Mga Batayang Estadistika
| LEI | 5493009D85BF18WG1Z30 |
| CIK | 1594590 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Paragon Offshore plc
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| July 18, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): July 18, 2017 Paragon Offshore plc (in administration) (Exact name of registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or Other Jurisdiction of In |
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| July 18, 2017 |
EXHIBIT 3.2 THE COMPANIES LAW (2016 REVISION) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED ARTICLES OF ASSOCIATION OF PARAGON OFFSHORE LIMITED AS ADOPTED BY SPECIAL RESOLUTION PASSED ON 18 JULY 2017 1 Interpretation 1.1 In the Articles Table A in the First Schedule to the Statute does not apply and, unless there is something in the subject or context inconsistent therewith: |
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| July 18, 2017 |
EXHIBIT 3.1 THE COMPANIES LAW (2016 REVISION) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF PARAGON OFFSHORE LIMITED AS ADOPTED BY SPECIAL RESOLUTION PASSED ON 18 July 2017 THE COMPANIES LAW (2016 REVISION) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF PARAGON OFFSHORE LIMITED AS AD |
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| July 18, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 001-36465 PARAGON OFFSHORE PLC (in administration)(1) (Exact name of registr |
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| July 18, 2017 |
PARAGON OFFSHORE COMPLETES RESTRUCTURING PLAN AND EMERGES FROM CHAPTER 11 Exhibit 99.1 Paragon Offshore Ltd. 3151 Briarpark Drive Suite 700 Houston, Texas 77042 PRESS RELEASE PARAGON OFFSHORE COMPLETES RESTRUCTURING PLAN AND EMERGES FROM CHAPTER 11 · Eliminates approximately $2.3 billion of debt · Emerges with approximately $165 MM of available cash and $85 million in debt · Appoints new board of directors · Launches CEO search HOUSTON, July 18, 2017 — Paragon Offshore |
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| July 18, 2017 |
Exhibit 10.4 EXECUTION VERSION Dated as of July 18, 2017 PARAGON OFFSHORE LIMITED and the beneficial owners of ordinary shares of Paragon Offshore Limited from time to time SHAREHOLDERS’ AGREEMENT Contents Document Page ARTICLE I DEFINITIONS 2 ARTICLE II [INTENTIONALLY OMITTED] 7 ARTICLE III PRE-EMPTIVE RIGHTS 7 Section 3.01 Pre-emptive Rights 7 ARTICLE IV COVENANTS 8 Section 4.01 Notice of 10% Ow |
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| July 18, 2017 |
Exhibit 10.3 EXECUTION VERSION REGISTRATION RIGHTS AGREEMENT by and among Paragon Offshore Limited and the Holders party hereto Dated as of July 18, 2017 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made and entered into as of July 18, 2017, by and among Paragon Offshore Limited, an exempted company limited by shares incorporated under the laws of the Caym |
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| July 18, 2017 |
Exhibit 10.5 EXECUTION VERSION LITIGATION TRUST AGREEMENT LITIGATION TRUST AGREEMENT, dated as of July 18, 2017 (the “Agreement”), effective as of the Effective Date, among Paragon Offshore Limited, Paragon Offshore plc (in administration), the Administrators (as defined below), and those other Debtor subsidiaries set forth in the signature pages hereto (collectively, the “Paragon Entities”), Driv |
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| July 18, 2017 |
8-K 1 a17-1799818k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): July 18, 2017 Paragon Offshore plc (in administration) (Exact name of registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State |
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| July 18, 2017 |
Exhibit 10.1 AMENDED AND RESTATED SENIOR SECURED TERM LOAN AGREEMENT Dated as of July 18, 2017 among PARAGON OFFSHORE LIMITED, as Borrower, THE LENDERS PARTIES HERETO, and JPMORGAN CHASE BANK, N.A., as Administrative Agent and Collateral Agent TABLE OF CONTENTS Page ARTICLE I DEFINITIONS; INTERPRETATION Section 1.1. Definitions 2 Section 1.2. Time of Day 27 Section 1.3. Accounting Terms; GAAP; Pro |
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| July 18, 2017 |
Exhibit 10.2 LETTER OF CREDIT AGREEMENT Dated as of July 18, 2017 among PARAGON OFFSHORE LIMITED, THE LENDERS AND ISSUING BANKS PARTIES HERETO, and JPMORGAN CHASE BANK, N.A., as Administrative Agent TABLE OF CONTENTS Page ARTICLE I DEFINITIONS; INTERPRETATION Section 1.1. Definitions 1 Section 1.2. Time of Day 8 Section 1.3. Terms and Interpretations Generally 9 ARTICLE II The Existing Letters of |
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| July 5, 2017 |
UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE Exhibit 99.1 UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re Paragon Offshore PLC, et al. (in administration) Case No. 16-10386 (CSS) Reporting Period: May 1 - 31, 2017 Federal Tax I.D. # 98-1146017 MONTHLY OPERATING REPORT REQUIRED DOCUMENTS Form No. Document Attached Explanation Attached Schedule of Cash Receipts and Disbursements MOR-1 X Bank Reconciliation (or copies of Debto |
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| July 5, 2017 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): July 5, 2017 Paragon Offshore plc (in administration) (Exact name of registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or Other Jurisdiction of Inc |
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| July 3, 2017 |
Paragon Offshore plc (in administration) 3151 Briarpark Drive Suite 700 Houston, Texas 77042 July 3, 2017 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, DC 20549 Re: Application for Qualification of Indenture on Form T-3 of Paragon Offshore plc Ladies and Gentlemen: Pursuant to Section 307(a) of the Trust Indenture Act of 1939, as amended |
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| June 8, 2017 |
UNITED STATES BANKRUPTCY COURT DISTRICT OF DELAWARE Exhibit 2.1 UNITED STATES BANKRUPTCY COURT DISTRICT OF DELAWARE x : In re : Chapter 11 : PARAGON OFFSHORE PLC, et al., : Case No. 16-10386 (CSS) : : Jointly Administered Debtors.(1) : : Re: Docket Nos. 1456, 1459, 1460, 1516 & 1582 : x FINDINGS OF FACT, CONCLUSIONS OF LAW, AND ORDER CONFIRMING THE FIFTH JOINT CHAPTER 11 PLAN OF PARAGON OFFSHORE PLC AND ITS AFFILIATED DEBTORS WHEREAS Paragon Offsho |
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| June 8, 2017 |
Financial Statements and Exhibits, Bankruptcy or Receivership 8-K 1 a17-1493218k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): June 7, 2017 Paragon Offshore plc (in administration) (Exact name of registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State o |
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| June 8, 2017 |
Paragon Offshore Announces Confirmation of Restructuring Plan Exhibit 99.1 Paragon Offshore Announces Confirmation of Restructuring Plan 06/07/2017 HOUSTON, June 07, 2017 (GLOBE NEWSWIRE) ? Paragon Offshore plc (?Paragon? or the ?company?) (OTC:PGNPQ) announced today that the United States Bankruptcy Court has approved the company?s consensual plan of reorganization (the ?Consensual Plan?) under chapter 11 of the United States Bankruptcy Code that the compan |
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| June 1, 2017 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): June 1, 2017 Paragon Offshore plc (Exact name of registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or Other Jurisdiction of Incorporation) (Commiss |
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| June 1, 2017 |
UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE Exhibit 99.1 UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re Paragon Offshore PLC, et al. Case No. 16-10386 (CSS) Reporting Period: April 1 - 30, 2017 Federal Tax I.D. # 98-1146017 MONTHLY OPERATING REPORT REQUIRED DOCUMENTS Form No. Document Attached Explanation Attached Schedule of Cash Receipts and Disbursements MOR-1 X Bank Reconciliation (or copies of Debtors? bank reconcili |
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| May 23, 2017 |
Exhibit 99.1 Paragon Offshore plc 3151 Briarpark Drive Suite 700 Houston, Texas 77042 PRESS RELEASE PARAGON OFFSHORE ANNOUNCES APPROVAL OF ADMINISTRATION APPLICATION AND APPOINTMENT OF JOINT ADMINISTRATORS IN THE UNITED KINGDOM ? English Court places Paragon Offshore plc in administration as part of ongoing chapter 11 process ? Joint Administrators from Deloitte LLP appointed ? Paragon will contin |
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| May 23, 2017 |
8-K 1 a17-1404218k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 23, 2017 Paragon Offshore plc (Exact name of registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or Other Jurisdiction |
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| May 17, 2017 |
Exhibit 99.1 Paragon Offshore plc 3151 Briarpark Drive Suite 700 Houston, Texas 77042 PRESS RELEASE PARAGON OFFSHORE FILES APPLICATION FOR ADMINISTRATION IN UNITED KINGDOM TO ADVANCE ITS CHAPTER 11 PLAN ? Administration process in UK is a necessary part of previously announced restructuring plan ? Paragon will continue to operate in normal course during administration ? Paragon remains on track to |
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| May 17, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 17, 2017 Paragon Offshore plc (Exact name of registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or Other Jurisdiction of Incorporation) (Commiss |
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| May 10, 2017 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 a2017q18-k.htm FIRST QUARTER 2017 EARNINGS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): May 10, 2017 PARAGON OFFSHORE plc (Exact name of Registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State |
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| May 10, 2017 |
Paragon Offshore plc 3151 Briarpark Drive Suite 700 Houston, Texas 77042 Exhibit EXHIBIT 99.1 Paragon Offshore plc 3151 Briarpark Drive Suite 700 Houston, Texas 77042 PRESS RELEASE PARAGON OFFSHORE REPORTS FIRST QUARTER 2017 RESULTS AND PROVIDES FLEET STATUS REPORT ? First quarter 2017 revenues of $57 million ; net loss of $70 million or $0.79 per share ? Adjusted EBITDA of negative $2 million net of reorganization items ? Cash balance at March 31, 2017 of $833 million |
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| May 10, 2017 |
PGNPQ / Paragon Offshore plc FORM 10-Q FOR QUARTERLY PERIOD ENDED MARCH 31, 2017 (Quarterly Report) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2017 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NUMBER: 001-36465 Para |
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| May 3, 2017 |
Exhibit 99.2 UNITED STATES BANKRUPTCY COURT DISTRICT OF DELAWARE x : In re : Chapter 11 : PARAGON OFFSHORE PLC, et al., : Case No. 16–10386 (CSS) : : Jointly Administered Debtors.(1) : x DISCLOSURE STATEMENT FOR FIFTH JOINT CHAPTER 11 PLAN OF PARAGON OFFSHORE PLC AND ITS AFFILIATED DEBTORS WEIL, GOTSHAL & MANGES LLP RICHARDS, LAYTON & FINGER, P.A. Gary T. Holtzer Mark D. Collins (No. 2981) Stephen |
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| May 3, 2017 |
Exhibit 99.3 Paragon Offshore plc 3151 Briarpark Drive Suite 700 Houston, Texas 77042 PRESS RELEASE PARAGON OFFSHORE ANNOUNCES CONSENSUAL RESTRUCTURING AGREEMENT REACHED BETWEEN SECURED AND UNSECURED LENDERS, ESTABLISHING LITIGATION TRUST FOR CREDITORS TO PURSUE CLAIMS AGAINST NOBLE CORPORATION AGREEMENT CLEARS PATH TO JUNE CONFIRMATION · Term Lenders and Revolver Lenders to receive pro rata share |
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| May 3, 2017 |
Exhibit 99.1 UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE x : In re : Chapter 11 : PARAGON OFFSHORE PLC, et al.,(1) : Case No. 16—10386 (CSS) : Debtors. : : Jointly Administered x FIFTH JOINT CHAPTER 11 PLAN OF PARAGON OFFSHORE PLC AND ITS AFFILIATED DEBTORS (1) The Debtors in these chapter 11 cases, along with the last four digits of each Debtor’s federal tax identification number, |
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| May 3, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 2, 2017 Paragon Offshore plc (Exact name of registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or Other Jurisdiction of Incorporation) (Commissi |
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| May 2, 2017 |
Regulation FD Disclosure, Financial Statements and Exhibits 8-K 1 a17-1223118k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 2, 2017 Paragon Offshore plc (Exact name of registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or Other Jurisdiction |
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| May 2, 2017 |
UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE Exhibit 99.1 UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re Paragon Offshore PLC, et al. Case No. 16-10386 (CSS) Reporting Period: March 1 - 31, 2017 Federal Tax I.D. # 98-1146017 MONTHLY OPERATING REPORT REQUIRED DOCUMENTS Form No. Document Attached Explanation Attached Schedule of Cash Receipts and Disbursements MOR-1 X Bank Reconciliation (or copies of Debtors? bank reconcili |
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| May 1, 2017 |
PGNPQ / Paragon Offshore plc 10-K/A (Annual Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2016 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NUMBER: 001-36465 Paragon |
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| May 1, 2017 |
2017 PARAGON OFFSHORE PLC SHORT TERM INCENTIVE PLAN EX-10.34 2 ex1034.htm EXHIBIT 10.34 2017 PARAGON OFFSHORE PLC SHORT TERM INCENTIVE PLAN 1.Purpose. The purpose of this Paragon Offshore plc Short Term Incentive Plan (the “Plan”) is to set forth the terms and conditions of the annual cash incentive program of Paragon Offshore plc (the “Company”) as it applies to the eligible employees participating herein and to assist the Company and its affiliat |
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| April 25, 2017 |
Termination of a Material Definitive Agreement, Other Events 8-K 1 a8-kterminationofnoblesett.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): April 21, 2017 Paragon Offshore plc (Exact name of Registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or ot |
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| March 31, 2017 |
Regulation FD Disclosure, Financial Statements and Exhibits 8-K 1 a17-1023418k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): March 31, 2017 Paragon Offshore plc (Exact name of registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or Other Jurisdicti |
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| March 31, 2017 |
UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE Exhibit 99.1 UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re Paragon Offshore PLC, et al. Case No. 16-10386 (CSS) Reporting Period: February 1 - 28, 2017 Federal Tax I.D. # 98-1146017 MONTHLY OPERATING REPORT REQUIRED DOCUMENTS Form No. Document Attached Explanation Attached Schedule of Cash Receipts and Disbursements MOR-1 X Bank Reconciliation (or copies of Debtors? bank reconc |
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| March 10, 2017 |
S-8 POS 1 a17-81544s8pos.htm S-8 POS As filed with the Securities and Exchange Commission on March 10, 2017 Registration No. 333-198139 Registration No. 333-198140 Registration No. 333-203979 Registration No. 333-203980 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-198139 POST-EFFECTIVE AMENDMENT NO |
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| March 10, 2017 |
As filed with the Securities and Exchange Commission on March 10, 2017 Registration No. |
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| March 10, 2017 |
As filed with the Securities and Exchange Commission on March 10, 2017 Registration No. |
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| March 10, 2017 |
As filed with the Securities and Exchange Commission on March 10, 2017 Registration No. |
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| March 10, 2017 |
Paragon Offshore plc 3151 Briarpark Drive Suite 700 Houston, Texas 77042 Exhibit EXHIBIT 99.1 Paragon Offshore plc 3151 Briarpark Drive Suite 700 Houston, Texas 77042 PRESS RELEASE PARAGON OFFSHORE REPORTS FOURTH QUARTER AND FULL YEAR 2016 RESULTS AND PROVIDES FLEET STATUS REPORT ? Fourth quarter 2016 revenues of $61 million ; net loss of $244 million or $2.78 per share ? Full year 2016 revenues of $636 million ; net loss of $338 million or $3.87 per share ? Fourth qua |
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| March 10, 2017 |
Paragon Offshore FOURTH QUARTER 2016 EARNINGS (Current Report/Significant Event) Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): March 10, 2017 PARAGON OFFSHORE plc (Exact name of Registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or other jurisdiction of incorporatio |
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| March 10, 2017 |
Exhibit 21.1 Paragon Offshore plc Subsidiaries Name Country Nature of business Arktik Drilling Limited, Inc. Bahamas JV company; rig owner Bawden Drilling Inc. Delaware Dormant Bawden Drilling International Ltd. Bermuda Dormant Paragon Offshore Hungary Kft Hungary Service company Paragon Drilling do Brasil Ltda. Brazil Dormant Frontier Drilling Nigeria Limited Nigeria Contracting entity Frontier D |
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| March 10, 2017 |
PGNPQ / Paragon Offshore plc FORM 10-K FOR FISCAL YEAR ENDED DECEMBER 31, 2016 (Annual Report) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2016 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NUMBER: 001-36465 Paragon Of |
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| February 28, 2017 |
UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE Exhibit 99.1 UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re Paragon Offshore PLC, et al. Case No. 16-10386 (CSS) Reporting Period: January 1 - 31, 2017 Federal Tax I.D. # 98-1146017 MONTHLY OPERATING REPORT REQUIRED DOCUMENTS Form No. Document Attached Explanation Attached Schedule of Cash Receipts and Disbursements MOR-1 X Bank Reconciliation (or copies of Debtors? bank reconci |
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| February 28, 2017 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): February 28, 2017 Paragon Offshore plc (Exact name of registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or Other Jurisdiction of Incorporation) (Co |
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| February 8, 2017 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): February 7, 2017 Paragon Offshore plc (Exact name of registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or Other Jurisdiction of Incorporation) (Com |
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| February 8, 2017 |
Exhibit 99.1 UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE - x : In re : Chapter 11 : PARAGON OFFSHORE PLC, et al.,(1) : Case No. 16?10386 (CSS) : Debtors. : : Jointly Administered - x THIRD JOINT CHAPTER 11 PLAN OF PARAGON OFFSHORE PLC AND ITS AFFILIATED DEBTORS THIS IS NOT A SOLICITATION OF ACCEPTANCE OR REJECTION OF THE PLAN. ACCEPTANCES OR REJECTIONS MAY NOT BE SOLICITED UNTIL A |
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| February 8, 2017 |
UNITED STATES BANKRUPTCY COURT DISTRICT OF DELAWARE Exhibit 99.2 UNITED STATES BANKRUPTCY COURT DISTRICT OF DELAWARE x : In re : Chapter 11 : PARAGON OFFSHORE PLC, et al., : Case No. 16?10386 (CSS) : : Jointly Administered Debtors.(1) : x DISCLOSURE STATEMENT FOR THIRD JOINT CHAPTER 11 PLAN OF PARAGON OFFSHORE PLC AND ITS AFFILIATED DEBTORS THIS IS NOT A SOLICITATION OF ACCEPTANCE OR REJECTION OF THE PLAN. ACCEPTANCES OR REJECTIONS MAY NOT BE SOLIC |
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| February 1, 2017 |
UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE Exhibit 99.1 UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re Paragon Offshore PLC, et al. Case No. 16-10386 (CSS) Reporting Period: December 1 - 31, 2016 Federal Tax I.D. # 98-1146017 MONTHLY OPERATING REPORT REQUIRED DOCUMENTS Form No. Document Attached Explanation Attached Schedule of Cash Receipts and Disbursements MOR-1 X Bank Reconciliation (or copies of Debtors? bank reconc |
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| February 1, 2017 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): February 1, 2017 Paragon Offshore plc (Exact name of registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or Other Jurisdiction of Incorporation) (Com |
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| January 18, 2017 |
EX-99.3 4 a17-26951ex99d3.htm EX-99.3 Exhibit 99.3 Paragon Offshore plc 3151 Briarpark Drive Suite 700 Houston, Texas 77042 PRESS RELEASE PARAGON OFFSHORE ANNOUNCES AGREEMENT IN PRINCIPLE TO SUPPORT A NEW PLAN OF REORGANIZATION WITH TERM LENDERS AND REVOLVER LENDERS · Eliminates approximately $2.4 billion of debt through combination of cash and equitization · Re-focuses core business on North Sea, |
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| January 18, 2017 |
EX-99.1 2 a17-26951ex99d1.htm EX-99.1 Exhibit 99.1 December 8, 2016 Restructuring Discussion Materials www.paragonoffshore.com Confidential – Subject to Express Non-Disclosure Agreements Provided Subject to FRE 408 for Settlement Purposes Executive Summary • Paragon has developed a new business plan for a going concern business that aims to achieve the following goals: • Reduce cash-burn to make P |
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| January 18, 2017 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): January 18, 2017 Paragon Offshore plc (Exact name of registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or Other Jurisdiction of Incorporation) (Com |
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| January 18, 2017 |
PARAGON OFFSHORE PLC Summary of Indicative Terms of Restructuring EX-99.2 3 a17-26951ex99d2.htm EX-99.2 Exhibit 99.2 PARAGON OFFSHORE PLC Summary of Indicative Terms of Restructuring This Summary of Indicative Terms of Restructuring (this “Term Sheet”), dated as of January 18, 2017,(1) reflects possible terms upon which Paragon Offshore plc’s (“Paragon”, and together with its now or hereafter affiliated debtors, the “Debtors”) capital structure may be restructur |
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| January 4, 2017 |
UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE Exhibit 99.1 UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re Paragon Offshore PLC, et al. Case No. 16-10386 (CSS) Reporting Period: November 1 - 30, 2016 Federal Tax I.D. # 98-1146017 MONTHLY OPERATING REPORT REQUIRED DOCUMENTS Form No. Document Attached Explanation Attached Schedule of Cash Receipts and Disbursements MOR-1 X Bank Reconciliation (or copies of Debtors? bank reconc |
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| January 4, 2017 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): January 4, 2017 Paragon Offshore plc (Exact name of registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or Other Jurisdiction of Incorporation) (Comm |
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| December 1, 2016 |
CONFIDENTIAL SEPARATION AGREEMENT AND GENERAL RELEASE Exhibit Exhibit 10.1 CONFIDENTIAL SEPARATION AGREEMENT AND GENERAL RELEASE THIS CONFIDENTIAL SEPARATION AGREEMENT AND GENERAL RELEASE (?Agreement?) is made and entered into by and between Randall Stilley (?Employee?) and Paragon Offshore Services LLC, Paragon Offshore PLC, Paragon International Investment Limited, and their affiliates (collectively the ?Company?) as of the date of the Employee?s s |
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| December 1, 2016 |
8-K 1 a8-kxstilleyseparation.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): November 30, 2016 Paragon Offshore plc (Exact name of Registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or oth |
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| November 30, 2016 |
Regulation FD Disclosure, Financial Statements and Exhibits 8-K 1 a16-2233218k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): November 30, 2016 Paragon Offshore plc (Exact name of registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or Other Jurisdi |
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| November 30, 2016 |
UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE Exhibit 99.1 UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re Paragon Offshore PLC, et al. Case No. 16-10386 (CSS) Reporting Period: October 1 - 31, 2016 Federal Tax I.D. # 98-1146017 MONTHLY OPERATING REPORT REQUIRED DOCUMENTS Form No. Document Attached Explanation Attached Schedule of Cash Receipts and Disbursements MOR-1 X Bank Reconciliation (or copies of Debtors? bank reconci |
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| November 30, 2016 |
Termination of a Material Definitive Agreement 8-K 1 a8-kxterminationofpsa.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): November 29, 2016 Paragon Offshore plc (Exact name of Registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or othe |
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| November 22, 2016 |
EX-10.1 2 ex101.htm EXHIBIT 10.1 Ex. 10.1 EXECUTION VERSION CONFIDENTIAL SEPARATION AGREEMENT AND GENERAL RELEASE THIS CONFIDENTIAL SEPARATION AGREEMENT AND GENERAL RELEASE (“Agreement”) is made and entered into by and between Steven Manz (“Employee”) and Paragon Offshore Services LLC, Paragon Offshore PLC, Paragon International Investment Limited, and their affiliates (collectively the “Company”) |
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| November 22, 2016 |
Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): November 17, 2016 Paragon Offshore plc (Exact name of Registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or other jurisdiction of incorpora |
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| November 15, 2016 |
EX-10.1 2 exhibit101.htm EXHIBIT 10.1 Exhibit 10.1 As of November 9, 2016 Dean E. Taylor 3151 Briarpark Suite 700 Houston, TX 77042 Personal and Confidential Dear Mr. Taylor: This letter agreement will serve to memorialize the key terms of your employment with Paragon Offshore Services LLC (the “Company”) in the capacity of interim President and Chief Executive Officer of the Company and of Parago |
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| November 15, 2016 |
Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): November 9, 2016 Paragon Offshore plc (Exact name of Registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or other jurisdiction of incorporat |
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| November 9, 2016 |
Paragon Offshore FORM 10-Q FOR QUARTERLY PERIOD ENDED SEPTEMBER 30, 2016 (Quarterly Report) 10-Q 1 a2016q310-q9302016.htm FORM 10-Q FOR QUARTERLY PERIOD ENDED SEPTEMBER 30, 2016 Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2016 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXC |
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| November 8, 2016 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 a2016q38-k.htm THIRD QUARTER 2016 EARNINGS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): November 8, 2016 PARAGON OFFSHORE plc (Exact name of Registrant as specified in its charter) England and Wales 001-36465 98-1146017 (S |
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| November 8, 2016 |
Paragon Offshore plc 3151 Briarpark Drive Suite 700 Houston, Texas 77042 Exhibit EXHIBIT 99.1 Paragon Offshore plc 3151 Briarpark Drive Suite 700 Houston, Texas 77042 PRESS RELEASE PARAGON OFFSHORE REPORTS THIRD QUARTER 2016 RESULTS AND PROVIDES FLEET STATUS REPORT ? Third quarter 2016 revenues of $125 million ; net loss of $64 million or $0.72 per share ? Adjusted EBITDA of $21 million net of reorganization items ? Contract drilling services costs seven percent lower |
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| November 8, 2016 |
8-K 1 a8-kxresignation.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): November 7, 2016 Paragon Offshore plc (Exact name of Registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or other juri |
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| October 31, 2016 |
UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE Exhibit 99.1 UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re Paragon Offshore PLC, et al. Case No. 16-10386 (CSS) Reporting Period: September 1 - 30, 2016 Federal Tax I.D. # 98-1146017 MONTHLY OPERATING REPORT REQUIRED DOCUMENTS Form No. Document Attached Explanation Attached Schedule of Cash Receipts and Disbursements MOR-1 X Bank Reconciliation (or copies of Debtors? bank recon |
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| October 31, 2016 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): October 31, 2016 Paragon Offshore plc (Exact name of registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or Other Jurisdiction of Incorporation) (Com |
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| September 30, 2016 |
Regulation FD Disclosure, Financial Statements and Exhibits 8-K 1 a16-1923318k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): September 30, 2016 Paragon Offshore plc (Exact name of registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or Other Jurisd |
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| September 30, 2016 |
UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE EX-99.1 2 a16-192331ex99d1.htm EX-99.1 Exhibit 99.1 UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re Paragon Offshore PLC, et al. Case No. 16-10386 (CSS) Reporting Period: August 1 - 31, 2016 Federal Tax I.D. # 98-1146017 MONTHLY OPERATING REPORT REQUIRED DOCUMENTS Form No. Document Attached Explanation Attached Schedule of Cash Receipts and Disbursements MOR-1 X Bank Reconciliati |
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| August 29, 2016 |
UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE Exhibit 99.1 UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re Paragon Offshore PLC, et al. Case No. 16-10386 (CSS) Reporting Period: July 1 - 31, 2016 Federal Tax I.D. # 98-1146017 MONTHLY OPERATING REPORT REQUIRED DOCUMENTS Form No. Document Attached Explanation Attached Schedule of Cash Receipts and Disbursements MOR-1 X Bank Reconciliation (or copies of Debtors? bank reconcilia |
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| August 29, 2016 |
Paragon Offshore 8-K (Current Report/Significant Event) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): August 29, 2016 Paragon Offshore plc (Exact name of registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or Other Jurisdiction of Incorporation) (Comm |
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| August 18, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM T-3/A (AMENDMENT NO. 1) FOR APPLICATIONS FOR QUALIFICATION OF INDENTURES UNDER THE TRUST INDENTURE ACT OF 1939 PARAGON OFFSHORE PLC (Name of Applicant) 3151 Briarpark Drive Suite 700, Houston, Texas 77042 (Address of principal executive offices) Securities to be Issued under the Indenture to be Qualified Title of Class Am |
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| August 18, 2016 |
Exhibit T3C.1 FORM OF SENIOR NOTES INDENTURE Dated as of [●], 2016 Between PARAGON OFFSHORE PLC and U.S. BANK NATIONAL ASSOCIATION, as Trustee, Paying Agent and Transfer Agent SENIOR NOTES DUE 2021 TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS AND INCORPORATION BY REFERENCE 1 Section 1.01 Definitions 1 Section 1.02 Other Definitions 6 Section 1.03 Rules of Construction 6 Section 1.04 Incorporation |
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| August 18, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM T-3/A (AMENDMENT NO. 1) FOR APPLICATIONS FOR QUALIFICATION OF INDENTURES UNDER THE TRUST INDENTURE ACT OF 1939 PARAGON OFFSHORE PLC (Name of Applicant) 3151 Briarpark Drive Suite 700, Houston, Texas 77042 (Address of principal executive offices) Securities to be Issued under the Indenture to be Qualified Title of Class Am |
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| August 18, 2016 |
Exhibit T3F.1 CROSS-REFERENCE TABLE Reconciliation and tie showing the location in the Indenture dated as of [●], 2016 of the provisions inserted pursuant to Sections 310 to 318(a), inclusive, of the Trust Indenture Act of 1939, as amended. This reconciliation and tie shall not, for any purpose, be deemed to be a part of the Indenture. Trust Indenture Act of 1939 Section Indenture Section 310 (a)( |
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| August 18, 2016 |
Exhibit T3C.1 FORM OF SENIOR NOTES INDENTURE Dated as of [●], 2016 Between PARAGON OFFSHORE PLC and U.S. BANK NATIONAL ASSOCIATION, as Trustee, Paying Agent and Transfer Agent SENIOR NOTES DUE 2021 TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS AND INCORPORATION BY REFERENCE 1 Section 1.01 Definitions 1 Section 1.02 Other Definitions 6 Section 1.03 Rules of Construction 6 Section 1.04 Incorporation |
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| August 18, 2016 |
Exhibit T3F.1 CROSS-REFERENCE TABLE Reconciliation and tie showing the location in the Indenture dated as of [●], 2016 of the provisions inserted pursuant to Sections 310 to 318(a), inclusive, of the Trust Indenture Act of 1939, as amended. This reconciliation and tie shall not, for any purpose, be deemed to be a part of the Indenture. Trust Indenture Act of 1939 Section Indenture Section 310 (a)( |
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| August 18, 2016 |
EX-99.T3E3.2 3 ext3e2.htm EXHIBIT T3E.2 Exhibit T3E.2 UNITED STATES BANKRUPTCY COURT DISTRICT OF DELAWARE x : In re : Chapter 11 : PARAGON OFFSHORE PLC, et al., : Case No. 16–10386 (CSS) : : Jointly Administered Debtors.1 : x SUPPLEMENT TO THE DISCLOSURE STATEMENT FOR MODIFIED SECOND AMENDED JOINT CHAPTER 11 PLAN OF PARAGON OFFSHORE PLC AND ITS AFFILIATED DEBTORS WEIL, GOTSHAL & MANGES LLP RICHARD |
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| August 18, 2016 |
EX-99.T3E3.2 3 ext3e2.htm EXHIBIT T3E.2 Exhibit T3E.2 UNITED STATES BANKRUPTCY COURT DISTRICT OF DELAWARE x : In re : Chapter 11 : PARAGON OFFSHORE PLC, et al., : Case No. 16–10386 (CSS) : : Jointly Administered Debtors.1 : x SUPPLEMENT TO THE DISCLOSURE STATEMENT FOR MODIFIED SECOND AMENDED JOINT CHAPTER 11 PLAN OF PARAGON OFFSHORE PLC AND ITS AFFILIATED DEBTORS WEIL, GOTSHAL & MANGES LLP RICHARD |
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| August 10, 2016 |
Paragon Offshore plc 3151 Briarpark Drive Suite 700 Houston, Texas 77042 Exhibit 99.1 Paragon Offshore plc 3151 Briarpark Drive Suite 700 Houston, Texas 77042 PRESS RELEASE PARAGON OFFSHORE ANNOUNCES BINDING SUPPORT OF REVISED RESTRUCTURING PLAN · 100% of Revolver Lenders Support the Revised Restructuring Plan · 69% of Bondholders Support Support the Revised Restructuring Plan HOUSTON, August 10, 2016 Paragon Offshore plc (Paragon or the company) (OTC: PGNPQ) ann |
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| August 10, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): August 10, 2016 Paragon Offshore plc (Exact name of registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or Other Jurisdiction of Incorporation) (Comm |
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| August 9, 2016 |
Paragon Offshore FORM 10-Q FOR QUARTERLY PERIOD ENDED JUNE 30, 2016 (Quarterly Report) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2016 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NUMBER: 001-36465 Parag |
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| August 8, 2016 |
Paragon Offshore plc 3151 Briarpark Drive Suite 700 Houston, Texas 77042 Exhibit EXHIBIT 99.1 Paragon Offshore plc 3151 Briarpark Drive Suite 700 Houston, Texas 77042 PRESS RELEASE PARAGON OFFSHORE REPORTS SECOND QUARTER 2016 RESULTS AND PROVIDES FLEET STATUS REPORT ? Second quarter 2016 revenues of $185 million ; net loss of $25 million or $0.29 per share ? Adjusted EBITDA of $66 million net of reorganization items ? Contract drilling services costs 19 percent lower c |
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| August 8, 2016 |
Paragon Offshore SECOND QUARTER 2016 EARNINGS (Current Report/Significant Event) Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): August 8, 2016 PARAGON OFFSHORE plc (Exact name of Registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or other jurisdiction of incorporatio |
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| August 8, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): August 5, 2016 Paragon Offshore plc (Exact name of registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or Other Jurisdiction of Incorporation) (Commi |
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| August 8, 2016 |
Exhibit 99.3 Paragon Offshore plc 3151 Briarpark Drive Suite 700 Houston, Texas 77042 PRESS RELEASE PARAGON OFFSHORE ANNOUNCES AGREEMENT IN PRINCIPLE FOR REVISED RESTRUCTURING AGREEMENT WITH BONDHOLDERS AND REVOLVER BANKS · Further enhances liquidity and strengthens balance sheet by allowing Paragon to retain $60 million of additional cash · Lowers minimum liquidity covenant · Extends net leverage |
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| August 8, 2016 |
AMENDMENT TO PLAN SUPPORT AGREEMENT Exhibit 10.1 AMENDMENT TO PLAN SUPPORT AGREEMENT THIS AMENDMENT dated as of August 5, 2016 (this “Amendment”) among (i) Paragon Offshore plc, (ii) Paragon International Finance Company, Paragon Offshore Finance Company, Paragon Offshore Leasing (Switzerland) GmbH, Paragon Offshore Contracting GmbH, Paragon Holding NCS 2 S.à r.l., Paragon Offshore (Luxembourg) S.à r.l., Paragon Offshore Leasing (Lu |
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| August 8, 2016 |
UNITED STATES BANKRUPTCY COURT DISTRICT OF DELAWARE EX-99.2 5 a16-163331ex99d2.htm EX-99.2 Exhibit 99.2 UNITED STATES BANKRUPTCY COURT DISTRICT OF DELAWARE x : In re : Chapter 11 : PARAGON OFFSHORE PLC, et al., : Case No. 16—10386 (CSS) : : Jointly Administered Debtors.(1) : x PROPOSED SUPPLEMENT TO THE DISCLOSURE STATEMENT FOR MODIFIED SECOND AMENDED JOINT CHAPTER 11 PLAN OF PARAGON OFFSHORE PLC AND ITS AFFILIATED DEBTORS THIS IS NOT A SOLICITATIO |
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| August 8, 2016 |
UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE EX-99.1 4 a16-163331ex99d1.htm EX-99.1 Exhibit 99.1 UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE x : In re : Chapter 11 : PARAGON OFFSHORE PLC, et al.,(1) : Case No. 16—10386 (CSS) : Debtors. : : Jointly Administered x MODIFIED SECOND AMENDED JOINT CHAPTER 11 PLAN OF PARAGON OFFSHORE PLC AND ITS AFFILIATED DEBTORS WEIL, GOTSHAL & MANGES LLP RICHARDS, LAYTON & FINGER, P.A. Gary T. Ho |
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| August 8, 2016 |
Exhibit 10.2 PRIVILEGED & CONFIDENTIAL PROTECTED BY FRE 408 TERM SHEET FOR PROPOSED AMENDMENT TO SETTLEMENT AGREEMENT BETWEEN PARAGON OFFSHORE PLC AND NOBLE CORPORATION PLC This term sheet (“Term Sheet”) sets forth the principal terms of a proposed amendment to the compromise and settlement between Paragon Offshore plc (“Paragon”) and Noble Corporation plc (“Noble,” and, together with Paragon, the |
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| July 29, 2016 |
UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE EX-99.1 2 a16-156491ex99d1.htm EX-99.1 Exhibit 99.1 UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re Paragon Offshore PLC, et al. Case No. 16-10386 (CSS) Reporting Period: June 1 - 30, 2016 Federal Tax I.D. # 98-1146017 MONTHLY OPERATING REPORT REQUIRED DOCUMENTS Form No. Document Attached Explanation Attached Schedule of Cash Receipts and Disbursements MOR-1 X Bank Reconciliation |
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| July 29, 2016 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): July 29, 2016 Paragon Offshore plc (Exact name of registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or Other Jurisdiction of Incorporation) (Commis |
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| June 20, 2016 |
UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE EX-99.1 2 a16-136011ex99d1.htm EX-99.1 Exhibit 99.1 UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re Paragon Offshore PLC, et al. Case No. 16-10386 (CSS) Reporting Period: May 1 - 31, 2016 Federal Tax I.D. # 98-1146017 MONTHLY OPERATING REPORT REQUIRED DOCUMENTS Form No. Document Attached Explanation Attached Schedule of Cash Receipts and Disbursements MOR-1 X Bank Reconciliation |
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| June 20, 2016 |
Regulation FD Disclosure, Financial Statements and Exhibits 8-K 1 a16-1360118k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): June 20, 2016 Paragon Offshore plc (Exact name of registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or Other Jurisdictio |
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| May 27, 2016 |
UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE EX-99.1 2 a16-122651ex99d1.htm EX-99.1 Exhibit 99.1 UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re Paragon Offshore PLC, et al. Case No. 16-10386 (CSS) Reporting Period: April 1 - 30, 2016 Federal Tax I.D. # 98-1146017 MONTHLY OPERATING REPORT REQUIRED DOCUMENTS Form No. Document Attached Explanation Attached Schedule of Cash Receipts and Disbursements MOR-1 X Bank Reconciliatio |
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| May 27, 2016 |
Paragon Offshore 8-K (Current Report/Significant Event) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 27, 2016 Paragon Offshore plc (Exact name of registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or Other Jurisdiction of Incorporation) (Commiss |
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| May 19, 2016 |
Paragon Offshore 8-K (Current Report/Significant Event) SEC Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): May 19, 2016 Paragon Offshore plc (Exact name of Registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or other jurisdiction of incorporat |
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| May 10, 2016 |
Paragon Offshore FORM 10-Q FOR QUARTERLY PERIOD ENDED MARCH 31, 2016 (Quarterly Report) SEC Document Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| May 10, 2016 |
2016 PARAGON OFFSHORE PLC EXECUTIVE BONUS PLAN EX-10.28 2 a2016paragonoffshoreplcexe.htm 2016 PARAGON OFFSHORE PLC SHORT-TERM INCENTIVE PLAN 2016 PARAGON OFFSHORE PLC EXECUTIVE BONUS PLAN 1.Purpose. The purpose of this Paragon Offshore plc Executive Bonus Plan (the “Bonus Plan”) is to set forth the terms and conditions of the annual cash incentive program of Paragon Offshore plc (the “Company”) as it applies to the executives participating her |
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| May 9, 2016 |
Paragon Offshore FIRST QUARTER 2016 EARNINGS (Current Report/Significant Event) 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): May 9, 2016 PARAGON OFFSHORE plc (Exact name of Registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or other jurisdiction of incorporation or org |
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| May 9, 2016 |
Paragon Offshore plc 3151 Briarpark Drive Suite 700 Houston, Texas 77042 EX-99.1 2 a2016q1-exhibit991.htm EXHIBIT 99.1 EXHIBIT 99.1 Paragon Offshore plc 3151 Briarpark Drive Suite 700 Houston, Texas 77042 PRESS RELEASE PARAGON OFFSHORE REPORTS FIRST QUARTER 2016 RESULTS AND PROVIDES FLEET STATUS REPORT • First quarter adjusted EBITDA of $115 million net of reorganization items; revenues of $265 million • Contract drilling services costs 28% lower compared to previous q |
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| May 5, 2016 |
Paragon Offshore 8-K (Current Report/Significant Event) 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): April 29, 2016 Paragon Offshore plc (Exact name of Registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or other jurisdiction of incorporation or |
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| May 5, 2016 |
Exhibit Protected by FRE 408 DEFINITIVE SETTLEMENT AGREEMENT by and between PARAGON OFFSHORE PLC and NOBLE CORPORATION PLC, Dated as of April 29, 2016 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS; INTERPRETATION Section 1. |
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| April 29, 2016 |
UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE EX-99.1 2 a16-98751ex99d1.htm EX-99.1 Exhibit 99.1 UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re Paragon Offshore PLC, et al. Case No. 16-10386 (CSS) Reporting Period: March 1 - 31, 2016 Federal Tax I.D. # 98-1146017 MONTHLY OPERATING REPORT REQUIRED DOCUMENTS Form No. Document Attached Explanation Attached Schedule of Cash Receipts and Disbursements MOR-1 X Bank Reconciliation |
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| April 29, 2016 |
Paragon Offshore 8-K (Current Report/Significant Event) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 29, 2016 Paragon Offshore plc (Exact name of registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or Other Jurisdiction of Incorporation) (Commi |
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| April 21, 2016 |
Exhibit T3C.1 INDENTURE Dated as of [●], 2016 Between PARAGON OFFSHORE PLC and U.S. BANK NATIONAL ASSOCIATION, as Trustee, Paying Agent and Transfer Agent CROSS-REFERENCE TABLE Reconciliation and tie showing the location in the Indenture dated as of [●], 2016 of the provisions inserted pursuant to Sections 310 to 318(a), inclusive, of the Trust Indenture Act of 1939, as amended. This reconciliatio |
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| April 21, 2016 |
Exhibit 25.1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) ☐ U.S. BANK NATIONAL ASSOCIATION (Exact name of Trustee as specified in its charter) 31-0841368 I.R.S. Employer Identif |
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| April 21, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM T-3 FOR APPLICATIONS FOR QUALIFICATION OF INDENTURES UNDER THE TRUST INDENTURE ACT OF 1939 PARAGON OFFSHORE PLC (Name of Applicant) 3151 Briarpark Drive Suite 700, Houston, Texas 77042 (Address of principal executive offices) Securities to be Issued under the Indenture to be Qualified Title of Class Amount Contingent Paym |
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| April 21, 2016 |
Exhibit T3E.1 UNITED STATES BANKRUPTCY COURT DISTRICT OF DELAWARE x : In re : Chapter 11 : PARAGON OFFSHORE PLC, et al., : Case No. 16–10386 (CSS) : : Jointly Administered Debtors.1 : x DISCLOSURE STATEMENT FOR SECOND AMENDED JOINT CHAPTER 11 PLAN OF PARAGON OFFSHORE PLC AND ITS AFFILIATED DEBTORS WEIL, GOTSHAL & MANGES LLP RICHARDS, LAYTON & FINGER, P.A. Gary T. Holtzer Mark D. Collins (No. 2981) |
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| April 8, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant X Filed by a Party other than the Registrant Check the appropriate box: Preliminary Proxy Statement Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) X Definitive Proxy |
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| April 7, 2016 |
Paragon Offshore PARAGON OFFSHORE PLC 8-K 4-6-2016 (Current Report/Significant Event) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 6, 2016 Paragon Offshore plc (Exact name of registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or Other Jurisdiction of Incorporation) (Commis |
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| April 1, 2016 |
UNITED STATES BANKRUPTCY COURT EX-99.1 2 ex991.htm EXHIBIT 99.1 Exhibit 99.1 UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re Paragon Offshore PLC, et al. Case No. 16-10386 (CSS) Reporting Period: February 14 - 29, 2016 Federal Tax I.D. # 98-1146017 MONTHLY OPERATING REPORT REQUIRED DOCUMENTS Form No. Document Attached Explanation Attached Schedule of Cash Receipts and Disbursements MOR-1 X Bank Reconciliation |
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| April 1, 2016 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): March 31, 2016 Paragon Offshore plc (Exact name of registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or Other Jurisdiction of Incorporation) (Commi |
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| March 25, 2016 |
FINANCIAL INFORMATION AND PROJECTIONS EX-99.1 2 ex991.htm EXHIBIT 99.1 Exhibit 99.1 FINANCIAL INFORMATION AND PROJECTIONS A. Consolidated Condensed Projected Financial Information The Debtors believe that the Plan meets the feasibility requirement set forth in section 1129(a)(11) of the Bankruptcy Code (see Section XIII.C hereof), as confirmation is not likely to be followed by liquidation or the need for further financial reorganizat |
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| March 25, 2016 |
EX-99.2 3 ex992.htm EXHIBIT 99.2 Exhibit 99.2 VALUATION ANALYSIS A. Estimated Reorganization Valuation of the Debtors The Debtors have been advised by Lazard Frères & Co. LLC (“Lazard”) with respect to the reorganization value of the Reorganized Debtors on a going concern basis. Solely for purposes of the Plan, the estimated range of a reorganization value of the Reorganized Debtors was assumed to |
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| March 25, 2016 |
Exhibit 99.3 Section XI.A.2 of the Amended Disclosure Statement Risk of Non-Confirmation of the Plan Although the Debtors believe that the Plan will satisfy all requirements necessary for confirmation by the Bankruptcy Court, there can be no assurance that the Bankruptcy Court will reach the same conclusion or that modifications to the Plan will not be required for confirmation or that such modifi |
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| March 25, 2016 |
Paragon Offshore PARAGON OFFSHORE PLC 8-K 3-24-2016 (Current Report/Significant Event) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): March 24, 2016 Paragon Offshore plc (Exact name of registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or Other Jurisdiction of Incorporation) (Commi |
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| March 11, 2016 |
Paragon Offshore FORM 10-K FOR FISCAL YEAR ENDED DECEMBER 31, 2015 (Annual Report) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2015 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NUMBER: 001-36465 Paragon Of |
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| March 11, 2016 |
Exhibit 21.1 Paragon Offshore plc Subsidiaries Name Country Nature of business Arktik Drilling Limited, Inc. Bahamas JV company; rig owner Bawden Drilling Inc. Delaware Dormant Bawden Drilling International Ltd. Bermuda Dormant Paragon Offshore Hungary Kft Hungary Service company Paragon Drilling do Brasil Ltda. Brazil Dormant Frontier Drilling Nigeria Limited Nigeria Contracting entity Frontier D |
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| March 10, 2016 |
Paragon Offshore plc 3151 Briarpark Drive Suite 700 Houston, Texas 77042 EXHIBIT 99.1 Paragon Offshore plc 3151 Briarpark Drive Suite 700 Houston, Texas 77042 PRESS RELEASE PARAGON OFFSHORE REPORTS FOURTH QUARTER AND FULL YEAR 2015 RESULTS • Fourth quarter adjusted EBITDA of $95.9 million net of impairments, gains, and taxes; revenues of $299.6 million • Full year 2015 adjusted EBITDA of $561.3 million net of impairments, gains, and taxes; revenues of $1.5 billion • Co |
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| March 10, 2016 |
Paragon Offshore FOURTH QUARTER 2015 EARNINGS (Current Report/Significant Event) 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): March 10, 2016 PARAGON OFFSHORE plc (Exact name of Registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or other jurisdiction of incorporation or |
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| February 16, 2016 |
Exhibit 99.2 PLAN SUPPORT AGREEMENT This PLAN SUPPORT AGREEMENT (as amended, supplemented or otherwise modified from time to time, this ? Agreement?), dated as of February 12, 2016, is entered into by and among (i) Paragon Offshore plc (the ? Company?), (ii) Paragon International Finance Company, Paragon Offshore Finance Company, Paragon Offshore Leasing (Switzerland) GmbH, Paragon Offshore Contra |
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| February 16, 2016 |
List of Subsidiaries that are Debtors Exhibit 99.1 List of Subsidiaries that are Debtors Paragon Offshore Finance Company Paragon International Finance Company Paragon Offshore Holdings US Inc. Paragon Offshore Drilling LLC Paragon FDR Holdings Ltd. Paragon Duchess Ltd. Paragon Offshore (Luxembourg) S.? r.l. PGN Offshore Drilling (Malaysia) Sdn. Bhd. Paragon Offshore (Labuan) Pte. Ltd. Paragon Holding SCS 2 Ltd. Paragon Asset Company |
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| February 16, 2016 |
UNITED STATES BANKRUPTCY COURT DISTRICT OF DELAWARE Exhibit 99.4 UNITED STATES BANKRUPTCY COURT DISTRICT OF DELAWARE x : In re : Chapter 11 : PARAGON OFFSHORE PLC, et al., : Case No. 16- () : : Joint Administration Requested Debtors. 1 : x PROPOSED DISCLOSURE STATEMENT FOR JOINT CHAPTER 11 PLAN OF PARAGON OFFSHORE PLC AND ITS AFFILIATED DEBTORS THIS IS NOT A SOLICITATION OF ACCEPTANCE OR REJECTION OF THE PLAN. ACCEPTANCES OR REJECTIONS MAY NOT BE S |
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| February 16, 2016 |
Paragon Offshore PARAGON OFFSHORE PLC 8-K 2-14-2016 (Current Report/Significant Event) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): February 14, 2016 Paragon Offshore plc (Exact name of registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or Other Jurisdiction of Incorporation) (Co |
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| February 16, 2016 |
PARAGON OFFSHORE COMMENCES PROCEEDINGS TO RESTRUCTURE ITS BALANCE SHEET Exhibit 99.3 Paragon Offshore plc 3151 Briarpark Drive Suite 700 Houston, Texas 77042 PRESS RELEASE PARAGON OFFSHORE COMMENCES PROCEEDINGS TO RESTRUCTURE ITS BALANCE SHEET HOUSTON, February 15, 2016 – Paragon Offshore plc (“ Paragon” or the “ company”) (OTC: PGNPF) today announced that the company and certain of its subsidiaries have elected to commence proceedings under Chapter 11 of the United S |
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| February 12, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): February 12, 2016 Paragon Offshore plc (Exact name of registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or Other Jurisdiction of Incorporation) (Co |
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| February 12, 2016 |
UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE Exhibit 99.2 UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE x : In re : Chapter 11 : PARAGON OFFSHORE PLC, et al. , 1 : Case No. 16? ( ) : Debtors. : : Joint Administration Requested x JOINT CHAPTER 11 PLAN OF PARAGON OFFSHORE PLC AND ITS AFFILIATED DEBTORS WEIL, GOTSHAL & MANGES LLP RICHARDS, LAYTON & FINGER, P.A. Gary T. Holtzer Mark D. Collins (No. 2981) Stephen A. Youngman One Rod |
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| February 12, 2016 |
TERM SHEET FOR PROPOSED SETTLEMENT AGREEMENT BETWEEN PARAGON OFFSHORE PLC AND NOBLE CORPORATION PLC EX-99.3 4 ex993.htm EXHIBIT 99.3 Exhibit 99.3 PRIVILEGED & CONFIDENTIAL PROTECTED BY FRE 408 TERM SHEET FOR PROPOSED SETTLEMENT AGREEMENT BETWEEN PARAGON OFFSHORE PLC AND NOBLE CORPORATION PLC This term sheet (“Term Sheet”) sets forth the principal terms of a compromise and settlement between Paragon Offshore plc (“Paragon”) and Noble Corporation plc (“Noble,” and, together with Paragon, the “Part |
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| February 12, 2016 |
Exhibit 99.4 Paragon Offshore plc 3151 Briarpark Drive Suite 700 Houston, Texas 77042 PRESS RELEASE PARAGON OFFSHORE ANNOUNCES AGREEMENT WITH BONDHOLDERS AND REVOLVER BANKS TO RESTRUCTURE ITS BALANCE SHEET ANNOUNCES SETTLEMENT UNDER WHICH NOBLE CORPORATION WILL PROVIDE TAX BONDING AND ASSUME TAX LIABILITIES ● Restructuring expected to eliminate more than $1.1 billion of debt and approximately $60 |
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| February 12, 2016 |
Exhibit 99.1 PLAN SUPPORT AGREEMENT This PLAN SUPPORT AGREEMENT (as amended, supplemented or otherwise modified from time to time, this ? Agreement?), dated as of February 12, 2016, is entered into by and among (i) Paragon Offshore plc (the ? Company?), (ii) Paragon International Finance Company, Paragon Offshore Finance Company, Paragon Offshore Leasing (Switzerland) GmbH, Paragon Offshore Contra |
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| January 15, 2016 |
EX-99.1 2 pressreleasedatedjanuary15.htm EXHIBIT 99.1 PRESS RELEASE PARAGON OFFSHORE ANNOUNCES DECISION NOT TO MAKE INTEREST PAYMENT PENDING OUTCOME OF CONTINUING DISCUSSION WITH DEBTHOLDERS HOUSTON, January 15, 2016 - Paragon Offshore plc (“Paragon”) (OTC: PGNPF) today announced that it has elected to defer an interest payment of approximately $15.4 million due today on its 6.75% senior unsecured |
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| January 15, 2016 |
Paragon Offshore 8-K (Current Report/Significant Event) 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): January 15, 2016 Paragon Offshore plc (Exact name of Registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or other jurisdiction of incorporation o |
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| January 6, 2016 |
EX-99.25 2 ruleprovisionnotice.htm NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES New York Stock Exchange LLC (the 'Exchange' or the 'NYSE') hereby notifies the Securities and Exchange Commission ('SEC') of its intention to remove the entire class of Ordinary Shares of Paragon Offshore plc (the 'Company') from listing and registration on the Exchange on January |
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| December 22, 2015 |
Paragon Offshore 8-K (Current Report/Significant Event) 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): December 17, 2015 Paragon Offshore plc (Exact name of Registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or other jurisdiction of incorporation |
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| December 22, 2015 |
PARAGON OFFSHORE CONFIRMS DELISTING NOTICE FROM NYSE EX-99.1 2 ex991-pressrelease12182015.htm EXHIBIT 99.1 PRESS RELEASE PARAGON OFFSHORE CONFIRMS DELISTING NOTICE FROM NYSE HOUSTON, December 18, 2015 - Paragon Offshore plc (“Paragon”) (NYSE: PGN) today announced that it received notification from The New York Stock Exchange (the “NYSE”) notifying Paragon that the NYSE had suspended trading in Paragon’s shares effective immediately. The NYSE determi |
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| December 11, 2015 |
PARAGON OFFSHORE RECEIVES NYSE CONTINUED LISTING STANDARDS NOTICE EX-99.1 2 ex991-pressrelease1282015.htm EXHIBIT 99.1 PARAGON OFFSHORE RECEIVES NYSE CONTINUED LISTING STANDARDS NOTICE HOUSTON, Dec. 8, 2015 /PRNewswire/ - Paragon Offshore plc ("Paragon") (NYSE: PGN) today announced that it received a letter from The New York Stock Exchange (the "NYSE") notifying Paragon that it had fallen below the NYSE's continued listing standard that requires listed companies |
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| December 11, 2015 |
Paragon Offshore 8-K (Current Report/Significant Event) 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): December 2, 2015 Paragon Offshore plc (Exact name of Registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or other jurisdiction of incorporation o |
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| November 16, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): November 13, 2015 Paragon Offshore plc (Exact name of Registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or other jurisdiction of incorporation or o |
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| November 9, 2015 |
Paragon Offshore THIRD QUARTER 2015 EARNINGS (Current Report/Significant Event) 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): November 9, 2015 PARAGON OFFSHORE plc (Exact name of Registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or other jurisdiction of incorporation o |
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| November 9, 2015 |
10-Q 1 a2015q310-q9302015.htm FORM 10-Q FOR QUARTERLY PERIOD ENDED SEPTEMBER 30, 2015 Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2015 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXC |
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| November 9, 2015 |
Paragon Offshore plc 3151 Briarpark Drive Suite 700 Houston, Texas 77042 EXHIBIT 99.1 Paragon Offshore plc 3151 Briarpark Drive Suite 700 Houston, Texas 77042 PRESS RELEASE PARAGON OFFSHORE REPORTS THIRD QUARTER 2015 RESULTS AND PROVIDES FLEET STATUS REPORT • Adjusted EBITDA of $140.3 million net of impairments and tax benefit; revenues of $369.0 million • Non-cash impairment charge of $1.15 billion • Expect full-year 2015 contract drilling services costs to decrease b |
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| October 30, 2015 |
8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): October 26, 2015 Paragon Offshore plc (Exact name of Registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or other jurisdiction of incorporation o |
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| October 30, 2015 |
EX-10.1 2 ex101.htm EXHIBIT 10.1 [DATE] Re: Key Employee Retention Plan (KERP) Dear [EMPLOYEE NAME]: In recognition of your continuing key role at and services on behalf of Paragon Offshore Services, LLC and its affiliates (collectively, “Paragon”), you shall be entitled to a bonus upon the terms and conditions set forth in this letter (“Agreement”). This Agreement is between you and Paragon’s aff |
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| September 22, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): September 21, 2015 Paragon Offshore plc (Exact name of Registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or other jurisdiction of incorporation or |
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| September 4, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): September 3, 2015 Paragon Offshore plc (Exact name of Registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or other jurisdiction of incorporation or o |
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| September 4, 2015 |
Exhibit Paragon Offshore plc 3151 Briarpark Drive Suite 700 Houston, Texas 77042 PRESS RELEASE PARAGON OFFSHORE ANNOUNCES BORROWING OF SUBSTANTIALLY ABLL REMAINING CAPACITY UNDER SENIOR SECURED REVOLVING CREDIT FACILITY HOUSTON, September 3, 2015 - Paragon Offshore plc (?Paragon?) (NYSE: PGN) announced today that it had borrowed approximately $332 million under its senior secured revolving credit facility with JPMorgan Chase Bank, N. |
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| August 13, 2015 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2015 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NUMBER: 001-36465 Parag |
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| August 12, 2015 |
Paragon Offshore plc 3151 Briarpark Drive Suite 700 Houston, Texas 77042 EX-99.1 2 a2015q2-exhibit991.htm EXHIBIT 99.1 EXHIBIT 99.1 Paragon Offshore plc 3151 Briarpark Drive Suite 700 Houston, Texas 77042 PRESS RELEASE PARAGON OFFSHORE REPORTS SECOND QUARTER 2015 RESULTS HOUSTON, August 12, 2015 - Paragon Offshore plc (“Paragon”) (NYSE: PGN) today reported second quarter 2015 net income of $47.3 million, or $0.51 per diluted share as compared to second quarter 2014 net |
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| August 12, 2015 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 a2015q28-k.htm SECOND QUARTER 2015 EARNINGS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): August 12, 2015 PARAGON OFFSHORE plc (Exact name of Registrant as specified in its charter) England and Wales 001-36465 98-1146017 (S |
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| August 10, 2015 |
PGNPQ / Paragon Offshore plc / VANGUARD GROUP INC Passive Investment paragonoffshoreplc.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 2 )* Name of issuer: Paragon Offshore PLC Title of Class of Securities: Common Stock CUSIP Number: G6S01W108 Date of Event Which Requires Filing of this Statement: July 31, 2015 Check the appropriate box |
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| August 7, 2015 |
PARAGON OFFSHORE RECEIVES CONTINUED LISTING STANDARDS NOTICE FROM NYSE EX-99.1 2 exhibit991.htm EXHIBIT 99.1 PRESS RELEASE PARAGON OFFSHORE RECEIVES CONTINUED LISTING STANDARDS NOTICE FROM NYSE HOUSTON, August 7, 2015 - Paragon Offshore plc (“Paragon”) (NYSE: PGN) today announced that it had received a letter from The New York Stock Exchange (the “NYSE”) notifying it that, for 30 consecutive trading days, the price for Paragon’s common shares was below the minimum $1 |
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| August 7, 2015 |
8-K Body UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): August 6, 2015 Paragon Offshore plc (Exact name of Registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or other jurisdiction of incorporatio |
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| June 4, 2015 |
DATED JUNE 3, 2015 PROSPECTOR ONE CORPORATION (AS LESSOR) AND PROSPECTOR RIG 1 CONTRACTING COMPANY S. |
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| June 4, 2015 |
DATED JUNE 3, 2015 PROSPECTOR FIVE CORPORATION (AS LESSOR) AND PROSPECTOR RIG 5 CONTRACTING COMPANY S. |
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| June 4, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): June 3, 2015 Paragon Offshore plc (Exact name of Registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or other jurisdiction of incorporation or organi |
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| June 1, 2015 |
PARAGON OFFSHORE NAMES ALEJANDRA VELTMANN AS VICE PRESIDENT—CHIEF ACCOUNTING OFFICER Press Release PRESS RELEASE PARAGON OFFSHORE NAMES ALEJANDRA VELTMANN AS VICE PRESIDENT?CHIEF ACCOUNTING OFFICER HOUSTON, June 1, 2015 ? Paragon Offshore plc (?Paragon?) (NYSE: PGN) today announced that Alejandra Veltmann has joined the company as Vice President ? Chief Accounting Officer reporting to Steven A. |
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| June 1, 2015 |
8-K 1 a8-kxveltmannannouncement.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): June 1, 2015 Paragon Offshore plc (Exact name of Registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or other |
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| May 14, 2015 |
10-Q 1 a2015q110-q3312015.htm FORM 10-Q FOR QUARTERLY PERIOD ENDED MARCH 31, 2015 Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2015 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE AC |
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| May 13, 2015 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 2015 Q1 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): May 13, 2015 PARAGON OFFSHORE plc (Exact name of Registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or other jurisdiction of incorporati |
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| May 13, 2015 |
Paragon Offshore plc 3151 Briarpark Drive Suite 700 Houston, Texas 77042 2015 Q1 - Exhibit 99.1 EXHIBIT 99.1 Paragon Offshore plc 3151 Briarpark Drive Suite 700 Houston, Texas 77042 PRESS RELEASE PARAGON OFFSHORE REPORTS FIRST QUARTER 2015 RESULTS HOUSTON, May 13, 2015 - Paragon Offshore plc (?Paragon?) (NYSE: PGN) today reported first quarter 2015 net income of $61.1 million , or $0.69 per diluted share as compared to first quarter 2014 net income of $124.6 million , |
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| May 8, 2015 |
As filed with the Securities and Exchange Commission on May 8, 2015 Registration No. |
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| May 8, 2015 |
S-8 Employee Plan As filed with the Securities and Exchange Commission on May 8, 2015 Registration No. |
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| May 7, 2015 |
8-K 1 a8-kx2015agm.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): May 1, 2015 Paragon Offshore plc (Exact name of Registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or other jurisdiction |
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| May 6, 2015 |
Paragon Offshore 8-K (Current Report/Significant Event) 8-K - Pemex Disclosure UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| April 24, 2015 |
DEFA14A 1 d913855ddefa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1) Filed by the Registrant þ Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as |
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| March 20, 2015 |
2015 Proxy UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant X Filed by a Party other than the Registrant Check the appropriate box: Preliminary Proxy Statement Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) X Defin |
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| March 13, 2015 |
10-K 1 a10-k12312014xpgn.htm FORM 10-K FOR FISCAL YEAR ENDED DECEMBER 31, 2014 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2014 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transitio |
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| March 13, 2015 |
Exhibit 21.1 Paragon Offshore plc Subsidiaries Name Country Nature of business Arktik Drilling Limited, Inc. Bahamas JV company; rig owner Bawden Drilling Inc. Delaware Dormant Bawden Drilling International Ltd. Bermuda Dormant Frontier Discoverer Kft. Hungary Service company Frontier Drilling do Brasil Ltda Brazil Dormant Frontier Drilling Nigeria Limited Nigeria Contracting entity Frontier Drill |
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| February 25, 2015 |
PARAGON OFFSHORE PLC 2014 EMPLOYEE OMNIBUS INCENTIVE PLAN TIME-VESTED RESTRICTED STOCK UNIT AWARD EX-10.2 3 exhibit102-tvrsuawardagree.htm FORM OF TIME VESTED RESTRICTED STOCK UNIT AWARD Exhibit 10.2 PARAGON OFFSHORE PLC 2014 EMPLOYEE OMNIBUS INCENTIVE PLAN TIME-VESTED RESTRICTED STOCK UNIT AWARD THIS AWARD AGREEMENT (“Agreement”), made as of the day of , 2015 (the “Grant Date”), by Paragon Offshore plc, a public limited company incorporated under the laws of England and Wales (the “Company”) |
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| February 25, 2015 |
Exhibit 10.3 PARAGON OFFSHORE PLC 2014 EMPLOYEE OMNIBUS INCENTIVE PLAN PERFORMANCE-VESTED RESTRICTED STOCK UNIT AWARD THIS AWARD AGREEMENT (“Agreement”), made as of the day of , 2015 (the “Grant Date”) by Paragon Offshore plc, a public limited company incorporated under the laws of England and Wales (the “Company”) evidences the Award (as defined in the Paragon Offshore plc 2014 Employee Omnibus I |
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| February 25, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): February 19, 2015 PARAGON OFFSHORE plc (Exact name of Registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or other jurisdiction of incorporation or o |
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| February 25, 2015 |
PARAGON OFFSHORE PLC EXECUTIVE BONUS PLAN Exhibit 10.1 PARAGON OFFSHORE PLC EXECUTIVE BONUS PLAN 1.Purpose. The purpose of this Paragon Offshore plc Executive Bonus Plan (the “Bonus Plan”) is to set forth the terms and conditions of the annual cash incentive program of Paragon Offshore plc (the “Company”) as it applies to the executives participating herein and to assist the Company and its affiliates in attracting, retaining, motivating |
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| February 19, 2015 |
Paragon Offshore plc 3151 Briarpark Drive Suite 700 Houston, Texas 77042 EX-99.1 2 a2014q4-exhibit991.htm EXHIBIT 99.1 EXHIBIT 99.1 Paragon Offshore plc 3151 Briarpark Drive Suite 700 Houston, Texas 77042 PRESS RELEASE PARAGON OFFSHORE REPORTS FOURTH QUARTER AND FULL YEAR 2014 RESULTS HOUSTON, February 19, 2015 - Paragon Offshore plc (“Paragon”) (NYSE: PGN) today reported a fourth quarter 2014 net income of $2.8 million, or $0.03 per diluted share as compared to fourth |
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| February 19, 2015 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): February 19, 2015 PARAGON OFFSHORE plc (Exact name of Registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or other jurisdiction of incorporation or o |
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| February 17, 2015 |
PGNPQ / Paragon Offshore plc / Firefly Value Partners, LP Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 ) * PARAGON OFFSHORE PLC (Name of Issuer) Ordinary Shares, par value $0.01 per share (Title of Class of Securities) G6S01W108 (CUSIP Number) December 31, 2014 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate th |
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| February 17, 2015 |
PGNPQ / Paragon Offshore plc / FRANKLIN RESOURCES INC Passive Investment SC 13G 1 para14in.htm CUSIP NO. G6S01W108 13G Page 1 of 15 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Paragon Offshore plc (Name of Issuer) Ordinary Shares, par value $0.01 per share (Title of Class of Securities) G6S01W108 (CUSIP Number) December 31, 2014 (Date of Event Which Requires Filing of t |
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| February 10, 2015 |
PGNPQ / Paragon Offshore plc / VANGUARD GROUP INC Passive Investment paragonoffshoreplcamd1.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1)* Name of issuer: Paragon Offshore PLC Title of Class of Securities: Common Stock CUSIP Number: G6S01W108 Date of Event Which Requires Filing of this Statement: January 31, 2015 Check the appropriat |
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| February 10, 2015 |
PGNPQ / Paragon Offshore plc / VANGUARD GROUP INC Passive Investment SC 13G 1 paragonoffshoreplc.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 0 )* Name of issuer: Paragon Offshore PLC Title of Class of Securities: Common Stock CUSIP Number: G6S01W108 Date of Event Which Requires Filing of this Statement: December 31, 2014 Check the appropriate box to designate the rule pursuant |
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| December 8, 2014 |
2014 Wells Fargo Energy Symposium EX-99.1 Exhibit 99.1 PARAGON OFFSHORE 2014 Wells Fargo Energy Symposium Presentation for 1x1 Meetings December 8-9, 2014 New York, NY www.paragonoffshore.com Safe Harbor Statement PARAGON OFFSHORE This material contains statements that are “forward-looking statements” about Paragon’s business and financial performance. These statements can be identified by the fact that they do relate strictly to |
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| December 8, 2014 |
Regulation FD Disclosure, Financial Statements and Exhibits 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): December 8, 2014 PARAGON OFFSHORE plc (Exact name of Registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or other jurisdiction of incorporation o |
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| November 19, 2014 |
EX-10.1 Exhibit 10.1 SHARE PURCHASE AGREEMENT by and between PARAGON OFFSHORE PLC and [SELLER NAME] November 17, 2014 SHARE PURCHASE AGREEMENT THIS SHARE PURCHASE AGREEMENT (this “Agreement”), dated November 17, 2014, is entered into between [SELLER NAME], [[an individual residing at [ADDRESS / COMPANY NUMBER]]{OR}[a [JURISDICTION OF ORGANIZATION] [TYPE OF ENTITY], [ADDRESS / COMPANY NUMBER]] (the |
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| November 19, 2014 |
EX-99.2 4 d824168dex992.htm EX-99.2 Exhibit 99.2 Paragon Offshore plc 3151 Briarpark Drive Suite 700 Houston, Texas 77042 PRESS RELEASE PARAGON OFFSHORE UPDATES SHARE POSITION IN PROSPECTOR OFFSHORE AND ANNOUNCES OSLO INVESTOR PRESENTATION HOUSTON, November 17, 2014 – Earlier today, Paragon Offshore plc (“Paragon”) (NYSE: PGN) reported that it acquired 52,749,014 shares of Prospector Offshore Dril |
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| November 19, 2014 |
PARAGON OFFSHORE ANNOUNCES ACQUISITION OF A MAJORITY STAKE IN PROSPECTOR OFFSHORE EX-99.1 Exhibit 99.1 Paragon Offshore plc 3151 Briarpark Drive Suite 700 Houston, Texas 77042 PRESS RELEASE PARAGON OFFSHORE ANNOUNCES ACQUISITION OF A MAJORITY STAKE IN PROSPECTOR OFFSHORE HOUSTON, November 17, 2014 – Paragon Offshore plc (“Paragon”) (NYSE: PGN) today reported that it has acquired 52,749,014 shares of Prospector Offshore Drilling S.A., a publicly traded offshore drilling company |
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| November 19, 2014 |
8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): November 17, 2014 PARAGON OFFSHORE plc (Exact name of Registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or other jurisdiction of incorporation |
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| November 13, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2014 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Paragon Offshore plc (Exact name of registrant as |
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| November 12, 2014 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): November 10, 2014 PARAGON OFFSHORE plc (Exact name of Registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or other jurisdiction of incorporation |
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| November 12, 2014 |
PARAGON OFFSHORE REPORTS THIRD QUARTER 2014 RESULTS EX-99.1 EXHIBIT 99.1 Paragon Offshore plc 3151 Briarpark Drive Suite 700 Houston, Texas 77042 PRESS RELEASE PARAGON OFFSHORE REPORTS THIRD QUARTER 2014 RESULTS HOUSTON, November 10, 2014 – Paragon Offshore plc (“Paragon”) (NYSE: PGN) today reported a third quarter 2014 net loss of $894 million, or $10.14 per diluted share as compared to third quarter 2013 net income of $158 million, or $1.80 per d |
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| November 3, 2014 |
EXHIBIT 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13G (including amendments thereto) with respect to the Ordinary Shares of Paragon Offshore PLC, and further agree that this Joint Filing Agreement be included as an Exhibit |
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| November 3, 2014 |
PGNPQ / Paragon Offshore plc / Firefly Value Partners, LP - SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. ) * PARAGON OFFSHORE PLC (Name of Issuer) Ordinary Shares, par value $0.01 per share (Title of Class of Securities) G6S01W108 (CUSIP Number) October 24, 2014 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the r |
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| September 2, 2014 |
Regulation FD Disclosure, Financial Statements and Exhibits 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): September 2, 2014 PARAGON OFFSHORE plc (Exact name of Registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or other jurisdiction of incorporation |
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| September 2, 2014 |
Barclays CEO Energy-Power Conference EX-99.1 Barclays CEO Energy-Power Conference www.paragonoffshore.com September 2-4, 2014 New York City Exhibit 99.1 Disclosure www.paragonoffshore.com 2 This material contains statements that are “forward-looking statements” about Paragon’s business and financial performance. These statements can be identified by the fact that they do relate strictly to current or historical facts. Each future pro |
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| August 29, 2014 |
PARAGON OFFSHORE PLC PERFORMANCE-VESTED RESTRICTED STOCK UNIT EMA AWARD Exhibit 10.12 PARAGON OFFSHORE PLC PERFORMANCE-VESTED RESTRICTED STOCK UNIT EMA AWARD THIS INSTRUMENT, made as of the 15th day of August, 2014 by Paragon Offshore plc, a public limited company incorporated under the laws of England and Wales (the “Company”) evidences the EMA Award (as defined in the Paragon Offshore plc 2014 Employee Omnibus Incentive Plan (the “Plan”)) of performance-vested restr |
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| August 29, 2014 |
PARAGON OFFSHORE PLC TIME-VESTED RESTRICTED STOCK UNIT EMA AWARD Exhibit 10.13 PARAGON OFFSHORE PLC TIME-VESTED RESTRICTED STOCK UNIT EMA AWARD THIS INSTRUMENT, made as of the 15th day of August, 2014 by Paragon Offshore plc, a public limited company incorporated under the laws of England and Wales (the “Company”) evidences the EMA Award (as defined in the Paragon Offshore plc 2014 Employee Omnibus Incentive Plan (the “Plan”)) of time-vested restricted stock un |
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| August 29, 2014 |
Exhibit 3.1 Company Number: 8814042 THE COMPANIES ACT 2006 ARTICLES OF ASSOCIATION - of - PARAGON OFFSHORE PLC CONTENTS Heading Articles Exclusion of Other Regulations 1 Definitions and Interpretation 1 Registered office 5 Limited liability 5 Change of name 5 Share Capital 5-9 Variation of Rights 9 Shares in Uncertificated Form 10 Share Certificates 10-11 Lien 11-12 Calls on Shares 12-13 Forfeitur |
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| August 29, 2014 |
PARAGON OFFSHORE PLC 2014 DIRECTOR OMNIBUS PLAN TIME-VESTED RESTRICTED STOCK UNIT AWARD Exhibit 10.15 PARAGON OFFSHORE PLC 2014 DIRECTOR OMNIBUS PLAN TIME-VESTED RESTRICTED STOCK UNIT AWARD THIS INSTRUMENT, made as of the day of , 201 , by Paragon Offshore plc, a public limited company incorporated under the laws of England and Wales (the “Company”) evidences the time-vested Restricted Stock Units (as defined in the Plan) awarded hereunder to (“Director”) and sets forth the restricti |
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| August 29, 2014 |
PARAGON OFFSHORE PLC 2014 EMPLOYEE OMNIBUS INCENTIVE PLAN TIME-VESTED RESTRICTED STOCK UNIT AWARD Exhibit 10.14 PARAGON OFFSHORE PLC 2014 EMPLOYEE OMNIBUS INCENTIVE PLAN TIME-VESTED RESTRICTED STOCK UNIT AWARD THIS INSTRUMENT, made as of the day of , 201 , by Paragon Offshore plc, a public limited company incorporated under the laws of England and Wales (the “Company”) evidences the time-vested Restricted Stock Units (as defined in the Plan) awarded hereunder to (“Employee”) and sets forth the |
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| August 29, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q 10-Q 1 d776671d10q.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2014 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Paragon |
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| August 18, 2014 |
EX-10.2 Exhibit 10.2 EMPLOYMENT AGREEMENT by and between [PARAGON OFFSHORE SERVICES LLC] and , 201 EMPLOYMENT AGREEMENT TABLE OF CONTENTS Page 1. Employment 1 2. Employment Term 1 (a) Term 1 (b) Relationship Prior to Effective Date 2 3. Positions and Duties 2 4. Compensation and Related Matters 3 (a) Base Salary 3 (b) Annual Bonus 3 (c) Employee Benefits 4 (i) Incentive, Savings and Retirement Pla |
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| August 18, 2014 |
PARAGON OFFSHORE SERVICES LLC 2014 Short-Term Incentive Plan Plan Overview, Terms and Conditions EX-10.1 Exhibit 10.1 PARAGON OFFSHORE SERVICES LLC 2014 Short-Term Incentive Plan (“STIP”) Plan Overview, Terms and Conditions Plan Purpose The success of Paragon Offshore Services LLC (“Paragon Offshore”) and its subsidiaries (collectively, the “Company”) is a result of the efforts of all key employees. In order to focus each employee’s efforts on optimizing the Company’s overall operational and |
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| August 18, 2014 |
Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): August 13, 2014 PARAGON OFFSHORE plc (Exact name of Registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or other jurisdiction of incorporati |
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| August 14, 2014 |
PGNPQ / Paragon Offshore plc S-8 - - FORM S-8 Form S-8 As filed with the Securities and Exchange Commission on August 14, 2014 Registration No. |
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| August 14, 2014 |
PGNPQ / Paragon Offshore plc S-8 - - FORM S-8 Form S-8 As filed with the Securities and Exchange Commission on August 14, 2014 Registration No. |
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| August 5, 2014 |
PARAGON GRANDFATHERED 401(k) SAVINGS RESTORATION PLAN EX-10.7 9 d769173dex107.htm EX-10.7 Exhibit 10.7 PARAGON GRANDFATHERED 401(k) SAVINGS RESTORATION PLAN THIS PLAN, made and executed at Sugar Land, Texas, by PARAGON OFFSHORE SERVICES LLC, a Delaware limited liability company (the “Company”), WITNESSETH THAT: WHEREAS, certain of the Employers (as defined below) have heretofore participated in the Noble Drilling Services Inc. 401(k) Savings Restorat |
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| August 5, 2014 |
PARAGON OFFSHORE COMPLETES SPIN-OFF FROM NOBLE CORPORATION EX-99.1 12 d769173dex991.htm EX-99.1 Exhibit 99.1 Paragon Offshore plc 3151 Briarpark Drive, Suite 700 Houston, Texas 77042 PRESS RELEASE PARAGON OFFSHORE COMPLETES SPIN-OFF FROM NOBLE CORPORATION HOUSTON, August 4, 2014 – Paragon Offshore plc (“Paragon”) (NYSE: PGN) announced today the completion of its spin-off from Noble Corporation plc (“Noble”) (NYSE: NE) into a separate, publicly-traded comp |
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| August 5, 2014 |
8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): July 31, 2014 PARAGON OFFSHORE plc (Exact name of Registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or other jurisdiction of incorporation or o |
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| August 5, 2014 |
EMPLOYEE MATTERS AGREEMENT NOBLE CORPORATION PARAGON OFFSHORE PLC TABLE OF CONTENTS EX-10.2 Exhibit 10.2 EMPLOYEE MATTERS AGREEMENT BETWEEN NOBLE CORPORATION AND PARAGON OFFSHORE PLC TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1 ARTICLE II GENERAL PRINCIPLES 6 2.1 Paragon Plans 6 2.2 Noble Plans 8 2.3 Cooperation On Compliance And Information Sharing 8 2.4 Effect of Transactions 10 2.5 Seconded Employees 12 2.6 Reimbursement of Liabilities 12 ARTICLE III DEFINED BENEFIT PLANS 13 |
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| August 5, 2014 |
EX-10.1 Exhibit 10.1 Execution Version TAX SHARING AGREEMENT between NOBLE CORPORATION PLC and PARAGON OFFSHORE PLC dated as of July 31, 2014 TABLE OF CONTENTS ARTICLE I DEFINITIONS AND EXAMPLES 1 Section 1.1 Definitions 1 Section 1.2 Examples 7 ARTICLE II TAX LIABILITIES AND TAX BENEFITS 7 Section 2.1 Noble Taxes 7 (a) Liability for Taxes 7 (b) Payment for Paragon Tax Benefits 8 Section 2.2 Parag |
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| August 5, 2014 |
EX-10.3 Exhibit 10.3 EXECUTION COPY TRANSITION SERVICES AGREEMENT This TRANSITION SERVICES AGREEMENT (the “Agreement”) is entered into as of July 31, 2014 between Noble Corporation, an exempted company limited by shares incorporated and existing under the laws of the Cayman Islands (“Noble”), and Paragon Offshore plc, a public limited company registered in England and Wales (“Paragon”). Noble and |
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| August 5, 2014 |
EX-10.9 Exhibit 10.9 FORM OF DEED OF INDEMNITY THIS DEED OF INDEMNITY (this “Deed”), made and entered into as of this day of , 20 , by and between Paragon Offshore plc, a company registered in England and Wales with company number 08814042 (the “Company”), and (“Indemnitee”), who is currently serving or will serve the Company in the capacity of a director and/or officer thereof; WITNESSETH: WHEREA |
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| August 5, 2014 |
PARAGON 401(k) SAVINGS RESTORATION PLAN EX-10.8 Exhibit 10.8 PARAGON 401(k) SAVINGS RESTORATION PLAN THIS PLAN, made and executed at Sugar Land, Texas, by PARAGON OFFSHORE SERVICES LLC, a Delaware limited liability company (the “Company”), WITNESSETH THAT: WHEREAS, certain of the Employers (as defined below) have heretofore participated in the Noble Drilling Services Inc. 2009 401(k) Savings Restoration Plan (the “Noble 2009 Plan”) that |
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| August 5, 2014 |
EX-10.5 Exhibit 10.5 PARAGON OFFSHORE PLC 2014 EMPLOYEE OMNIBUS INCENTIVE PLAN PARAGON OFFSHORE PLC 2014 EMPLOYEE OMNIBUS INCENTIVE PLAN 1. Plan. Paragon Offshore Limited, a company organized under the laws of England and Wales (as predecessor to Paragon Offshore plc, a company organized under the laws of England and Wales) (the “Company”), established this Paragon Offshore plc 2014 Employee Omnib |
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| August 5, 2014 |
EX-10.4 Exhibit 10.4 EXECUTION COPY TRANSITION SERVICES AGREEMENT (BRAZIL) This TRANSITION SERVICES AGREEMENT for Brazil (the Agreement) is entered into as of July 31, 2014 among Paragon Offshore do Brasil Limitada, a company organized under the laws of Brazil (Limitada or the Service Provider), Paragon Offshore (Nederland) B.V., a company organized under the laws of the Netherlands (PONBV |
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| August 5, 2014 |
PARAGON OFFSHORE PLC 2014 DIRECTOR OMNIBUS PLAN PARAGON OFFSHORE PLC 2014 DIRECTOR OMNIBUS PLAN EX-10.6 Exhibit 10.6 PARAGON OFFSHORE PLC 2014 DIRECTOR OMNIBUS PLAN PARAGON OFFSHORE PLC 2014 DIRECTOR OMNIBUS PLAN 1. Plan. Paragon Offshore Limited, a company organized under the laws of England and Wales (as predecessor to Paragon Offshore plc, a company organized under the laws of England and Wales) (the “Company”), established this Paragon Offshore plc 2014 Director Omnibus Plan (this “Plan” |
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| August 5, 2014 |
EX-2.1 Exhibit 2.1 EXECUTION COPY MASTER SEPARATION AGREEMENT BETWEEN NOBLE CORPORATION AND PARAGON OFFSHORE PLC TABLE OF CONTENTS ARTICLE I DEFINITIONS 1 1.1 Definitions 1 1.2 Interpretation 14 ARTICLE II SEPARATION AND RELATED TRANSACTIONS 15 2.1 Separation 15 2.2 Intellectual Property 16 2.2 Instruments of Transfer and Assumption 17 2.3 No Representations or Warranties 18 2.4 Agreements 18 2.5 |
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| July 22, 2014 |
EX-4.2 3 d761533dex42.htm EX-4.2 Exhibit 4.2 Execution Version SENIOR SECURED TERM LOAN AGREEMENT Dated as of July 18, 2014 Among PARAGON OFFSHORE PLC, as Parent, PARAGON OFFSHORE FINANCE COMPANY, as Borrower, THE LENDERS PARTIES HERETO, and JPMORGAN CHASE BANK, N.A., as Administrative Agent, J.P. MORGAN SECURITIES LLC, DEUTSCHE BANK SECURITIES INC., as Global Coordinators, Joint Lead Arrangers, a |
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| July 22, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): July 18, 2014 Paragon Offshore plc (Exact name of Registrant as specified in its charter) England and Wales 001-36465 98-1146017 (State or other jurisdiction of incorporation or organ |
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| July 22, 2014 |
EX-4.1 Exhibit 4.1 EXECUTION VERSION SENIOR NOTES INDENTURE Dated as of July 18, 2014 Among PARAGON OFFSHORE PLC, THE SUBSIDIARY GUARANTORS LISTED ON THE SIGNATURE PAGES HERETO, DEUTSCHE BANK TRUST COMPANY AMERICAS, as Trustee and DEUTSCHE BANK LUXEMBOURG S.A., as Paying Agent and Transfer Agent 6.75% SENIOR NOTES DUE 2022 and 7.25% SENIOR NOTES DUE 2024 TABLE OF CONTENTS Page ARTICLE 1 DEFINITION |
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| July 16, 2014 |
PGNPQ / Paragon Offshore plc CORRESP - - July 16, 2014 Via EDGAR U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Request for Acceleration of Effectiveness of Registration Statement on Form 10 (Registration Statement No. 001-36465) Ladies and Gentlemen: Paragon Offshore Limited, a limited company incorporated under the laws of England and Wales (the “Company”), hereby requests that the effectiveness o |
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| July 14, 2014 |
NOBLE CORPORATION plc Devonshire House 1 Mayfair Place London W1J 8AJ July [—], 2014 Table of Contents Exhibit 99.1 NOBLE CORPORATION plc Devonshire House 1 Mayfair Place London W1J 8AJ England July [—], 2014 To the Shareholders of Noble Corporation: I am pleased to inform you that, on July 11, 2014, the board of directors of Noble Corporation plc approved the spin-off of Paragon Offshore plc, or Paragon Offshore, an indirect, wholly-owned subsidiary of Noble, through a pro rata s |
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| July 14, 2014 |
As filed with the Securities and Exchange Commission on July 11, 2014 10-12B/A As filed with the Securities and Exchange Commission on July 11, 2014 File No. |
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| July 14, 2014 |
EX-4.2 Exhibit 4.2 FORM OF SENIOR SECURED TERM LOAN AGREEMENT Dated as of July [ ], 2014 Among PARAGON OFFSHORE PLC, as Parent, PARAGON OFFSHORE FINANCE COMPANY, as Borrower, THE LENDERS PARTIES HERETO, and JPMORGAN CHASE BANK, N.A., as Administrative Agent, J.P. MORGAN SECURITIES LLC, DEUTSCHE BANK SECURITIES INC., as Joint Lead Arrangers BARCLAYS BANK PLC, WELLS FARGO BANK, NATIONAL ASSOCIATION, |
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| July 14, 2014 |
EX-4.3 Exhibit 4.3 FORM OF SENIOR NOTES INDENTURE Dated as of July [ ], 2014 Among PARAGON OFFSHORE PLC, THE SUBSIDIARY GUARANTORS LISTED ON THE SIGNATURE PAGES HERETO and DEUTSCHE BANK TRUST COMPANY AMERICAS, as Trustee 6.75% SENIOR NOTES DUE 2022 and 7.25% SENIOR NOTES DUE 2024 TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS AND INCORPORATION BY REFERENCE 1 Section 1.01 Definitions 1 Section 1.02 O |
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| July 3, 2014 |
EX-10.2 Exhibit 10.2 FORM OF EMPLOYEE MATTERS AGREEMENT BETWEEN NOBLE CORPORATION AND PARAGON OFFSHORE PLC TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1 ARTICLE II GENERAL PRINCIPLES 6 2.1 Paragon Plans 6 2.2 Noble Plans 7 2.3 Cooperation On Compliance And Information Sharing 8 2.4 Effect of Transactions 10 2.5 Seconded Employees 12 2.6 Reimbursement of Liabilities 12 ARTICLE III DEFINED BENEFIT |
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| July 3, 2014 |
EX-21.1 12 d727354dex211.htm EX-21.1 Exhibit 21.1 Subsidiaries of Paragon Offshore Limited Name State or Other Jurisdiction of Incorporation or Organization Arktik Drilling Limited, Inc. Bahamas Bawden Drilling International Ltd. Bermuda Resolute Insurance Group Limited Bermuda Frontier Drilling do Brasil Ltda. Brazil Frontier Drilling Services Ltda. Brazil Paragon Offshore Brasil Investimentos E |
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| July 3, 2014 |
EX-10.6 Exhibit 10.6 FORM OF PARAGON OFFSHORE PLC 2014 DIRECTOR OMNIBUS PLAN PARAGON OFFSHORE PLC 2014 DIRECTOR OMNIBUS PLAN 1. Plan. Paragon Offshore Limited, a company organized under the laws of England and Wales (as predecessor to Paragon Offshore plc, a company organized under the laws of England and Wales) (the “Company”), established this Paragon Offshore plc 2014 Director Omnibus Plan (thi |
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| July 3, 2014 |
PGNPQ / Paragon Offshore plc 10-12B/A - - 10-12B/A 10-12B/A As filed with the Securities and Exchange Commission on July 3, 2014 File No. |
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| July 3, 2014 |
EX-10.8 Exhibit 10.8 FORM OF DEED OF INDEMNITY THIS DEED OF INDEMNITY (this “Deed”), made and entered into as of this [ ] day of [ ], 20[ ], by and between Paragon Offshore Limited, a company registered in England and Wales with company number 08814042 (the “Company”), and [ ] (“Indemnitee”), who is currently serving or will serve the Company in the capacity of a director and/or officer thereof; W |
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| July 3, 2014 |
EX-4.1 Exhibit 4.1 Execution Version SENIOR SECURED REVOLVING CREDIT AGREEMENT Dated as of June 17, 2014 among PARAGON OFFSHORE LIMITED, as Parent Borrower, PARAGON INTERNATIONAL FINANCE COMPANY, as Cayman Borrower, THE LENDERS AND ISSUING BANKS PARTIES HERETO, and JPMORGAN CHASE BANK, N.A., as Administrative Agent, DEUTSCHE BANK SECURITIES INC., BARCLAYS BANK PLC, as Syndication Agents CITIBANK, |
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| July 3, 2014 |
FORM OF TRANSITION SERVICES AGREEMENT EX-10.5 Exhibit 10.5 FORM OF TRANSITION SERVICES AGREEMENT (BRAZIL) This TRANSITION SERVICES AGREEMENT for Brazil (the “Agreement”) is entered into as of [ ], 2014 among Paragon Offshore do Brasil Limitada, a company organized under the laws of Brazil (“Limitada” or the “Service Provider”), Paragon Offshore (Nederland) B.V., a company organized under the laws of the Netherlands (“PONBV”), Paragon |
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| July 3, 2014 |
EX-10.3 Exhibit 10.3 FORM OF TAX SHARING AGREEMENT between NOBLE CORPORATION PLC and PARAGON OFFSHORE PLC dated as of [ ], 2014 TABLE OF CONTENTS ARTICLE I DEFINITIONS AND EXAMPLES 1 Section 1.1 Definitions 1 Section 1.2 Examples 7 ARTICLE II TAX LIABILITIES AND TAX BENEFITS 7 Section 2.1 Noble Taxes 7 (a) Liability for Taxes 7 (b) Payment for Paragon Tax Benefits 8 Section 2.2 Paragon Taxes 8 (a) |
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| July 3, 2014 |
Exhibit 3.2 THE COMPANIES ACT 2006 FORM OF ARTICLES OF ASSOCIATION - OF - PARAGON OFFSHORE PLC COMPANY NUMBER: 8814042 CONTENTS Heading Articles Exclusion of Other Regulations 1 Definitions and Interpretation 2 Registered office 3 Limited liability 4 Change of name 5 Share Capital 6-11 Variation of Rights 12-15 Shares in Uncertificated Form 16-18 Share Certificates 19-26 Lien 27-30 Calls on Shares |
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| July 3, 2014 |
NOBLE CORPORATION plc Devonshire House 1 Mayfair Place London W1J 8AJ , 2014 EX-99.1 Table of Contents Exhibit 99.1 NOBLE CORPORATION plc Devonshire House 1 Mayfair Place London W1J 8AJ England , 2014 To the Shareholders of Noble Corporation: I am pleased to inform you that, on , 2014, the board of directors of Noble Corporation plc approved the spin-off of Paragon Offshore plc, or Paragon Offshore, an indirect, wholly-owned subsidiary of Noble, through a pro rata share di |
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| July 3, 2014 |
EX-10.1 Exhibit 10.1 FORM OF MASTER SEPARATION AGREEMENT BETWEEN NOBLE CORPORATION AND PARAGON OFFSHORE PLC TABLE OF CONTENTS ARTICLE I DEFINITIONS 1 1.1 Definitions 1 1.2 Interpretation 14 ARTICLE II SEPARATION AND RELATED TRANSACTIONS 15 2.1 Separation 15 2.2 Intellectual Property 16 2.2 Instruments of Transfer and Assumption 17 2.3 No Representations or Warranties 18 2.4 Agreements 18 2.5 Trans |
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| July 3, 2014 |
FORM OF TRANSITION SERVICES AGREEMENT EX-10.4 Exhibit 10.4 FORM OF TRANSITION SERVICES AGREEMENT This TRANSITION SERVICES AGREEMENT (the “Agreement”) is entered into as of [ ], 2014 between Noble Corporation, an exempted company limited by shares incorporated and existing under the laws of the Cayman Islands (“Noble”), and Paragon Offshore plc, a public limited company registered in England and Wales (“Paragon”). Noble and Paragon are |
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| July 3, 2014 |
EX-10.7 Exhibit 10.7 FORM OF PARAGON OFFSHORE PLC 2014 EMPLOYEE OMNIBUS INCENTIVE PLAN PARAGON OFFSHORE PLC 2014 EMPLOYEE OMNIBUS INCENTIVE PLAN 1. Plan. Paragon Offshore Limited, a company organized under the laws of England and Wales (as predecessor to Paragon Offshore plc, a company organized under the laws of England and Wales) (the “Company”), established this Paragon Offshore plc 2014 Employ |
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| July 2, 2014 |
PGNPQ / Paragon Offshore plc CORRESP - - CORRESP July 3, 2014 Via EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| May 23, 2014 |
NOBLE CORPORATION plc Devonshire House 1 Mayfair Place London W1J 8AJ , 2014 EX-99.1 Exhibit 99.1 NOBLE CORPORATION plc Devonshire House 1 Mayfair Place London W1J 8AJ England , 2014 To the Shareholders of Noble Corporation: I am pleased to inform you that, on , 2014, the board of directors of Noble Corporation plc approved the spin-off of Paragon Offshore plc, or Paragon Offshore, an indirect, wholly-owned subsidiary of Noble, through a pro rata share distribution to the |
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| May 23, 2014 |
FORM 10 As filed with the Securities and Exchange Commission on May 23, 2014 File No. |
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| May 23, 2014 |
EX-99.3 Exhibit 99.3 Consent of Director Nominee In connection with the Registration Statement on Form 10 (the “Registration Statement”) of Paragon Offshore Limited, the undersigned hereby consents to being named and described as a director nominee in the Registration Statement, the related Information Statement attached as an exhibit thereto (the “Information Statement”) and any amendment or supp |
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| May 23, 2014 |
May 23, 2014 Via EDGAR United States Securities and Exchange Commission 100 F Street, N. |
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| May 23, 2014 |
EX-3.1 Exhibit 3.1 THE COMPANIES ACT 2006 PRIVATE COMPANY LIMITED BY SHARES ARTICLES OF ASSOCIATION -of- PARAGON OFFSHORE LIMITED (Company Number: 08814042) PRELIMINARY 1. In these articles, “Model Articles” means the Model Articles for Public Companies as set out in Schedule 3 to the Companies (Model Articles) Regulations (SI 2008/3229) and the “Act” means the Companies Act 2006, including any st |
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| May 23, 2014 |
EX-99.2 4 d727354dex992.htm EX-99.2 Exhibit 99.2 Consent of Director Nominee In connection with the Registration Statement on Form 10 (the “Registration Statement”) of Paragon Offshore Limited, the undersigned hereby consents to being named and described as a director nominee in the Registration Statement, the related Information Statement attached as an exhibit thereto (the “Information Statement |
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| March 7, 2014 |
EX-99.1 Exhibit 99.1 Consent of Director Nominee Pursuant to Rule 438 of Regulation C promulgated under the Securities Act of 1933, as amended (the “Securities Act”), in connection with the Registration Statement on Form S-1 (the “Registration Statement”) of Paragon Offshore Limited, the undersigned hereby consents to being named and described as a director nominee in the Registration Statement an |
