NOBLE CORPORATION PLC ANNOUNCES FOURTH QUARTER AND FULL YEAR 2023 RESULTS

    --  Full Year 2023 Net Income of $482 million, Adjusted EBITDA of $810
        million, cash provided by operating activities of $574 million, and Free
        Cash Flow of $184 million.
    --  Fourth Quarter Net Income of $150 million, Adjusted EBITDA of $201
        million, cash provided by operating activities of $287 million, and Free
        Cash Flow of $165 million.
    --  Maersk Drilling synergy target increased from $125 million to $150
        million; integration process nearing a highly successful conclusion.
    --  Over $500 million in new contract awards since November, with total
        backlog at $4.6 billion.
    --  Full Year 2024 Guidance provided as follows: Total Revenue $2,550 to
        $2,700 million, Adjusted EBITDA $925 to $1,025 million, Capital
        Additions (net of reimbursements) $400 to $440 million.

SUGAR LAND, Texas, Feb. 22, 2024 /PRNewswire/ -- Noble Corporation plc (NYSE: NE, CSE: NOBLE, "Noble", or the "Company") today reported fourth quarter and full year 2023 results.


                                                                                                                                  
     
     Three Months Ended



     
              (in millions, except per share amounts)                                                        December 31, 2023           September 30,
                                                                                                                                                 2023      December 31, 2022



     Total Revenue                                                                                                          $643                     $697               $623



     Contract Drilling Services Revenue                                                                                      609                      671                586



     Net Income (Loss)                                                                                                       150                      158                135



     Adjusted EBITDA*                                                                                                        201                      283                157



     Adjusted Net Income (Loss)*                                                                                              56                      127                 61



     Basic Earnings (Loss) Per Share                                                                                        1.06                     1.14               1.02



     Diluted Earnings (Loss) Per Share                                                                                      1.03                     1.09               0.92



     Adjusted Diluted Earnings (Loss) Per Share*                                                                            0.39                     0.87               0.41





     
              * A Non-GAAP supporting schedule is included with the statements and schedules attached to this press release.

Robert W. Eifler, President and Chief Executive Officer of Noble Corporation plc, stated, "Our fourth quarter results brought full year 2023 revenue and Adjusted EBITDA toward the upper end of our guidance range and capped a year of strong operational performance and Free Cash Flow generation. The Maersk Drilling integration, which is now substantially complete, has been extremely successful, and I would like to congratulate and thank our employees for this exceptional team performance during 2023 which demonstrated the value and the exciting potential of the new Noble."

Fourth Quarter Results
Contract drilling services revenue for the fourth quarter of 2023 totaled $609 million compared to $671 million in the third quarter, with the sequential decrease driven by lower utilization. Marketed fleet utilization was 68% in the three months ended December 31, 2023, compared to 78% in the previous quarter. Contract drilling services costs for the fourth quarter were $374 million, a slight increase versus $354 million the third quarter. Net income decreased to $150 million in the fourth quarter, down from $158 million in the third quarter, and Adjusted EBITDA decreased to $201 million in the fourth quarter, down from $283 million in the third quarter. Net cash provided by operating activities in the fourth quarter was $287 million, net capital expenditures were $123 million, and free cash flow (non-GAAP) was $165 million.

Balance Sheet and Capital Allocation
The Company's balance sheet as of December 31, 2023, reflected total debt principal value of $600 million and cash (and cash equivalents) of $361 million. Share repurchases totaled $15 million during the fourth quarter, bringing 2023 year-to-date share repurchases to $95 million. Total capital returned to shareholders between share repurchases (including the Maersk Drilling squeeze-out) and dividends from the fourth quarter of 2022 through the fourth quarter of 2023 equaled $283 million.

Today, Noble's Board of Directors declared a quarterly interim dividend of $0.40 per share for the first quarter of 2024. This dividend is expected to be paid on March 21, 2024, to shareholders of record at close of business on March 08, 2024. Future quarterly dividends and other shareholder returns will be subject to, amongst other things, approval by the Board of Directors, and may be modified as market conditions dictate.

Operating Highlights and Backlog
Noble's marketed fleet of sixteen floaters was 75% contracted through the fourth quarter, compared with 92% in the prior quarter due to downtime between contracts. Recent backlog additions have substantially reduced the percentage of uncommitted days across our marketed floater fleet in 2024 to approximately 20%, with most of Noble's remaining availability for this year attributable to the Noble Globetrotter I, Noble Globetrotter II, and Noble Developer. With similarly limited industry capacity available in 2024, leading edge floater dayrates have held firm in the mid-to-high $400,000s range for tier-1 drillships and low-to-mid $400,000s range for sixth generation units. The bidding pipeline for 2025 contract commencements appears supportive of a continuing upward trend in leading edge rates for high spec rigs.

Utilization of Noble's thirteen marketed jackups was 61% in the fourth quarter, consistent with 61% utilization during the third quarter - jackup utilization is expected to improve progressively through 2024 with contracts scheduled to commence this summer for the Noble Regina Allen and Noble Resolute following shipyard stays, while the near-term visibility for the warm stacked jackups Noble Interceptor and Noble Highlander remains limited at this time.

Subsequent to last quarter's earnings press release, new contracts for Noble's fleet with total contract value of approximately $530 million (including mobilization payments) include the following:

    --  Noble Discoverer was awarded a 400-day contract with Petrobras in
        Colombia, expected to commence in early June 2024. The contract includes
        an option to extend the duration by 390 days.
    --  Noble Voyager was awarded a one well contract (plus one option well)
        with Petronas in Suriname which commenced in February 2024 with an
        estimated firm duration of 130 days excluding option.
    --  Noble Valiant was awarded a six-month contract extension with LLOG in
        the U.S. Gulf of Mexico, expected to commence in July 2024 in direct
        continuation of the rig's current contract. The dayrate for this
        contract is $470,000, excluding additional fees for the use of managed
        pressure drilling.
    --  Noble Gerry de Souza received a 9-month extension with TotalEnergies in
        Nigeria, continuing the program out to November 2024.
    --  Noble Intrepid had an option exercised by Harbour Energy for a well
        intervention program in the U.K. North Sea which commenced in January
        2024 at a dayrate of $120,000.
    --  Noble Innovator received a one well extension (estimated 90-day
        duration) from BP at a dayrate of $140,000 scheduled to commence in
        September 2024.
    --  Noble Resolute received a 60-day extension (from March 2025) with
        Petrogas in the Dutch North Sea.

Noble's backlog as of February 22, 2024, stands at $4.6 billion.

Outlook
For the full year 2024, today Noble announces a guidance range for Total Revenue of $2,550 to $2,700 million, Adjusted EBITDA in the range of $925 to $1,025 million, and Capital Additions (net of reimbursements) between $400 to $440 million.

Commenting on Noble's outlook, Mr. Eifler stated, "We expect to realize improving financial results in 2024 compared to 2023, with mid-year contract start-ups for several floaters and jackups expected to drive stronger financial performance in the second half of the year. Meanwhile, commercial visibility for 2025 and 2026 is highly encouraging based on recent months' step-change increase in open demand, which is a positive indicator for future backlog development. Against this favorable backdrop, we look forward to growing our return of capital to shareholders as free cash flow improves over the course of the cycle."

Due to the forward-looking nature of Adjusted EBITDA, management cannot reliably predict certain of the necessary components of the most directly comparable forward-looking GAAP measure. Accordingly, the Company is unable to present a quantitative reconciliation of such forward-looking non-GAAP financial measure to the most directly comparable forward-looking GAAP financial measure without unreasonable effort. The unavailable information could have a significant effect on Noble's full year 2024 GAAP financial results.

Conference Call
Noble will host a conference call related to its fourth quarter 2023 results on Friday, February 23, 2024, at 8:00 a.m. U.S. Central Time. Interested parties may dial +1 929-203-0901 and refer to conference ID 31391 approximately 15 minutes prior to the scheduled start time. Additionally, a live webcast link will be available on the Investor Relations section of the Company's website. A webcast replay will be accessible for a limited time following the scheduled call.

For additional information, visit www.noblecorp.com or email investors@noblecorp.com.

About Noble Corporation plc
Noble is a leading offshore drilling contractor for the oil and gas industry. The Company owns and operates one of the most modern, versatile, and technically advanced fleets in the offshore drilling industry. Noble and its predecessors have been engaged in the contract drilling of oil and gas wells since 1921. Noble performs, through its subsidiaries, contract drilling services with a fleet of offshore drilling units focused largely on ultra-deepwater and high specification jackup drilling opportunities in both established and emerging regions worldwide. Additional information on Noble is available at www.noblecorp.com.

Dividend Details
Dividends payable to Noble shareholders will generally be paid in U.S. dollars (USD). However, holders of shares in the form of share entitlements admitted to trading on NASDAQ Copenhagen will receive an equivalent dividend payment in Danish krone (DKK) as determined by the exchange rate on a specified date. The holders of such share entitlements bear the risk of fluctuations in USD and DKK exchange rates.

Forward-looking Statements
This communication includes "forward-looking statements" within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act, as amended. All statements other than statements of historical facts included in this communication are forward looking statements, including those regarding future guidance, including revenue, adjusted EBITDA and capital additions, the offshore drilling market and demand fundamentals, realization and timing of integration synergies, related costs to achieve, new technology and software platforms, free cash flow expectations, capital allocation expectations including planned dividend and share repurchases, contract backlog, rig demand, expected future contracts, anticipated contract start dates, dayrates and duration, fleet condition and utilization, business, financial performance and position and our plans, objectives, expectations and intentions related to the Noble-Maersk merger. Forward-looking statements involve risks, uncertainties and assumptions, and actual results may differ materially from any future results expressed or implied by such forward-looking statements. When used in this communication, or in the documents incorporated by reference, the words "anticipate," "believe," "continue," "could," "estimate," "expect," "intend," "may," "might," "on track," "plan," "possible," "potential," "predict," "project," "should," "would," "shall," "target," "will" and similar expressions are intended to be among the statements that identify forward-looking statements. Although we believe that the expectations reflected in such forward-looking statements are reasonable, we cannot assure you that such expectations will prove to be correct. These forward-looking statements speak only as of the date of this communication and we undertake no obligation to revise or update any forward-looking statement for any reason, except as required by law. Risks and uncertainties include, but are not limited to, those detailed in Noble's most recent Annual Report on Form 10-K, Quarterly Reports Form 10-Q and other filings with the U.S. Securities and Exchange Commission. We cannot control such risk factors and other uncertainties, and in many cases, we cannot predict the risks and uncertainties that could cause our actual results to differ materially from those indicated by the forward-looking statements. You should consider these risks and uncertainties when you are evaluating us. With respect to our capital allocation policy, distributions to shareholders in the form of either dividends or share buybacks are subject to the Board of Directors' assessment of factors such as business development, growth strategy, current leverage and financing needs. There can be no assurance that a dividend will be declared or continued.


                                         
              
            NOBLE CORPORATION plc AND SUBSIDIARIES


                                    
              
            CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS


                                        
              
            (In thousands, except per share amounts)


                                                      
          
                (Unaudited)




                                                                                                        Three Months Ended December                      Twelve Months Ended December
                                                                                                            31,                            31,


                                                                                                  2023          2022                  2023          2022



     
                Operating revenues



     Contract drilling services                                                              $609,241      $585,849            $2,461,715    $1,332,841



     Reimbursables and other                                                                   33,738        36,743               127,303        81,006


                                                                                               642,979       622,592             2,589,018     1,413,847



     
                Operating costs and expenses



     Contract drilling services                                                               373,760       366,386             1,452,281       897,096



     Reimbursables                                                                             24,158        27,332                91,642        64,427



     Depreciation and amortization                                                             82,933        69,770               301,345       146,879



     General and administrative                                                                32,985        29,877               128,413        82,177



     Merger and integration costs                                                              13,286        56,752                60,335        84,668



     (Gain) loss on sale of operating assets, net                                                         (87,125)                          (90,230)



     Hurricane losses and (recoveries), net                                                  (41,823)      (4,641)             (19,703)           60


                                                                                               485,299       458,351             2,014,313     1,185,077



     
                Operating income (loss)                                                     157,680       164,241               574,705       228,770



     
                Other income (expense)



     Interest expense, net of amount capitalized                                             (14,600)     (19,384)             (59,139)     (42,722)



     Gain (loss) on extinguishment of debt, net                                                            (8,716)             (26,397)      (8,912)



     Interest income and other, net                                                             1,777         9,599                18,069        14,365



     Gain on bargain purchase                                                                                                     5,005



     
                Income (loss) before income taxes                                           144,857       145,740               512,243       191,501



     Income tax benefit (provision)                                                             4,843      (10,778)             (30,341)     (22,553)



     
                Net income (loss)                                                          $149,700      $134,962              $481,902      $168,948



     
                Per share data



     Basic:



     Net income (loss)                                                                          $1.06         $1.02                 $3.48         $1.99



     Diluted:



     Net income (loss)                                                                          $1.03         $0.92                 $3.32         $1.73


                                 
              
                NOBLE CORPORATION plc AND SUBSIDIARIES


                                 
              
                CONDENSED CONSOLIDATED BALANCE SHEETS


                                             
              
                (In thousands)


                                              
              
                (Unaudited)




                                                                                                    December 31, 2023 December 31, 2022


                           
              
                ASSETS



     Current assets



     Cash and cash equivalents                                                                              $360,794           $476,206



     Accounts receivable, net                                                                                548,844            468,802



     Prepaid expenses and other current assets                                                               152,110            106,782



     Total current assets                                                                                  1,061,748          1,051,790



     Intangible assets                                                                                        10,128             34,372



     Property and equipment, at cost                                                                       4,591,936          4,163,205



     Accumulated depreciation                                                                              (467,600)         (181,904)



     Property and equipment, net                                                                           4,124,336          3,981,301



     Goodwill                                                                                                                   26,016



     Other assets                                                                                            311,225            141,385



     
                Total assets                                                                            $5,507,437         $5,234,864


                   
              
                LIABILITIES AND EQUITY



     Current liabilities



     Current maturities of long-term debt                                                      
     $                 -          $159,715



     Accounts payable                                                                                        395,165            290,690



     Accrued payroll and related costs                                                                        97,313             76,185



     Other current liabilities                                                                               149,202            140,508



     Total current liabilities                                                                               641,680            667,098



     Long-term debt                                                                                          586,203            513,055



     Other liabilities                                                                                       307,451            265,743



     Noncurrent contract liabilities                                                                          50,863            181,883



     
                Total liabilities                                                                        1,586,197          1,627,779



     
                Commitments and contingencies



     Total shareholders' equity                                                                            3,921,240          3,607,085



     
                Total liabilities and equity                                                            $5,507,437         $5,234,864


                                                      
              
                NOBLE CORPORATION plc AND SUBSIDIARIES


                                                  
              
                CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS


                                                                  
              
                (In thousands)


                                                                    
              
                (Unaudited)




                                                                                                                                    Twelve Months Ended December
                                                                                                                                         31,


                                                                                                                               2023           2022



              
                Cash flows from operating activities



              Net income (loss)                                                                                           $481,902       $168,948



              Adjustments to reconcile net income (loss) to net cash flow from
    operating activities:



              Depreciation and amortization                                                                                301,345        146,879



              Amortization of intangible assets and contract liabilities, net                                            (106,776)       (5,352)



              Gain on bargain purchase                                                                                     (5,005)



              (Gain) loss on extinguishment of debt, net                                                                    26,397          8,912



              (Gain) loss on sale of operating assets, net                                                                       -      (90,230)



              Changes in components of working capital and other operating                                               (123,526)        51,828
    activities



              Net cash provided by (used in) operating activities                                                          574,337        280,985



              
                Cash flows from investing activities



              Capital expenditures                                                                                       (409,581)     (174,319)



              Proceeds from insurance claims                                                                                18,809



              Cash acquired in stock-based business combinations, net                                                            -       166,607



              Proceeds from disposal of assets, net                                                                         24,264        381,026



              Other investing activities                                                                                         -         2,458



              Net cash provided by (used in) investing activities                                                        (366,508)       375,772



              
                Cash flows from financing activities



              Issuance of debt                                                                                             600,000        350,000



              Repayments of debt                                                                                         (673,411)     (627,323)



              Borrowing on credit facilities                                                                                     -       220,000



              Repayments of credit facilities                                                                                    -     (220,000)



              Debt issuance costs                                                                                         (24,914)         (641)



              Debt extinguishment costs                                                                                   (25,697)



              Compulsory purchase payment                                                                                        -      (69,924)



              Share repurchases                                                                                           (94,826)      (15,000)



              Dividend payments                                                                                           (98,804)



              Other financing activities                                                                                   (8,139)       (4,884)



              Net cash provided by (used in) financing activities                                                        (325,791)     (367,772)



              Net increase (decrease) in cash, cash equivalents and restricted cash                                      (117,962)       288,985



              
                Cash, cash equivalents and restricted cash, beginning of period                                 485,707        196,722



              
                Cash, cash equivalents and restricted cash, end of period                                      $367,745       $485,707


                  
        
         NOBLE CORPORATION plc AND SUBSIDIARIES


                     
         
            OPERATIONAL INFORMATION


                         
       
                (Unaudited)




                                                   
              
          Average Rig Utilization


                                                      
              
          Three Months Ended


                                   December 31, 2023                          September 30,
                                                                                   2023      December 31, 2022



     Floaters                                  63 %                                   77 %              76 %



     Jackups                                   61 %                                   64 %              87 %


               Total                            62 %                                   72 %              81 %






                                                        
              
          Operating Days


                                                      
              
          Three Months Ended


                                   December 31, 2023                          September 30,
                                                                                   2023      December 31, 2022



     Floaters                                 1,101                                   1,348              1,320



     Jackups                                    785                                     824              1,201


               Total                           1,886                                   2,172              2,521






                                                       
              
          Average Dayrates


                                                      
              
          Three Months Ended


                                   December 31, 2023                          September 30,
                                                                                   2023      December 31, 2022



     Floaters                              $437,827                                $403,813           $303,734



     Jackups                                147,954                                 140,775            118,089


               Total                        $317,150                                $304,040           $215,751


                                     
              
                NOBLE CORPORATION plc AND SUBSIDIARIES


                          
              
                CALCULATION OF BASIC AND DILUTED NET INCOME/(LOSS) PER SHARE


                                    
              
                (In thousands, except per share amounts)


                                                  
              
                (Unaudited)





     The following tables presents the computation of basic and diluted income (loss) per share:




                                                                                                                 Three Months Ended                     Twelve Months Ended

                                                                                                                 December 31,                     December 31,


                                                                                                     2023          2022               2023     2022



     
                Numerator:



     Net income (loss)                                                                          $149,700      $134,962           $481,902 $168,948



     
                Denominator:



     Weighted average shares outstanding - basic                                                 141,054       131,924            138,380   85,055



     Dilutive effect of share-based awards                                                         3,158         3,334              3,158    3,334



     Dilutive effect of warrants                                                                   1,763         9,117              3,659    8,489



     Dilutive effect of compulsory purchase                                                                     2,893                        729



     Weighted average shares outstanding - diluted                                               145,975       147,268            145,197   97,607



     
                Per share data



     
                Basic:



     Net income (loss)                                                                             $1.06         $1.02              $3.48    $1.99



     
                Diluted:



     Net income (loss)                                                                             $1.03         $0.92              $3.32    $1.73

NOBLE CORPORATION plc AND SUBSIDIARIES
NON-GAAP MEASURES AND RECONCILIATION

Certain non-GAAP measures and corresponding reconciliations to GAAP financial measures for the Company have been provided for meaningful comparisons between current results and prior operating periods. Generally, a non-GAAP financial measure is a numerical measure of a company's performance, financial position, or cash flows that excludes or includes amounts that are not normally included or excluded in the most directly comparable measure calculated and presented in accordance with generally accepted accounting principles.

The Company defines "Adjusted EBITDA" as net income (loss) adjusted for interest expense, net of amounts capitalized; interest income and other, net; income tax benefit (provision); and depreciation and amortization expense, as well as, if applicable, gain (loss) on extinguishment of debt, net; losses on economic impairments; restructuring and similar charges; costs related to mergers and integrations; and certain other infrequent operational events. We believe that the Adjusted EBITDA measure provides greater transparency of our core operating performance. We prepare Adjusted Net Income (Loss) by eliminating from Net Income (Loss) the impact of a number of non-recurring items we do not consider indicative of our on-going performance. We prepare Adjusted Diluted Earnings (Loss) per Share by eliminating from Diluted Earnings per Share the impact of a number of non-recurring items we do not consider indicative of our on-going performance. Similar to Adjusted EBITDA, we believe these measures help identify underlying trends that could otherwise be masked by the effect of the non-recurring items we exclude in the measure. Additionally, we define net capital expenditures for full year 2023 as capital expenditures net of reimbursements and insurance proceeds, and we define Capital Additions as additions to property and equipment.

In order to fully assess the financial operating results, management believes that the results of operations, adjusted to exclude the following items, which are included in the Company's press release issued on February 22, 2024, are appropriate measures of the continuing and normal operations of the Company:


     (i)     In the third and fourth quarter of 2023 and the fourth quarter of 2022, merger and integration costs; hurricane losses and (recoveries), net;
              intangible contract amortization; and discrete tax items.


     (ii)  
     The third quarter of 2023 includes a gain on bargain purchase and joint taxation scheme compensation.


     (iii)   In addition, the fourth quarter of 2022 included (gain) loss on sale of operating assets, net, (gain) loss on extinguishment of debt, net,
              and professional services costs related to corporate initiatives.

The Company also discloses free cash flow as a non-GAAP liquidity measure. Free cash flow is calculated as Net cash provided by (used in) operating activities less cash paid for capital expenditures, net of proceeds from insurance claims. We believe Free Cash Flow is useful to investors because it measures our ability to generate or use cash. Once business needs and obligations are met, this cash can be used to reinvest in the company for future growth or to return to shareholders through dividend payments or share repurchases.

We believe that these non-GAAP financial measures provide useful information about our financial performance, enhance the overall understanding of our past performance and future prospects, and allow for greater transparency with respect to key metrics used by our management team for financial and operational decision-making. We are presenting these non-GAAP financial measures to assist investors in seeing our financial performance through the eyes of management, and because we believe that these measures provide an additional tool for investors to use in comparing our core financial performance over multiple periods with other companies in our industry.

These non-GAAP adjusted measures should be considered in addition to, and not as a substitute for, or superior to, contract drilling revenue, contract drilling cost, contract drilling margin, average daily revenue, operating income, cash flows from operations, or other measures of financial performance prepared in accordance with GAAP. Please see the following non-GAAP Financial Measures and Reconciliations for a complete description of the adjustments.


                                                                              
       
        NOBLE CORPORATION plc AND SUBSIDIARIES


                                                                               
       
        NON-GAAP MEASURES AND RECONCILIATION


                                                                             
       
        (In thousands, except per share amounts)


                                                                                    
      
                (Unaudited)





              
                Reconciliation of Adjusted EBITDA


                                                                                                   
              
                Three Months Ended                          Twelve Months Ended


                                                                                      December 31,                               September 30,  December 31,   December 31,                December 31,
                                                                                              2023                                         2023           2022            2023                         2022



              Net income (loss)                                                          $149,700                                     $158,323       $134,962        $481,902                     $168,948



              Income tax (benefit) provision                                              (4,843)                                      51,659         10,778          30,341                       22,553



              Interest expense, net of amounts                                             14,600                                       13,005         19,384          59,139                       42,722
    capitalized



              Interest income and other, net                                              (1,777)                                    (17,206)       (9,599)       (18,069)                    (14,365)



              Depreciation and amortization                                                82,933                                       77,146         69,770         301,345                      146,879



              Amortization of intangible assets and                                      (11,236)                                    (10,803)      (41,877)      (106,776)                     (5,352)
    contract liabilities, net



              Gain on bargain purchase                                                                                                (5,005)                      (5,005)



              (Gain) loss on extinguishment of debt,                                                                                                  8,716          26,397                        8,912
    net



              Professional services - corporate projects                                                                                                 43                                         723



              Merger and integration costs                                                 13,286                                       12,966         56,752          60,335                       84,668



              (Gain) loss on sale of operating assets,                                                                                             (87,125)                                   (90,230)
    net



              Hurricane losses and (recoveries), net                                     (41,823)                                       2,642        (4,641)       (19,703)                          60



              
                Adjusted EBITDA                                               $200,840                                     $282,727       $157,163        $809,906                     $365,518





              
                Reconciliation of Income Tax Benefit (Provision)


                                                                                                   
              
                Three Months Ended                          Twelve Months Ended


                                                                                      December 31,                               September 30,  December 31,   December 31,                December 31,
                                                                                              2023                                         2023           2022            2023                         2022



              Income tax benefit (provision)                                               $4,843                                    $(51,659)     $(10,778)      $(30,341)                   $(22,553)



              Adjustments



              Amortization of intangible assets and                                         6,508                                        6,079          9,471          19,835                        1,800
    contract liabilities, net



              Joint taxation scheme compensation                                                                                      (1,981)                      (1,981)



              Gain (loss) on sale of operating assets,                                                                                                2,255                                         866
    net



              Hurricane losses and (recoveries), net                                                                                                                                             (562)



              Discrete tax items                                                         (60,116)                                    (17,088)      (17,525)      (170,436)                    (45,139)



              Total adjustments                                                          (53,608)                                    (12,990)       (5,799)      (152,582)                    (43,035)



              Adjusted income tax benefit (provision)                                   $(48,765)                                   $(64,649)     $(16,577)     $(182,923)                   $(65,588)


                                                                 
       
        NOBLE CORPORATION plc AND SUBSIDIARIES


                                                                  
       
        NON-GAAP MEASURES AND RECONCILIATION


                                                                
       
        (In thousands, except per share amounts)


                                                                       
      
                (Unaudited)





              
                Reconciliation of Net Income (Loss)


                                                                                          
              
                Three Months Ended                          Twelve Months Ended


                                                                             December 31,                               September 30,  December 31,   December 31,                December 31,
                                                                                     2023                                         2023           2022            2023                         2022



              Net income (loss)                                                 $149,700                                     $158,323       $134,962        $481,902                     $168,948



              Adjustments



              Amortization of intangible assets and                              (4,728)                                     (4,724)      (32,406)       (86,941)                     (3,552)
    contract liabilities, net



              Joint taxation scheme compensation                                                                            (19,837)                     (19,837)



              Gain on bargain purchase                                                                                       (5,005)                      (5,005)



              Professional services - corporate projects                                                                                        43                                         723



              Merger and integration costs                                        13,286                                       12,966         56,752          60,335                       84,668



              (Gain) loss on sale of operating assets,                                                                                    (84,870)                                   (89,364)
    net



              Hurricane losses and (recoveries), net                            (41,823)                                       2,642        (4,641)       (19,703)                       (502)



              (Gain) loss on extinguishment of debt,                                                                                         8,716          26,397                        8,912
    net



              Discrete tax items                                                (60,116)                                    (17,088)      (17,525)      (170,436)                    (45,139)



              Total adjustments                                                 (93,381)                                    (31,046)      (73,931)      (215,190)                    (44,254)



              Adjusted net income (loss)                                         $56,319                                     $127,277        $61,031        $266,712                     $124,694





              
                Reconciliation of Diluted EPS


                                                                                          
              
                Three Months Ended                          Twelve Months Ended


                                                                             December 31,                               September 30,  December 31,   December 31,                December 31,
                                                                                     2023                                         2023           2022            2023                         2022



              Unadjusted diluted EPS                                               $1.03                                        $1.09          $0.92           $3.32                        $1.73



              Adjustments



              Amortization of intangible assets and contract                      (0.03)                                      (0.03)        (0.22)         (0.60)                      (0.04)
    liabilities, net



              Joint taxation scheme compensation                                                                              (0.14)                       (0.14)



              Gain on bargain purchase                                                                                        (0.03)                       (0.03)



              Professional services - corporate projects                                                                                                                                 0.02



              Merger and integration costs                                          0.09                                         0.08           0.39            0.42                         0.87



              (Gain) loss on sale of operating assets, net                                                                                  (0.59)                                     (0.92)



              Hurricane losses and (recoveries), net                              (0.29)                                        0.02         (0.03)         (0.14)                      (0.01)



              (Gain) loss on extinguishment of debt, net                                                                                      0.06            0.18                         0.09



              Discrete tax items                                                  (0.41)                                      (0.12)        (0.12)         (1.17)                      (0.46)



              Total adjustments                                                   (0.64)                                      (0.22)        (0.51)         (1.48)                      (0.45)



              Adjusted diluted EPS                                                 $0.39                                        $0.87          $0.41           $1.84                        $1.28





              
                Reconciliation of Free Cash Flow


                                                                                          
              
                Three Months Ended                          Twelve Months Ended


                                                                             December 31,                               September 30,  December 31,   December 31,                December 31,
                                                                                     2023                                         2023           2022            2023                         2022



              Net cash provided by (used in) operating                          $287,489                                     $138,768       $171,179        $574,337                     $280,985
    activities



              Capital expenditures, net of proceeds from                       (122,641)                                    (98,601)      (65,084)      (390,772)                   (174,319)
    insurance claims



              
                Free cash flow                                       $164,848                                      $40,167       $106,095        $183,565                     $106,666

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SOURCE Noble Corporation plc