Weatherford International public limited company
Bahnhofstrasse 1, 6340 Baar
Switzerland, CH 6340
March 15, 2017
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549-4628
| Attn: | H. Roger Schwall, Assistant Director |
| Office of Natural Resources |
| Re: | Weatherford International public limited company |
| Registration Statement on FormS-3 |
| Filed February 13, 2017 |
| FileNo. 333-216034 |
Ladies and Gentlemen:
Set forth below are the responses of Weatherford International plc, an Irish public limited company (hereafter “we” or the “Company”), to comments received from the staff of the Division of Corporation Finance (the “Staff”) of the Securities and Exchange Commission (the “Commission”) by letter dated March 6, 2017 with respect to the Company’s Registration Statement on FormS-3 filed with the Commission on February 13, 2017, FileNo. 333-216034 (the “Registration Statement”).
For your convenience, each response is prefaced by the exact text of the Staff’s corresponding comment in bold, italicized text.
Registration Statement filed February 13, 2017
| 1. | Please specifically incorporate by reference your amended Form10-K for the fiscal year ended December 31, 2016, filed on February 15, 2017. For guidance, refer to Item 12(a) of FormS-3 and Question 123.05 of the Securities Act Forms Compliance and Disclosure Interpretations. |
Response: We acknowledge the Staff’s comment and advise the Staff that, prior to seeking effectiveness of the Registration Statement, we will amend the Registration Statement to incorporate the Company’s Form10-K for the fiscal year ended December 31, 2016, filed on February 15, 2017.
Securities and Exchange Commission
March 15, 2017
Page 2
| 2. | Prior to requesting acceleration of the effective date of this registration statement, please file your definitive proxy statement, or alternatively, amend your Form10-K to include the officer and director information in the Form10-K. For guidance, refer to Question 123.01 of the Securities Act Forms Compliance and Disclosure Interpretations. |
Response: We acknowledge the Staff’s comment and advise the Staff that we will file our definitive proxy statement with the Commission prior to the time we request acceleration for the Registration Statement to be declared effective by the Staff. The information that is required by Part III of Form10-K will be included in the definitive proxy statement that we will file. Accordingly, the Registration Statement will contain a complete Section 10(a) prospectus in accordance with Securities Act Forms Compliance and Disclosure Interpretation Question 123.01 prior to the time it is declared effective by the Staff.
Acknowledgement
The Company hereby acknowledges that it is responsible for the adequacy and accuracy of the disclosure in the filing.
2
Securities and Exchange Commission
March 15, 2017
Page 3
Please direct any questions or comments regarding the foregoing to the undersigned at (713)836-4610 or to our counsel at Latham & Watkins LLP, John M. Greer, at (713)546-7472.
| Very truly yours, | ||
| Weatherford International plc | ||
| By: | /s/ Christoph Bausch | |
| Name: | Christoph Bausch | |
| Title: | Executive Vice President and Chief Financial Officer | |
| cc: | John M. Greer |
| Latham & Watkins LLP |
3