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DIAMOND OFFSHORE DRILLING, INC.

US:DOFSQUS:DO_oldUS:DODRWUS:DO
No current share price held for this company.

Past year: ▼ 45%(12.9c – 28.0c USD)

Market cap
—
Shares on issue
—
Story beats
23 since 2013
Last event
16 Sept 2024

History

Diamond Offshore funded its rig fleet with bonds and bank loans, went through Chapter 11 in 2020-21, then was bought by Noble in September 2024.

2013-2019: Building a new rig and borrowing to fund it

The record opens in May 2013, when Diamond Offshore agreed with Hyundai Heavy Industries to build a new harsh-environment semisubmersible rig (a floating drilling platform built for rough seas). It was expected after November 2015 at a projected cost of about $755 million. A three-year contract with a BP subsidiary for work off South Australia was signed for it, starting at $585,000 per day.

The company paid its way mostly with debt. In November 2013 it sold $1.0 billion of notes: $250 million at 3.45% due 2023 and $750 million at 4.875% due 2043. This raised about $988.1 million net, and it said it might use the money to retire older notes due in 2014 and 2015. In October 2014 it enlarged its revolving credit facility (a bank line it can draw on as needed) from $1.0 billion to $1.5 billion, with maturity extended to October 2019. Nothing was borrowed at that point.

The record then goes quiet until August 2017, when it agreed to sell $500 million of 7.875% notes due 2025. It planned to use the money, plus cash, to redeem $500.0 million of 5.875% notes due 2019. In October 2018 it signed a new $950 million five-year revolver and cut the older one to $325 million. Neither was drawn. Share numbers barely moved over these years, at about 139 million, and the beats explain no change.

2020-2021: Chapter 11

On March 17, 2020, citing uncertainty from COVID-19, Diamond drew $400 million on its $950 million revolver as a precaution to build up cash. Six weeks later, on April 26, 2020, it and certain subsidiaries filed for Chapter 11 bankruptcy in Houston, with about $435 million of unencumbered cash to fund operations. The filing put its notes and the revolver (then $442 million outstanding) into default, though collection was paused by the bankruptcy.

The stock's listing did not survive the filing. NYSE Regulation began proceedings to delist it, which Diamond did not plan to appeal, and it expected quotation on OTC Pink instead. The exchange filed to remove the securities from listing in May 2020.

In January 2021 Diamond signed a Plan Support Agreement with some noteholders and lenders. Senior noteholders would receive 70% of the new equity, with a further 30% going to those funding new exit notes. The revolver would be refinanced, and unsecured creditors would be paid in full or left unimpaired. Existing shareholders would get only warrants for 7% of the new equity. The court confirmed the plan on April 8, 2021, and the old shares, 138,054,311 as of February 4, 2021, were cancelled. Diamond emerged in April 2021. The year-end count fell to about 100 million, consistent with the old equity being replaced.

2021-2023: A new start and a refinancing

In August 2021 the board formed an independent committee to explore strategic alternatives, which could mean staying standalone, buying assets or a business combination. It hired Goldman Sachs and Milbank as advisers. No decision was announced. In March 2022 the exchange certified the company's securities for listing, clearing them to trade.

The next move was a refinancing. On September 12, 2023, subsidiaries launched a $500 million offering of second-lien notes (debt that ranks behind the revolver in claims on assets). It priced the next day, upsized to $550 million at 8.500%, due October 1, 2030. The revolver commitments were cut from $400 million to $300 million. The notes closed on September 21, 2023, raising about $540 million net. The money repaid and ended the term loan, redeemed the 2027 PIK toggle notes in full and repaid revolver borrowings. In its marketing, the company said debt had fallen from $2 billion at emergence to about $500 million, with a contract backlog of about $1.6 billion.

2024: Sale to Noble

In February 2024 Diamond announced a two-year extension for the Ocean BlackLion with a bp subsidiary in the U.S. Gulf of Mexico, from September 2024, adding about $350 million of backlog. It also signed Serica Energy (UK) to use the Ocean Patriot on two plug-and-abandonment wells (sealing old wells) in the U.K. North Sea.

On June 9, 2024, Diamond agreed to be acquired by Noble Corporation plc. Each share would convert into $5.65 in cash plus 0.2316 Noble shares. The proxy statement, filed July 25, put the implied value at $15.52 per share on June 7 and $16.70 on July 17, and said former holders would own about 15% of Noble on a fully diluted basis. A special meeting was set for August 27.

The merger closed on September 4, 2024. The stock was delisted, the revolver was paid in full and its liens released, and Noble Offshore Drilling took over the 8.500% notes. Warrants stayed exercisable for the merger consideration for 90 days. On September 16, 2024, the company deregistered its securities, ending its obligation to file reports with the SEC. As of that date Diamond Offshore existed only as a wholly owned subsidiary of Noble. Shareholder suits over merger disclosures and appraisal demands were open, with no outcome seen.

Written from the 23 story beats below (2013 to 16 Sept 2024), which come from the company's own announcements and filings.

Beat by beat

The events that changed the company's story, in plain English, each written against everything known about the company at the time. The dot shows whether it was good, bad or neutral for shareholders.

shares on issue market cap (log scale)

2024103m shares

  1. 16 Sept

    DIAMOND OFFSHORE DRILLING, INC. deregistered its securities, ending its obligation to file reports with the SEC.

    listing compliance notice

    103m sh
  2. 4 Sept

    DIAMOND OFFSHORE DRILLING, INC.'s exchange filed to remove a class of its securities from listing.

    listing compliance notice

    103m sh
  3. 4 Sept

    The merger with Noble Corporation plc closed on September 4, 2024, ending Diamond Offshore as an independent listed company; it is now Noble Offshore Drilling, Inc., a Noble subsidiary. Each share converted into $5.65 in cash plus 0.2316 Noble A ordinary shares (cash for fractions), except shares owned by the parties or those whose holders demanded appraisal rights. The stock stopped trading on the NYSE before the open on September 4 and was delisted, and the company intends to file a Form 15 to suspend its SEC reporting. This resolves the Noble merger thread and the stockholder vote/antitrust conditions in the context. Warrants were assumed by Noble and are exercisable for the same merger consideration for 90 days after closing. RSUs and PSUs converted into Noble RSUs (PSUs at the greater of actual or target performance), unless already vested. The revolving credit facility commitments were terminated and all amounts owed under it were paid in full, with liens released. Noble Offshore Drilling assumed the company's obligations under the 8.500% second-lien notes due 2030 through a supplemental indenture.

    business combination

    103m sh
  4. 25 July

    On July 25, 2024, Diamond Offshore filed its definitive proxy statement and began mailing it to stockholders for a special meeting on August 27, 2024 (record date July 19) to vote on the Noble merger. The filing states the implied value was $15.52 per share on June 7, 2024 and $16.70 on July 17, 2024, and that it will move with Noble's share price. Former Diamond Offshore holders are expected to own about 15% of Noble on a fully diluted basis; the board unanimously recommends voting for, and non-votes count as votes against. This moves the June merger agreement toward a vote; closing is not yet complete.

    business combination

    103m sh
  5. 10 June

    On June 9, 2024, Diamond Offshore agreed to be acquired by Noble Corporation plc in a two-step merger, with Diamond Offshore ending up as an indirect wholly owned Noble subsidiary. Each Diamond Offshore share converts into $5.65 in cash plus 0.2316 Noble ordinary shares, so shareholders receive cash and Noble stock rather than keeping their shares. The deal needs Diamond Offshore stockholder approval, US antitrust (HSR) clearance, other antitrust approvals, an effective Noble S-4 and NYSE listing of the new shares; either side can terminate if it has not closed by June 9, 2025 (extendable to Dec 9, 2025 and June 9, 2026 for regulatory approvals). A $60 million termination fee applies in certain cases (for example a superior proposal or a change of board recommendation), and $16.5 million if stockholders vote it down. Outstanding warrants are assumed by Noble and stay exercisable for the merger consideration for 90 days after closing; RSUs convert into Noble shares. The board unanimously recommended the deal. Not yet completed, so the equity outcome is pending.

    business combination

    102m sh
  6. 8 Feb

    On February 8, 2024, Diamond Offshore announced a two-year extension for the Ocean BlackLion with a bp subsidiary in the U.S. Gulf of Mexico, starting September 2024, worth about $350 million of added backlog. It also signed Serica Energy (UK) for the Ocean Patriot on two plug-and-abandonment wells in the U.K. North Sea, starting around March 2024 for about 60 days, with over $10 million of backlog excluding mobilization.

    contract award

    102m sh

2023102m shares

  1. 22 Sept

    On September 21, 2023, the $550 million of 8.500% second-lien notes due October 1, 2030 were issued at par for about $540 million net, with interest payable April 1 and October 1 starting April 1, 2024. The company is using proceeds to repay and terminate the term loan, redeem the 2027 PIK toggle notes in full and repay the revolver borrowings, with the rest for general purposes. This completes the refinancing launched on September 12; the notes are secured second-lien behind the revolver and callable from October 1, 2026 at 104.250%.

    debt financing

    102m sh
  2. 13 Sept

    The offering priced the same day, upsized from $500 million to $550 million of 8.500% senior secured second-lien notes due October 1, 2030, issued at par for about $539.5 million net, with closing expected September 21, 2023. A credit agreement amendment also cuts the revolver commitments from $400 million to $300 million and permits the offering. This continues the refinancing announced earlier that day.

    material agreement

    102m sh
  3. 12 Sept

    On September 12, 2023, Diamond Offshore's subsidiaries launched a $500 million private offering of second-lien notes due 2030. The proceeds are intended to repay and terminate the term loan, redeem the 2027 first-lien PIK toggle notes in full and repay the revolver borrowings, i.e. refinancing the debt taken on at the April 2021 emergence. The filing also includes marketing disclosure: about $1.6 billion contract backlog as of July 1, 2023, debt cut from $2 billion since emerging to about $500 million, and net debt to adjusted EBITDA of 5.4x at June 30, 2023 (5.5x as adjusted for the offering). These are company statements to investors.

    capital raising announcement

    102m sh

2022100m shares

  1. 29 Mar

    the exchange certified DIAMOND OFFSHORE DRILLING, INC.'s securities for listing, clearing them to begin trading.

    listing compliance notice

    100m sh

2021100m shares

  1. 3 Aug

    On August 3, 2021, Diamond's board set up an independent committee to explore strategic alternatives to maximize shareholder value, which could include staying standalone, buying assets or a business combination. Goldman Sachs and Milbank were hired as advisors; no timetable or decision has been made and there is no assurance of any transaction. This is a new thread for the company after emerging from bankruptcy.

    business combination

    100m sh
  2. 14 Apr

    On April 8, 2021 the bankruptcy court confirmed Diamond's Second Amended Chapter 11 plan, resolving the plan question left open since April 2020. Existing common stock (138,054,311 shares as of Feb 4, 2021) is cancelled on the plan's effective date, with holders receiving only a pro rata share of new warrants; senior noteholders get 70% of new equity and unsecured creditors are paid in full or unimpaired. Diamond is targeting an effective date around April 23, 2021, without assurance.

    bankruptcy or receivership

    138m shUS$22.1m
  3. 25 Jan

    On January 22, 2021, Diamond signed a Plan Support Agreement with some holders of its senior notes (2023, 2025, 2039, 2043) and some lenders under its revolving credit facility, laying out how it would exit Chapter 11. Senior noteholders would receive 70% of the new equity (plus a further 30% for those funding the new exit notes), the revolver would be refinanced by new exit facilities, and unsecured creditors would be paid in full or left unimpaired. Existing common stock would be cancelled, with existing holders receiving only warrants for 7% of the new common equity; the plan still needs court approval.

    material agreement

    138m shUS$23.7m

2020138m shares · US$32.4m market cap

  1. 12 May

    DIAMOND OFFSHORE DRILLING, INC.'s exchange filed to remove a class of its securities from listing.

    listing compliance notice

    138m shUS$32.4m
  2. 28 Apr

    Following the April 26, 2020 Chapter 11 filing, the court approved the cases being run together and issued an interim order requiring anyone holding or seeking 4.5% or more of Diamond's stock to notify the court before buying or selling (final hearing May 27, 2020). NYSE Regulation also began proceedings to delist the stock, which Diamond does not plan to appeal and expects will move to OTC Pink quotation. The order itself says it does not change shareholders' rights under any eventual plan.

    bankruptcy or receivership

    138m shUS$252m
  3. 27 Apr

    Diamond Offshore and certain subsidiaries filed for Chapter 11 bankruptcy in Houston on April 26, 2020, with about $435 million of unencumbered cash to fund operations. This triggered default and acceleration of its notes (3.45% 2023, 7.875% 2025, 5.70% 2039, 4.875% 2043) and the 2018 revolver ($442 million outstanding), though collection is paused by the bankruptcy. The board also approved paying out part of 2018-2019 cash incentive awards to executives, and proposed new incentive and retention plans subject to court approval. The filing excerpt does not say what happens to shareholders' stock.

    bankruptcy or receivership

    138m shUS$252m
  4. 19 Mar

    Diamond Offshore ended its old 2012 credit facility ($225 million still unmatured, nothing borrowed) and on March 17, 2020 drew $400 million on its $950 million 2018 facility. The filing says this was a precaution to increase cash and keep flexibility given COVID-19 market uncertainty; the borrowed money now carries a rate of 5.21% from March 20.

    debt financing

    138m shUS$420m

2018137m shares · US$2.75bn market cap

  1. 4 Oct

    On Oct 2, 2018 Diamond Offshore signed a new $950 million five-year revolving credit agreement with Wells Fargo as agent, maturing Oct 2, 2023, with an option to add $500 million. The older 2012 revolver was cut to $325 million of commitments (with $40M maturing Mar 2019, $60M Oct 2019 and $225M Oct 2020) and Wilmington Trust replaced Wells Fargo as its agent. No borrowings were outstanding under either facility.

    debt financing

    137m shUS$2.75bn

2017137m shares · US$1.70bn market cap

  1. 3 Aug

    Diamond Offshore agreed with Barclays to sell $500 million of 7.875% senior notes due 2025. It plans to use the proceeds plus cash on hand to redeem all $500.0 million of its 5.875% notes due May 2019 at a make-whole premium price.

    material agreement

    137m shUS$1.70bn

2014137m shares · US$4.70bn market cap

  1. 24 Oct

    Diamond Offshore amended its revolving credit agreement, raising total lender commitments from $1.0 billion to $1.5 billion and extending maturity to October 22, 2019 (with $40 million maturing March 17, 2019). Nothing was borrowed or drawn as letters of credit as of October 22, 2014; this builds on the 2012 credit facility.

    debt financing

    137m shUS$4.70bn

2013139m shares · US$8.61bn market cap

  1. 5 Nov

    Diamond Offshore completed the $1.0 billion notes sale ($250 million 3.45% due 2023, $750 million 4.875% due 2043), raising about $988.1 million net. It plans to use the money for general purposes, including possibly retiring its 5.15% notes due September 2014 and 4.875% notes due July 2015.

    debt financing

    139m shUS$8.61bn
  2. 4 Nov

    Diamond Offshore signed an underwriting agreement with J.P. Morgan and Wells Fargo to sell $250 million of 3.45% notes due 2023 and $750 million of 4.875% notes due 2043. This is the sale agreement; the closing is covered in the next filing.

    material agreement

    139m shUS$8.61bn
  3. 29 May

    Diamond Offshore agreed with Hyundai Heavy Industries to build a new harsh-environment semisubmersible rig, expected after November 2015 at about $755 million projected cost. A three-year contract with a BP subsidiary for work off South Australia was signed for it, starting at $585,000 per day.

    contract award

    139m shUS$9.61bn