstanding principal balance of the 7.375% Senior Notes at December31, 2009 was $249million. The following consolidating financial statements of Noble-Cayman, NHC and NDH combined, NDC, NDS1, NHIL and all other subsidiaries present investments in both consolidated and unconsolidated affiliates using the equity method of accounting. NOBLE CORPORATION (NOBLE-CAYMAN) AND SUBSIDIARIES CONDENSED CONSOLIDATING BALANCE SHEET December31, 2009 (in thousands) Other Non-guarantor Noble- NHC and NDH Subsidiaries Consolidating Cayman Combined NDC NHIL NDS6 of Noble Adjustments Total ASSETS Current assets Cash and cash equivalents $ 3 $ 268 $ $ $ $ 725,954 $ $ 726,225 Accounts receivable 7,509 639,945 647,454 Prepaid expenses 275 26,014 |
Unaudited Interim Financial Dat
Unaudited Interim Financial Data | |
12 Months Ended
Dec. 31, 2009 | |
Unaudited Interim Financial Data [Abstract] | |
UNAUDITED INTERIM FINANCIAL DATA | NOTE 19 UNAUDITED INTERIM FINANCIAL DATA Unaudited interim consolidated financial information for the years ended December31, 2009 and 2008 is as follows: Quarter Ended March 31 June 30 Sept. 30 Dec. 31 2009 Operating revenues $ 896,151 $ 898,872 $ 905,635 $ 940,126 Operating income 514,101 485,812 504,413 506,418 Net Income 414,295 391,849 426,083 446,415 Net income per share (1) Basic 1.58 1.50 1.63 1.72 Diluted 1.58 1.49 1.63 1.72 Quarter Ended March 31 June 30 Sept. 30 Dec. 31 2008 Operating revenues $ 861,425 $ 812,941 $ 861,981 $ 910,154 Operating income 466,503 460,145 467,650 514,105 Net Income 384,188 375,718 382,522 418,567 Net income per share (1) Basic 1.43 1.40 1.43 1.59 Diluted 1.42 1.39 1.42 1.58 (1) Net income per share is computed independently for each of the quarters presented. Therefore, the sum of the quarters net income per share may not equal the total computed for the year. |
Subsidiary Balance Sheet
Subsidiary Balance Sheet | |
12 Months Ended
Dec. 31, 2009 | |
Balance Sheet [Abstract] | |
Subsidiary Balance Sheet | NOBLE CORPORATION (NOBLE-CAYMAN) AND SUBSIDIARIES CONDENSED CONSOLIDATING BALANCE SHEET December31, 2009 (in thousands) Other Non-guarantor Noble- NHC and NDH Subsidiaries Consolidating Cayman Combined NDC NHIL NDS6 of Noble Adjustments Total ASSETS Current assets Cash and cash equivalents $ 3 $ 268 $ $ $ $ 725,954 $ $ 726,225 Accounts receivable 7,509 639,945 647,454 Prepaid expenses 275 26,014 26,289 Accounts receivable from affiliates 545,594 231,855 202,447 1,218,662 (2,007,554 ) 191,004 Other current assets 109 12,946 149,697 (89,835 ) 72,917 Total current assets 112 20,998 545,594 231,855 202,447 2,760,272 (2,097,389 ) 1,663,889 Property and equipment Drilling equipment, facilities and other 1,419,193 69,601 7,293,370 8,782,164 Accumulated depreciation (120,862 ) (47,585 ) (2,007,328 ) (2,175,775 ) Total property and equipment, net 1,298,331 22,016 5,286,042 6,606,389 Notes receivable from affiliates 3,507,062 479,107 1,414,821 (5,400,990 ) Investments in affiliates 4,242,802 8,018,871 3,698,187 4,024,326 1,403,805 (21,387,991 ) Other assets 2,735 8,227 772 1,744 1,122 264,539 279,139 Total assets $ 7,752,711 $ 9,346,427 $ 4,266,569 $ 4,257,925 $ 2,086,481 $ 9,725,674 $ (28,886,370 ) $ 8,549,417 LIABILITIES AND SHAREHOLDERS EQUITY Current liabilities Current maturities of long-term debt $ $ $ $ $ $ $ $ Accounts payable and accrued liabilities 6,625 47,631 31,787 30,524 4,412 394,763 (89,835 ) 425,907 Accounts payable to affiliates 347,187 388,166 1,843 451 202,327 1,067,580 (2,007,554 ) Total current liabilities 353,812 435,797 |
Subsidiary Income Statement
Subsidiary Income Statement | |
12 Months Ended
Dec. 31, 2009 | |
Statements of Income [Abstract] | |
Subsidiary Income Statement | NOBLE CORPORATION (NOBLE-CAYMAN) AND SUBSIDIARIES CONDENSED CONSOLIDATING STATEMENT OF INCOME Year Ended December31, 2009 (in thousands) Other Non-guarantor Noble- NHC and NDH Subsidiaries Consolidating Cayman Combined NDC NHIL NDS6 of Noble Adjustments Total Operating revenues Contract drilling services $ $ 145,687 $ 40,366 $ $ $ 3,386,684 $ (62,982 ) $ 3,509,755 Reimbursables 1,904 97,297 99,201 Labor contract drilling services 30,298 30,298 Other 57 2 1,098 1,157 Total operating revenues 147,648 40,368 3,515,377 (62,982 ) 3,640,411 Operating costs and expenses Contract drilling services 956 33,587 7,070 53 1,028,080 (62,982 ) 1,006,764 Reimbursables 1,070 83,965 85,035 Labor contract drilling services 18,827 18,827 Depreciation and amortization 32,158 8,535 367,620 408,313 Selling, general and administrative 19,394 2,595 436 36,118 58,543 Loss on asset disposal/involuntary conversion 30,839 30,839 Total operating costs and expenses 20,350 69,410 16,041 53 1,565,449 (62,982 ) 1,608,321 Operating income (loss) (20,350 ) 78,238 24,327 (53 ) 1,949,928 2,032,090 Other income (expense) Equity earnings in affiliates (net of tax) 1,687,701 1,424,822 477,366 1,296,329 224,535 (5,110,753 ) Interest expense, net of amounts capitalized 31,334 (63,316 ) (17,299 ) (44,114 ) (2,541 ) (7,420 ) 101,671 (1,685 ) Interest income and other, net 1,313 (459 ) 2 107,625 (101,671 ) 6,810 Income before income taxes 1,699,998 1,439,285 484,396 1,252,162 221,994 2,050,133 (5,110,753 ) 2,037,215 Income tax (provision)benefit 383 (7,082 ) (330,135 ) (336,834 ) |
Subsidiary Cash Flow
Subsidiary Cash Flow | |
12 Months Ended
Dec. 31, 2009 | |
Statements of Cash Flows [Abstract] | |
Subsidiary Cash Flow | NOBLE CORPORATION (NOBLE-CAYMAN) AND SUBSIDIARIES CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS Year Ended December31, 2009 (in thousands) Other Non-guarantor Noble- NHC and NDH Subsidiaries Consolidating Cayman Combined NDC NHIL NDS6 of Noble Adjustments Total Cash flows from operating activities Net cash from operating activities $ 21,010 $ 47,633 $ 28,943 $ (15,445 ) $ 749 $ 1,847,487 $ $ 1,930,377 Cash flows from investing activities New construction and capital expenditures (717,148 ) (16,037 ) (733,811 ) (1,466,996 ) Repayments of notes from affiliates (45,600 ) 45,600 Notes receivable from affiliates 20,963 44,159 342,500 (407,622 ) Other Net cash from investing activities (45,600 ) (696,185 ) 28,122 (391,311 ) (362,022 ) (1,466,996 ) Cash flows from financing activities Payments of other long-term debt (150,000 ) (22,700 ) (172,700 ) Advances (to)from affiliates 401,699 690,875 92,909 15,445 (749 ) (1,200,179 ) Repayments of notes to affiliates (300,000 ) (42,500 ) (19,522 ) 362,022 Repurchases of ordinary shares (60,867 ) (60,867 ) Other (16,900 ) (16,900 ) Net cash from financing activities 23,932 648,375 (57,091 ) 15,445 (749 ) (1,242,401 ) 362,022 (250,467 ) Net increase (decrease)in cash and cash equivalents (658 ) (177 ) (26 ) 213,775 212,914 Cash and cash equivalents, beginning of period 661 445 26 512,179 513,311 Cash and cash equivalents, end of period $ 3 $ 268 $ $ $ $ 725,954 $ $ 726,225 NOBLE CORPORATION (NOBLE-CAYMAN) AND SUBSIDIARIES CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS Year Ended December31, 2008 (in thousands) Other Non-guarantor Noble- NHC |