Document and Entity Information
Document and Entity Information (USD $) | ||||
In Billions, except Share data | 3 Months Ended
Mar. 31, 2010 | Jun. 30, 2009
| Apr. 30, 2010
Noble-Swiss | Apr. 30, 2010
Noble-Cayman |
Entity Registrant Name | Noble Corp / Switzerland | |||
Entity Central Index Key | 0001458891 | |||
Document Type | 10-Q | |||
Document Period End Date | 2010-03-31 | |||
Amendment Flag | false | |||
Document Fiscal Year Focus | 2,010 | |||
Document Fiscal Period Focus | Q1 | |||
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 | 255,840,260 | 0 |
Consolidated Balance Sheet (Una
Consolidated Balance Sheet (Unaudited) ( Noble-Swiss, USD $) | ||
In Thousands | 3 Months Ended
Mar. 31, 2010 | 12 Months Ended
Dec. 31, 2009 |
Noble-Swiss | ||
Current assets | ||
Cash and cash equivalents | $847,710 | $735,493 |
Accounts receivable | 622,213 | 647,454 |
Prepaid expenses and other current assets | 122,017 | 100,243 |
Total current assets | 1,591,940 | 1,483,190 |
Property and equipment | ||
Drilling equipment and facilities | 8,979,100 | 8,666,750 |
Other | 151,319 | 143,477 |
Property and equipment, Gross | 9,130,419 | 8,810,227 |
Accumulated depreciation | (2,265,497) | (2,175,775) |
Property and equipment, Net | 6,864,922 | 6,634,452 |
Other assets | 277,240 | 279,254 |
Total assets | 8,734,102 | 8,396,896 |
Current liabilities | ||
Accounts payable | 249,847 | 197,800 |
Accrued payroll and related costs | 89,824 | 100,167 |
Taxes payable | 80,013 | 68,760 |
Other current liabilities | 62,543 | 67,220 |
Total current liabilities | 482,227 | 433,947 |
Long-term debt | 750,987 | 750,946 |
Deferred income taxes | 299,787 | 300,231 |
Other liabilities | 146,564 | 123,340 |
Total liabilities | 1,679,565 | 1,608,464 |
Commitments and Contingencies | ||
Shareholders' equity | ||
Shares; 261,926 shares and 261,975 shares outstanding | 1,118,742 | 1,130,607 |
Treasury shares, at cost; 6,115 shares and 3,750 shares | (242,459) | (143,031) |
Capital in excess of par value | 11,389 | 0 |
Retained earnings | 6,227,512 | 5,855,737 |
Accumulated other comprehensive loss | (60,647) | (54,881) |
Total shareholders' equity | 7,054,537 | 6,788,432 |
Total liabilities and shareholders' equity | 8,734,102 | 8,396,896 |
Noble-Cayman | ||
Current assets | ||
Cash and cash equivalents | 837,181 | 726,225 |
Accounts receivable | 622,213 | 647,454 |
Due from affiliate | 296,196 | 191,004 |
Other current assets | 120,348 | 99,206 |
Total current assets | 1,875,938 | 1,663,889 |
Property and equipment | ||
Drilling equipment and facilities | 8,979,100 | 8,666,750 |
Other | 123,071 | 115,414 |
Property and equipment, Gross | 9,102,171 | 8,782,164 |
Accumulated depreciation | (2,265,304) | (2,175,775) |
Property and equipment, Net | 6,836,867 | 6,606,389 |
Other assets | 277,239 | 279,139 |
Total assets | 8,990,044 | 8,549,417 |
Current liabilities | ||
Accounts payable | 249,792 | 197,712 |
Accrued payroll and related costs | 87,515 | 99,372 |
Taxes payable | 71,027 | 61,577 |
Other current liabilities | 62,309 | 67,246 |
Total current liabilities | 470,643 | 425,907 |
Long-term debt | 750,987 | 750,946 |
Deferred income taxes | 299,787 | 300,231 |
Other liabilities | 146,564 | 123,137 |
Total liabilities | 1,667,981 | 1,600,221 |
Commitments and Contingencies | ||
Shareholders' equity | ||
Ordinary shares; 261,246 shares outstanding | 26,125 | 26,125 |
Capital in excess of par value | 368,374 | 368,374 |
Retained earnings | 6,988,211 | 6,609,578 |
Accumulated other comprehensive loss | (60,647) | (54,881) |
Total shareholders' equity | 7,322,063 | 6,949,196 |
Total liabilities and shareholders' equity | $8,990,044 | $8,549,417 |
1_Consolidated Balance Sheet (U
Consolidated Balance Sheet (Unaudited) (Parenthetical) | ||
Share data in Thousands | Mar. 31, 2010
Noble-Swiss | Dec. 31, 2009
Noble-Swiss |
Noble-Swiss | ||
Shareholders' equity | ||
Shares, issued | 261,926 | 261,975 |
Treasury Stock, shares | 6,115 | 3,750 |
Noble-Cayman | ||
Shareholders' equity | ||
Ordinary shares, outstanding | 261,246 | 261,246 |
Consolidated Statement of Incom
Consolidated Statement of Income (Unaudited) (USD $) | ||
In Thousands, except Per Share data | 3 Months Ended
Mar. 31, 2010 Noble-Swiss | 3 Months Ended
Mar. 31, 2009 Noble-Swiss |
Noble-Swiss | ||
Operating revenues | ||
Contract drilling services | $808,646 | $872,397 |
Reimbursables | 24,233 | 16,678 |
Labor contract drilling services | 7,761 | 6,934 |
Other | 211 | 142 |
Operating revenues | 840,851 | 896,151 |
Operating costs and expenses | ||
Contract drilling services | 254,431 | 240,856 |
Reimbursables | 19,743 | 14,083 |
Labor contract drilling services | 5,888 | 4,376 |
Depreciation and amortization | 115,857 | 92,984 |
Selling, general and administrative | 21,971 | 17,717 |
(Gain)/loss on asset disposal/involuntary conversion, net | 12,034 | |
Total operating costs and expenses | 417,890 | 382,050 |
Operating income | 422,961 | 514,101 |
Other income (expense) | ||
Interest expense, net of amount capitalized | (465) | (521) |
Interest income and other, net | 3,626 | 1,072 |
Income before income taxes | 426,122 | 514,652 |
Income tax provision | (55,396) | (100,357) |
Net income | 370,726 | 414,295 |
Net income per share | ||
Basic | 1.44 | 1.58 |
Diluted | 1.43 | 1.58 |
Noble-Cayman | ||
Operating revenues | ||
Contract drilling services | 808,646 | 872,397 |
Reimbursables | 24,233 | 16,678 |
Labor contract drilling services | 7,761 | 6,934 |
Other | 211 | 142 |
Operating revenues | 840,851 | 896,151 |
Operating costs and expenses | ||
Contract drilling services | 252,781 | 240,856 |
Reimbursables | 19,743 | 14,083 |
Labor contract drilling services | 5,888 | 4,376 |
Depreciation and amortization | 115,664 | 92,984 |
Selling, general and administrative | 15,888 | 17,625 |
(Gain)/loss on asset disposal/involuntary conversion, net | 12,034 | |
Total operating costs and expenses | 409,964 | 381,958 |
Operating income | 430,887 | 514,193 |
Other income (expense) | ||
Interest expense, net of amount capitalized | (465) | (521) |
Interest income and other, net | 3,607 | 1,072 |
Income before income taxes | 434,029 | 514,744 |
Income tax provision | (55,396) | (100,357) |
Net income | $378,633 | $414,387 |
Consolidated Statement of Cash
Consolidated Statement of Cash Flows (Unaudited) (USD $) | ||
In Thousands | 3 Months Ended
Mar. 31, 2010 Noble-Swiss | 3 Months Ended
Mar. 31, 2009 Noble-Swiss |
Noble-Swiss | ||
Cash flows from operating activities | ||
Net income | $370,726 | $414,295 |
Adjustments to reconcile net income to net cash from operating activities: | ||
Depreciation and amortization | 115,857 | 92,984 |
(Gain)/loss on asset disposal/involuntary conversion, net | 12,034 | |
Deferred income tax provision | (444) | 4,545 |
Share-based compensation expense | 8,100 | 8,400 |
Pension contributions | (1,574) | (1,290) |
Other changes in assets and liabilities: | ||
Accounts receivable | 25,241 | 11,939 |
Other current assets | (25,625) | (26,267) |
Other assets | (6,162) | (10,665) |
Accounts payable | (2,429) | 23,711 |
Other current liabilities | (1,367) | 17,236 |
Other liabilities | 21,611 | 912 |
Net cash from operating activities | 503,934 | 547,834 |
Cash flows from investing activities | ||
New construction | (141,404) | (135,576) |
Other capital expenditures | (179,044) | (89,505) |
Major maintenance expenditures | (18,316) | (25,639) |
Change in accrued capital expenditures | 54,476 | (47,259) |
Net cash from investing activities | (284,288) | (297,979) |
Cash flows from financing activities | ||
Payments of other long-term debt | (172,700) | |
Proceeds from options exercised | 2,443 | 177 |
Dividends/par value reduction payments paid | (11,935) | (10,470) |
Repurchases of employee shares | (9,285) | (5,563) |
Repurchases of shares | (88,652) | (60,867) |
Net cash from financing activities | (107,429) | (249,423) |
Net increase in cash and cash equivalents | 112,217 | 432 |
Cash and cash equivalents, beginning of period | 735,493 | 513,311 |
Cash and cash equivalents, end of period | 847,710 | 513,743 |
Noble-Cayman | ||
Cash flows from operating activities | ||
Net income | 378,633 | 414,387 |
Adjustments to reconcile net income to net cash from operating activities: | ||
Depreciation and amortization | 115,664 | 92,984 |
(Gain)/loss on asset disposal/involuntary conversion, net | 12,034 | |
Deferred income tax provision | (444) | 4,545 |
Share-based compensation expense | 8,400 | |
Pension contributions | (1,574) | (1,290) |
Other changes in assets and liabilities: | ||
Accounts receivable | 25,241 | 11,939 |
Due from affiliates, net | (105,192) | |
Other current assets | (24,993) | (26,267) |
Other assets | (6,276) | (10,750) |
Accounts payable | (2,396) | 23,619 |
Other current liabilities | (5,418) | 17,236 |
Other liabilities | 21,814 | 912 |
Net cash from operating activities | 395,059 | 547,749 |
Cash flows from investing activities | ||
New construction | (141,404) | (135,576) |
Other capital expenditures | (178,859) | (89,505) |
Major maintenance expenditures | (18,316) | (25,639) |
Change in accrued capital expenditures | 54,476 | (47,259) |
Net cash from investing activities | (284,103) | (297,979) |
Cash flows from financing activities | ||
Payments of other long-term debt | (172,700) | |
Employee stock transactions | (5,386) | |
Dividends/par value reduction payments paid | (10,470) | |
Repurchases of shares | (60,867) | |
Net cash from financing activities | (249,423) | |
Net increase in cash and cash equivalents | 110,956 | 347 |
Cash and cash equivalents, beginning of period | 726,225 | 513,311 |
Cash and cash equivalents, end of period | $837,181 | $513,658 |
Consolidated Statements of Shar
Consolidated Statements of Shareholders' Equity (Unaudited) (USD $) | |||||||||||
In Thousands | Noble-Swiss
| Noble-Swiss
Common Stock | Noble-Swiss
Additional Paid-in Capital | Noble-Swiss
Retained Earnings | Noble-Swiss
Treasury Shares | Noble-Swiss
Accumulated Other Comprehensive Loss | Noble-Cayman
| Noble-Cayman
Common Stock | Noble-Cayman
Additional Paid-in Capital | Noble-Cayman
Retained Earnings | Noble-Cayman
Accumulated Other Comprehensive Loss |
Shares, Beginning Balance at Dec. 31, 2009 | 261,975 | 261,246 | |||||||||
Beginning Balance at Dec. 31, 2009 | $6,788,432 | $1,130,607 | $0 | $5,855,737 | ($143,031) | ($54,881) | $6,949,196 | $26,125 | $368,374 | $6,609,578 | ($54,881) |
Share-based compensation | |||||||||||
Share-based compensation | 8,100 | 11 | 8,089 | ||||||||
Share-based compensation, shares | 2 | ||||||||||
Contribution to employee benefit plans | 18 | 2 | 16 | ||||||||
Contribution to employee benefit plans, shares | 1 | ||||||||||
Exercise of stock options | 2,443 | 511 | 1,932 | ||||||||
Exercise of stock options, shares | 118 | ||||||||||
Tax benefit of stock options exercised | 456 | 456 | |||||||||
Restricted shares surrendered for withholding taxes or forfeited | (9,285) | (739) | 896 | 1,334 | (10,776) | ||||||
Restricted shares surrendered for withholding taxes or forfeited, shares | (170) | ||||||||||
Repurchases of shares | (88,652) | (88,652) | |||||||||
Net income | 370,726 | 370,726 | 378,633 | 378,633 | |||||||
Dividends/par value reduction payments paid | (11,935) | (11,650) | (285) | ||||||||
Other comprehensive income (loss), net | (5,766) | (5,766) | (5,766) | (5,766) | |||||||
Ending Balance at Mar. 31, 2010 | $7,054,537 | $1,118,742 | $11,389 | $6,227,512 | ($242,459) | ($60,647) | $7,322,063 | $26,125 | $368,374 | $6,988,211 | ($60,647) |
Shares, Ending Balance at Mar. 31, 2010 | 261,926 | 261,246 |
Consolidated Statement of Compr
Consolidated Statement of Comprehensive Income (Unaudited) (USD $) | ||
In Thousands | 3 Months Ended
Mar. 31, 2010 Noble-Swiss | 3 Months Ended
Mar. 31, 2009 Noble-Swiss |
Noble-Swiss | ||
Net income | $370,726 | $414,295 |
Other comprehensive income (loss), net of tax | ||
Foreign currency translation adjustments | (4,480) | (1,127) |
Settlements and gain (loss) on foreign currency forward contracts | (1,925) | 194 |
Amortization of deferred pension plan amounts | 639 | 852 |
Other comprehensive loss, net | (5,766) | (81) |
Comprehensive income | 364,960 | 414,214 |
Noble-Cayman | ||
Net income | 378,633 | 414,387 |
Other comprehensive income (loss), net of tax | ||
Foreign currency translation adjustments | (4,480) | (1,127) |
Settlements and gain (loss) on foreign currency forward contracts | (1,925) | 194 |
Amortization of deferred pension plan amounts | 639 | 852 |
Other comprehensive loss, net | (5,766) | (81) |
Comprehensive income | $372,867 | $414,306 |
Basis of Presentation
Basis of Presentation | |
3 Months Ended
Mar. 31, 2010 | |
Basis of Presentation [Abstract] | |
Basis of Presentation | Note 1 Basis of Presentation On March26, 2009, we completed a series of transactions that effectively changed the place of incorporation of our parent holding company from the Cayman Islands to Switzerland. As a result of these transactions, Noble-Cayman, our former publicly-traded parent holding company, became a direct, wholly-owned subsidiary of Noble-Swiss, our current publicly-traded parent company. Noble-Swiss principal asset is 100% of the shares of Noble-Cayman. Noble-Cayman has no public equity outstanding after March26, 2009. The consolidated financial statements of Noble-Swiss include the accounts of Noble-Cayman, and Noble-Swiss conducts substantially all of its business through Noble-Cayman and its subsidiaries. In connection with these transactions, we relocated our principal executive offices, executive officers and selected personnel to Geneva, Switzerland. The accompanying unaudited consolidated financial statements of Noble-Swiss and Noble-Cayman have been prepared pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (SEC) as they pertain to Form 10-Q. Accordingly, certain information and disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (GAAP) have been condensed or omitted pursuant to such rules and regulations. The unaudited financial statements reflect all adjustments which are, in the opinion of management, necessary for a fair statement of the financial position and results of operations for the interim periods, on a basis consistent with the annual audited consolidated financial statements. All such adjustments are of a normal recurring nature. The Consolidated Balance Sheets at December31, 2009 presented herein are derived from the December31, 2009, audited consolidated financial statements. These interim financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December31, 2009, filed by both Noble-Swiss and Noble-Cayman. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year. Certain amounts in prior periods have been reclassified to conform to the current year presentation. |
Share Data
Share Data | |
3 Months Ended
Mar. 31, 2010 | |
Share Data [Abstract] | |
Share Data | Note 2 Share Data Share capital The following is a detail of Noble-Swiss share capital as of March31, 2010, and December31, 2009, (in thousands). March 31, December 31, 2010 2009 Shares outstanding and trading 255,811 258,225 Treasury shares 6,115 3,750 Total shares outstanding 261,926 261,975 Treasury shares held for share-based compensation plans 14,340 14,291 Total shares issued 276,266 276,266 Par value (in CHF) 4.80 4.85 Shares issued by Noble-Swiss at March31, 2010, totalled 276.3million shares and include 6.1million shares held in treasury and 14.3million shares held by a wholly-owned subsidiary. Treasury shares are recorded at cost, and include shares repurchased pursuant to our approved share repurchase program discussed below and shares surrendered by employees for taxes payable upon the vesting of restricted stock. Our Board of Directors is authorized to issue up to a maximum of 414.4million shares without additional shareholder approval and without conditions regarding use. Our Board of Directors may further increase Noble-Swiss share capital through the issuance of up to 138.1million conditionally authorized registered shares without obtaining additional shareholder approval. The issuance of these conditionally authorized registered shares is subject to certain conditions regarding their use. Treasury shares/share repurchases Share repurchases were made pursuant to the share repurchase program that our Board of Directors authorized and adopted. Subsequent to our 2009 Swiss migration, all shares repurchased under our share repurchase program are held in treasury. During the three months ended March31, 2010, we repurchased 2.1million shares under this plan. At March31, 2010, 10.8million shares remained available under this authorization. Treasury shares held at March31, 2010 include 5.9 million shares repurchased under our share repurchase program and 0.2million shares surrendered by employees for taxes payable upon the vesting of restricted stock. Earnings per share We have determined that our unvested share-based payment awards, which include restricted shares and restricted units, contain non-forfeitable rights to dividends and are considered participating securities and should be included in the computation of earnings per share pursuant to the two-class method. The two-class method allocates undistributed earnings between common shares and participating securities. The diluted earnings per share calculation under the two-class method also includes the dilutive effect of potential share issuances in connection with stock options. The dilutive effect of stock options is determined using the treasury stock method. The following table sets forth the computation of basic and diluted net income per share for Noble-Swiss. Three Months Ended March 31, 2010 2009 Allocation of net income Basic Net income $ 370,726 $ 414,295 Earnings allocated to unvested shar |
Property and Equipment
Property and Equipment | |
3 Months Ended
Mar. 31, 2010 | |
Property and Equipment [Abstract] | |
Property and Equipment | Note 3 Property and Equipment Interest is capitalized on construction-in-progress at the weighted average cost of debt outstanding during the period of construction. Capitalized interest was $13million and $15 million for the three months ended March31, 2010 and 2009, respectively. During the first quarter of 2009, 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. As of March31, 2010, the rig had not been disposed of, but was removed from our rig count effective March31, 2009. |
Accounts Receivable
Accounts Receivable | |
3 Months Ended
Mar. 31, 2010 | |
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 $62 million at March31, 2010. 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. As of March31, 2010, 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. |
Debt
Debt | |
3 Months Ended
Mar. 31, 2010 | |
Debt [Abstract] | |
Debt | Note 5 Debt Long-term debt consisted of the following at March31, 2010 and December31, 2009: March 31, December 31, 2010 2009 5.875% Senior Notes due 2013 $ 299,883 $ 299,874 7.375% Senior Notes due 2014 249,409 249,377 7.50% Senior Notes due 2019 201,695 201,695 Credit Facility Long-term debt $ 750,987 $ 750,946 We have a $600million unsecured bank credit facility (the Credit Facility), which contains various covenants, including a debt to total tangible capitalization covenant that limits this ratio to 0.60. As of March31, 2010, our ratio of debt to total tangible capitalization was 0.09. Fair Value of Debt Fair value represents the amount at which an instrument could be exchanged in a current transaction between willing parties. The estimated fair value of our senior notes was based on the quoted market prices for similar issues or on the current rates offered to us for debt of similar remaining maturities. The following table presents the estimated fair value of our long-term debt as of March31, 2010 and December31, 2009. March 31, 2010 December 31, 2009 Carrying Estimated Carrying Estimated Value Fair Value Value Fair Value 5.875% Senior Notes due 2013 $ 299,883 $ 321,239 $ 299,874 $ 325,398 7.375% Senior Notes due 2014 249,409 283,704 249,377 282,105 7.50% Senior Notes due 2019 201,695 230,995 201,695 231,015 |
Income Taxes
Income Taxes | |
3 Months Ended
Mar. 31, 2010 | |
Income Taxes [Abstract] | |
Income Taxes | Note 6 Income Taxes At December31, 2009, the reserves for uncertain tax positions totaled $98million (net of related tax benefits of $7million). At March31, 2010, the reserves for uncertain tax positions totaled $104million (net of related tax benefits of $8million). If the March31, 2010 reserves are not realized, the provision for income taxes would be reduced by $83million and equity would be directly increased by $21million. We do not anticipate that any tax contingencies resolved in the next 12months will have a material impact on our consolidated financial position or results of operations. |
Employee Benefit Plans
Employee Benefit Plans | |
3 Months Ended
Mar. 31, 2010 | |
Employee Benefit Plans [Abstract] | |
Employee Benefit Plans | Note 7 Employee Benefit Plans Pension costs include the following components: Three Months Ended March 31, 2010 2009 Non-U.S. U.S. Non-U.S. U.S. Service cost $ 1,116 $ 1,912 $ 748 $ 1,574 Interest cost 1,266 1,957 1,022 1,615 Return on plan assets (1,366 ) (2,392 ) (1,271 ) (2,227 ) Amortization of prior service cost 57 98 Amortization of transition obligation 18 17 Recognized net actuarial loss 181 705 57 87 Net pension expense $ 1,215 $ 2,239 $ 573 $ 1,147 The Pension Protection Act of 2006 requires that pension plans fund towards a target of at least 100percent by the end of 2011 and increases the amount we are allowed to contribute to our U.S. pension plans in the near term. During the three months ended March31, 2010, we made contributions to our pension plans totaling $2million. We expect minimum funding of our pension plans to total approximately $16million during 2010. We sponsor the Noble Drilling Corporation 401(k) Savings Restoration Plan (Restoration Plan). The Restoration Plan is a nonqualified, unfunded employee benefit plan under which certain highly compensated employees may elect to defer compensation in excess of amounts deferrable under our 401(k) savings plan. The Restoration Plan has no assets, and amounts withheld for the Restoration Plan are kept by us for general corporate purposes. The investments selected by employees and the associated returns are tracked on a phantom basis. Accordingly, we have a liability to employees for amounts originally withheld plus phantom investment income or less phantom investment losses. We are at risk for phantom investment income and, conversely, we benefit should phantom investment losses occur. At both March31, 2010 and December31, 2009, our liability under the Restoration Plan totaled $8million. We have purchased investments that closely correlate to the investment elections made by participants in the Restoration Plan in order to mitigate the impact of the phantom investment income and losses on our financial statements. The value of these investments held for our benefit totaled $8million at both March31, 2010 and December31, 2009. |
Derivative Instruments and Hedg
Derivative Instruments and Hedging Activities | |
3 Months Ended
Mar. 31, 2010 | |
Derivative Instruments and Hedging Activities [Abstract] | |
Derivative Instruments and Hedging Activities | Note 8 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 evaluated based on the matching of critical terms between derivative contracts and the hedged item. Any change in fair value resulting from ineffectiveness is recognized immediately in earnings. We did not recognize a gain or loss due to hedge ineffectiveness in our Consolidated Statements of Income during the three months ended March31, 2010 and 2009 related to these derivative instruments. Cash Flow Hedges Our North Sea and Brazil operations have a significant amount of their cash operating expenses payable in local currencies. We typically maintain forward contracts settling monthly in their respective local currencies to mitigate certain exchange exposure. The forward contract settlements in the remainder of 2010 represent approximately 44percent of these forecasted local currency requirements. The notional amount of the forward contracts outstanding, expressed in U.S. Dollars, was approximately $95million at March31, 2010. The balance of the net unrealized gain/(loss) related to our forward contracts included in Accumulated other comprehensive loss and related activity is as follows: Three Months Ended March 31, 2010 2009 Net unrealized gain at beginning of period $ 417 $ Activity during period: Settlement of forward contracts during period (287 ) Net unrealized gain/(loss) on outstanding forward contracts (1,638 ) 194 Net unrealized gain/(loss) at end of period $ (1,508 ) $ 194 Fair Value Hedges During 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 March31, 2010, 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. The fair market value of these 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 these fair value hedges would be recognized in earnings currently along with the change in fair value of the hedged item attributable to the risk being hedged |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | |
3 Months Ended
Mar. 31, 2010 | |
Fair Value of Financial Instruments [Abstract] | |
Fair Value of Financial Instruments | Note 9 Fair Value of Financial Instruments The following table presents the carrying amount and estimated fair value of our financial instruments recognized at fair value on a recurring basis: March 31, 2010 December 31, 2009 Estimated Fair Value Measurements Quoted Significant Prices in Other Significant Active Observable Unobservable Carrying Markets Inputs Inputs Carrying Estimated Amount (Level 1) (Level 2) (Level 3) Amount Fair Value Assets Marketable securities $ 8,213 $ 8,213 $ $ $ 8,483 $ 8,483 Forward contracts $ 1,608 $ $ 1,608 $ $ 654 $ 654 Liabilities Forward contracts $ 7,867 $ $ 7,867 $ $ 1,002 $ 1,002 The derivative instruments have been valued using actively quoted prices and quotes obtained from the counterparties to the derivative instruments. 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. |
Commitments and Contingencies
Commitments and Contingencies | |
3 Months Ended
Mar. 31, 2010 | |
Commitments and Contingencies [Abstract] | |
Commitments and Contingencies | Note 10 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 March31, 2010) and a customs bond in the amount of 970million Indian Rupees (or $22million at March31, 2010), 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) $19 million 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 fut |
Segment and Related Information
Segment and Related Information | |
3 Months Ended
Mar. 31, 2010 | |
Segment and Related Information [Abstract] | |
Segment and Related Information | Note 11 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 and gas 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 currently conducts contract drilling operations in the Middle East, India, the U.S. Gulf of Mexico, Mexico, the North Sea, Brazil, Libya and West Africa. We evaluate the performance of our operating segment primarily based on operating revenues and net income. Summarized financial information of our reportable segment for the three months ended March31, 2010 and 2009 is shown in the following table. The Other column includes results of labor contract drilling services and corporate related items. Three Months Ended March 31, 2010 2009 Contract Contract Drilling Drilling Services Other Total Services Other Total Revenues from external customers $ 832,160 $ 8,691 $ 840,851 $ 888,680 $ 7,471 $ 896,151 Depreciation and amortization 113,173 2,684 115,857 90,898 2,086 92,984 Segment operating income 423,944 (983 ) 422,961 513,636 465 514,101 Interest expense, net of amount capitalized 58 407 465 190 331 521 Income tax provision 55,592 (196 ) 55,396 100,145 212 100,357 Segment profit 372,036 (1,310 ) 370,726 413,420 875 414,295 Total assets (at end of period) 7,882,139 851,963 8,734,102 6,805,467 497,836 7,303,303 Capital expenditures 335,583 3,181 338,764 239,735 10,985 250,720 |
Accounting Pronouncements
Accounting Pronouncements | |
3 Months Ended
Mar. 31, 2010 | |
Accounting Pronouncements [Abstract] | |
Accounting Pronouncements | Note 12 Accounting Pronouncements In June2009, the Financial Accounting Standards Board (the FASB), issued guidance which expanded disclosures that a reporting entity provides about transfers of financial assets and its effect on the financial statements. This guidance is effective for annual and interim reporting periods beginning after November15, 2009. The adoption of this guidance did not have a material impact on our financial condition or results of operations or financial disclosures. Also in June2009, the FASB issued guidance that revises how an entity evaluates variable interest entities. This guidance is effective for annual and interim reporting periods beginning after November15, 2009. The adoption of this guidance did not have a material impact on our financial condition or results of operations and cash flows. In October2009, the FASB issued guidance that impacts the recognition of revenue in multiple-deliverable arrangements. The guidance establishes a selling-price hierarchy for determining the selling price of a deliverable. The goal of this guidance is to clarify disclosures related to multiple-deliverable arrangements and to align the accounting with the underlying economics of the multiple-deliverable transaction. This guidance is effective for fiscal years beginning on or after June15, 2010. We are in the process of evaluating this guidance but do not believe this guidance will have a material impact on our financial condition or results of operations and cash flows. In January2010, the FASB issued guidance relating to the disclosure of the fair value of assets. This guidance calls for additional information to be given regarding the transfer of items in and out of respective categories. In addition, it requires additional disclosures regarding the purchase, sales, issuances, and settlements of assets that are classified as level three within the FASB fair value hierarchy. This guidance is effective for annual and interim periods beginning on or after December15, 2009. These additional disclosures did not have a significant impact on our financial disclosures or our financial condition. In February2010, the FASB issued guidance that clarifies the disclosure of subsequent events for SEC registrants. Under this guidance an SEC registrant can disclose the company has considered subsequent events through the date of filing with the SEC as opposed to specifically stating the date to which subsequent events were considered. This guidance is effective upon the issuance of the guidance. Our adoption of this guidance did not have a material impact on our financial disclosures or financial condition. |
Guarantees of Registered Securi
Guarantees of Registered Securities | |
3 Months Ended
Mar. 31, 2010 | |
Guarantees of Registered Securities [Abstract] | |
Guarantees of Registered Securities | Note 13 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 March31, 2010 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, Noble Drilling Services 6 LLC (NDS6), 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 the issuance of Noble-Caymans 5.875% Senior Notes due 2013, NDC guaranteed the payment of the 5.875% Senior Notes. In connection with our 2009 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 March31, 2010 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 March31, 2010 was $249million. As of March31, 2010, the 7.5% Senior Notes due 2019 and the 5.875% Senior Notes due 2013 each had less than 300 record holders and the duties of NHC, NDH, NDC and NDS6 to file reports under the Securities Exchange Act of 1934 were suspended. The following consolidating financial statements of Noble-Cayman, NHIL, and all other subsidiaries present investments in both consolidated and unconsolidated affiliates using the equity method of accounting. |
Subsidiary Balance Sheet
Subsidiary Balance Sheet | |
3 Months Ended
Mar. 31, 2010 | |
Consolidated Balance Sheet [Abstract] | |
Subsidiary Balance Sheet | Subsidiary Balance Sheet NOBLE CORPORATION (NOBLE-CAYMAN) AND SUBSIDIARIES CONDENSED CONSOLIDATING BALANCE SHEET March31, 2010 (in thousands) Other Noble- Subsidiaries Consolidating Cayman NHIL of Noble Adjustments Total ASSETS Current assets Cash and cash equivalents $ 209 $ $ 836,972 $ $ 837,181 Accounts receivable 622,213 622,213 Accounts receivable from affiliates 246,699 413,777 (364,280 ) 296,196 Prepaid expenses and other current assets 1,823 158,463 (39,938 ) 120,348 Total current assets 2,032 246,699 2,031,425 (404,218 ) 1,875,938 Property and equipment Drilling equipment, facilities and other 9,102,171 9,102,171 Accumulated depreciation (2,265,304 ) (2,265,304 ) Total property and equipment, net 6,836,867 6,836,867 Notes receivable from affiliates 3,507,062 129,900 (3,636,962 ) Investments in affiliates 4,635,473 4,409,718 (9,045,191 ) Other assets 2,520 1,645 273,074 277,239 Total assets $ 8,147,087 $ 4,658,062 $ 9,271,266 $ (13,086,371 ) $ 8,990,044 LIABILITIES AND SHAREHOLDERS EQUITY Current liabilities Accounts payable and accrued liabilities $ 11,032 $ 35,539 $ 464,010 $ (39,938 ) $ 470,643 Accounts payable to affiliates 364,280 (364,280 ) Total current liabilities 375,312 35,539 464,010 (404,218 ) 470,643 Long-term debt 299,883 249,408 201,696 750,987 Notes payable to affiliates 129,900 3,507,062 (3,636,962 ) Other liabilities 19,929 426,422 446,351 Total liabilities 825,024 284,947 4,599,190 (4,041,180 ) 1,667,981 Commitments and contingencies Shareholders Equity 7,322,063 4,373,115 4,672,076 (9,045,191 ) 7,322,063 Total liabilities and shareholders equity $ 8,147,087 $ 4,658,062 $ 9,271,266 $ (13,086,371 ) $ 8,990,044 NOBLE CORPORATION (NOBLE-CAYMAN) AND SUBSIDIARIES CONDENSED CONSOLIDATING BALANCE |
Subsidiary Cash Flows
Subsidiary Cash Flows | |
3 Months Ended
Mar. 31, 2010 | |
Consolidated Statement of Cash Flows [Abstract] | |
Subsidiary Cash Flow | Subsidiary Income Statement NOBLE CORPORATION (NOBLE-CAYMAN) AND SUBSIDIARIES CONDENSED CONSOLIDATING STATEMENT OF INCOME Three Months Ended March31, 2010 (in thousands) Other Noble- Subsidiaries Consolidating Cayman NHIL of Noble Adjustments Total Operating revenues Contract drilling services $ $ $ 808,646 $ $ 808,646 Reimbursables 24,233 24,233 Labor contract drilling services 7,761 7,761 Other 211 211 Total operating revenues 840,851 840,851 Operating costs and expenses Contract drilling services 5 252,776 252,781 Reimbursables 19,743 19,743 Labor contract drilling services 5,888 5,888 Depreciation and amortization 115,664 115,664 Selling, general and administrative 43 15,845 15,888 Total operating costs and expenses 5 43 409,916 409,964 Operating income (loss) (5 ) (43 ) 430,935 430,887 Other income (expense) Equity earnings in affiliates (net of tax) 377,338 389,881 (767,219 ) Interest expense, net of amounts capitalized (413 ) (9,629 ) (1,506 ) 11,083 (465 ) Interest income and other, net 1,713 12,977 (11,083 ) 3,607 Income before income taxes 378,633 380,209 442,406 (767,219 ) 434,029 Income tax provision (55,396 ) (55,396 ) Net income $ 378,633 $ 380,209 $ 387,010 $ (767,219 ) $ 378,633 NOBLE CORPORATION (NOBLE-CAYMAN) AND SUBSIDIARIES CONDENSED CONSOLIDATING STATEMENT OF INCOME Three Months Ended March31, 2009 (in thousands) Other Noble- Subsidiaries Consolidating Cayman NHIL of Noble Adjustments Total Operating revenues Contract drilling services $ $ $ 872,397 $ $ 872,397 Reimbursables 16,678 16,678 Labor contract drilling services 6,934 6,934 Other 142 142 Total operating revenues 896,151 896,151 Operating costs and expenses |
Subsidiary Income Statement
Subsidiary Income Statement | |
3 Months Ended
Mar. 31, 2010 | |
Consolidated Statement of Income [Abstract] | |
Subsidiary Income Statement | Subsidiary Cash Flow NOBLE CORPORATION (NOBLE-CAYMAN) AND SUBSIDIARIES CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS Three Months Ended March31, 2010 (in thousands) Other Noble- Subsidiaries Consolidating Cayman NHIL of Noble Adjustments Total Cash flows from operating activities Net cash from operating activities 4,203 (4,558 ) 395,414 395,059 Cash flows from investing activities New construction and capital expenditures (284,103 ) (284,103 ) Net cash from investing activities (284,103 ) (284,103 ) Cash flows from financing activities Advances (to)from affiliates (3,997 ) 4,558 (561 ) Net cash from financing activities (3,997 ) 4,558 (561 ) Net increase (decrease)in cash and cash equivalents 206 110,750 110,956 Cash and cash equivalents, beginning of period 3 726,222 726,225 Cash and cash equivalents, end of period $ 209 $ $ 836,972 $ $ 837,181 NOBLE CORPORATION (NOBLE-CAYMAN) AND SUBSIDIARIES CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS Three Months Ended March31, 2009 (in thousands) Other Noble- Subsidiaries Consolidating Cayman NHIL of Noble Adjustments Total Cash flows from operating activities Net cash from operating activities (1,718 ) (1,319 ) 550,786 547,749 Cash flows from investing activities New construction and capital expenditures (297,979 ) (297,979 ) Repayments of notes from affiliates 150,000 (150,000 ) Net cash from investing activities (147,979 ) (150,000 ) (297,979 ) Cash flows from financing activities Payments of other long-term debt (172,700 ) (172,700 ) Advances (to)from affiliates 228,432 1,319 (229,751 ) Repayments of notes to affiliates (150,000 ) 150,000 Repurchases of ordinary shares (60,867 ) (60,867 ) Other (15,856 ) (15,856 ) Net cash from financing activities 1,709 1,319 (402,451 ) 150,000 |