NOBLE CORPORATION PLC ANNOUNCES PRICING OF UPSIZED OFFERING OF $800 MILLION PRINCIPAL AMOUNT OF 6.250% SENIOR NOTES DUE 2034

Rhea-AI Summary

Noble (NYSE: NE) priced an upsized private offering of $800 million 6.250% Senior Notes due 2034, issued at par by subsidiary Noble Finance II.

According to Noble, net proceeds plus cash will fund redemptions of 8.500% Diamond Notes due 2030 and $300 million of 8.000% 2030 Notes.

Positive

• Upsized senior notes offering to $800 million from $500 million
• New 6.250% Senior Notes due 2034 extend debt maturity profile
• Refinancing targets higher-coupon 8.500% Diamond Notes due 2030
• Plan includes redeeming $300 million of 8.000% 2030 senior notes

Negative

• Issuance of $800 million new senior notes increases gross debt outstanding
• Redemptions are conditional on successful completion of the 2034 notes offering
• New notes are unregistered, limited to qualified institutional buyers and Regulation S investors

News Market Reaction – NE

+0.02%

+0.02% Session close to close

In the Jun 2 session, NE gained 0.02%, reflecting a mild positive market reaction.

Data tracked by StockTitan Argus on the day of publication.

Market Context

This announcement outlines an upsized $800M 6.250% Senior Notes due 2034 offering, with proceeds and...

Analysis

This announcement outlines an upsized $800M 6.250% Senior Notes due 2034 offering, with proceeds and cash on hand intended to redeem higher‑coupon 8.500% and 8.000% notes maturing in 2030. It follows recent periods of solid earnings, including Q1 2026 net income of $121M and a $7.5B backlog. Investors may track subsequent debt balances, interest expense trends, execution of the planned redemptions, and how future results compare with the company’s 2026 guidance.

Key Figures

New notes principal: $800 million Coupon rate: 6.250% Original offering size: $500 million +5 more

8 metrics

New notes principal $800 million Aggregate principal amount of 6.250% Senior Notes due 2034

Coupon rate 6.250% Interest rate on new Senior Notes due 2034

Original offering size $500 million Previously announced aggregate principal amount before upsizing

Diamond Notes coupon 8.500% Coupon on Senior Secured Second Lien Notes due 2030 to be redeemed

Diamond Notes maturity 2030 Maturity year of 8.500% Senior Secured Second Lien Notes

2030 Notes coupon 8.000% Coupon on Senior Notes due 2030 of which $300M will be redeemed

2030 Notes principal redeemed $300 million Portion of 8.000% Senior Notes due 2030 targeted for redemption

Expected closing date June 11, 2026 Anticipated settlement date of the 6.250% Senior Notes offering

Historical Context

5 past events · Latest: May 21 (Positive)

Pattern 5 events

Date	Event	Sentiment	24h Move	Catalyst
May 21	Board appointment	Positive	-0.7%	Appointment of Halliburton CEO Jeff Miller to Noble’s Board.
Apr 26	Q1 2026 earnings	Positive	+8.2%	Strong Q1 results with $121M net income and higher backlog, dividend declared.
Apr 14	Earnings date notice	Neutral	-0.5%	Announcement of Q1 2026 earnings release and conference call schedule.
Feb 11	Q4/FY 2025 earnings	Neutral	-3.4%	Q4 and full‑year 2025 results, backlog update, dividend and 2026 guidance.
Feb 02	Earnings date notice	Neutral	+1.1%	Scheduling of Q4 and full‑year 2025 results and related conference call.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Pattern Detected

Recent news shows mostly aligned price reactions, with a positive Q1 2026 earnings surprise moving the stock up and other informational items causing modest moves; the director appointment was a mild divergence with a small decline.

Recent Company History

Over the last several months, Noble has focused on earnings strength and capital returns. Q4 2025 and full‑year results showed revenue of $764M and a growing backlog of $7.5B, alongside a recurring $0.50 quarterly dividend. Q1 2026 results delivered net income of $121M and adjusted EBITDA of $277M, lifting the stock about 8.2%. Against this backdrop of solid cash generation and backlog, today’s upsized $800M notes deal fits an ongoing balance sheet and capital structure optimization story.

Key Terms

senior notes, second lien, rule 144a, regulation s, +2 more

6 terms

senior notes financial

"its 6.250% Senior Notes due 2034 (the "Notes")."

Senior notes are a type of loan that a company borrows from investors, promising to pay it back with interest. They are called "senior" because in case the company faces financial trouble, these lenders are paid back before others. This makes senior notes safer for investors compared to other types of loans or bonds.

second lien financial

"8.500% Senior Secured Second Lien Notes due 2030 issued by Diamond"

A second lien is a lender’s claim on specific assets that ranks behind a first lien in priority; if the borrower defaults, the first lien holder is paid from the sale of those assets before the second lien holder receives anything. Investors should care because second-lien loans carry more risk than first liens and therefore typically offer higher returns, similar to standing in line behind another person to be repaid from the same pool of collateral.

rule 144a regulatory

"buyers pursuant to Rule 144A under the Securities Act of 1933, as amended"

Rule 144A is a regulation that makes it easier for companies to sell private bonds to large investors without going through all the usual rules that apply to public sales. It matters because it helps companies raise money more quickly and privately, often attracting big investors looking for special deals.

regulation s regulatory

"outside the United States only in compliance with Regulation S under the Securities Act"

Regulation S is a set of rules that allows companies to sell securities (like shares or bonds) to investors outside the United States without having to follow all U.S. securities laws. It matters because it makes it easier for companies to raise money from international investors while still complying with U.S. regulations.

indentures financial

"under the optional redemption provisions of either of the indentures governing the Diamond Notes"

Indentures are the written contracts that set out the terms and protections for a debt issue, such as a bond or note, including payment schedule, interest rate, collateral, and what happens if the borrower misses payments. Think of it like the rulebook and safety features for a loan that both the borrower and lenders agree to; investors use it to assess their rights, recoveries in trouble, and limits on the issuer’s future actions.

qualified institutional buyers regulatory

"offered in the United States only to persons reasonably believed to be qualified institutional buyers"

Qualified institutional buyers are large organizations, like big investment firms or banks, that are allowed to buy certain types of investment opportunities not available to everyday investors. Their size and experience matter because it ensures they understand and can handle complex financial deals, making markets more efficient and secure.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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HOUSTON, June 1, 2026 /PRNewswire/ -- Noble Corporation plc (NYSE: NE, "Noble" or the "Company") today announced that Noble Finance II LLC (the "Issuer"), a wholly owned subsidiary of the Company, has priced an offering (the "Offering") of $800 million in aggregate principal amount of its 6.250% Senior Notes due 2034 (the "Notes"). The offering size was upsized to $800 million in aggregate principal amount of Notes from the previously announced offering size of $500 million in aggregate principal amount of Notes. The Notes will be issued at par and the Offering is expected to close on or about June 11, 2026, subject to customary closing conditions. Noble intends to use the net proceeds from the Offering, together with cash on hand, to redeem (the "Redemptions") all of the outstanding 8.500% Senior Secured Second Lien Notes due 2030 issued by Diamond Foreign Asset Company and Diamond Finance, LLC, each a wholly owned subsidiary of the Company (the "Diamond Notes"), and $300 million in aggregate principal amount of the outstanding 8.000% Senior Notes due 2030 issued by the Issuer (the "2030 Notes"). The Redemptions are expected to be conditioned on the completion of the Offering. This press release does not constitute a notice of redemption under the optional redemption provisions of either of the indentures governing the Diamond Notes or the 2030 Notes.

The Notes are being offered in the United States only to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the "Securities Act"), and to persons outside the United States only in compliance with Regulation S under the Securities Act. The Notes have not been registered under the Securities Act or the securities laws of any other jurisdiction and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state securities laws.

This press release does not constitute an offer to sell or the solicitation of an offer to buy any security, nor shall there be any sale of the Notes or any other security of Noble, in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction. This press release is being issued pursuant to and in accordance with Rule 135c under the Securities Act.

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

Forward-looking Statements
This communication includes "forward-looking statements" within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended. All statements other than statements of historical facts included in this communication are forward-looking statements, including those regarding the Offering, the use of proceeds therefrom and the Redemptions. Forward-looking statements involve risks, uncertainties and assumptions, and actual results may differ materially from any future results expressed or implied by such forward-looking statements. When used in this communication, or in the documents incorporated by reference, the words "anticipate," "believe," "continue," "could," "estimate," "expect," "intend," "may," "might," "on track," "plan," "possible," "potential," "predict," "project," "should," "would," "shall," "target," "will" and similar expressions are intended to be among the statements that identify forward-looking statements. Although we believe that the expectations reflected in such forward-looking statements are reasonable, we cannot assure you that such expectations will prove to be correct. These forward-looking statements speak only as of the date of this communication and we undertake no obligation to revise or update any forward-looking statement for any reason, except as required by law. Risks and uncertainties include, but are not limited to, those detailed in Noble's most recent Annual Report on Form 10-K, Quarterly Reports Form 10-Q and other filings with the U.S. Securities and Exchange Commission. We cannot control such risk factors and other uncertainties, and in many cases, we cannot predict the risks and uncertainties that could cause our actual results to differ materially from those indicated by the forward-looking statements. You should consider these risks and uncertainties when you are evaluating us.

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SOURCE Noble Corporation plc

FAQ

What did Noble (NE) announce about its 6.250% senior notes due 2034?

Noble announced pricing of $800 million in 6.250% Senior Notes due 2034, issued at par. According to Noble, the notes are offered via subsidiary Noble Finance II and are expected to close on or about June 11, 2026, subject to conditions.

How large is Noble’s (NE) upsized senior notes offering in June 2026?

Noble’s senior notes offering was upsized to $800 million from $500 million. According to Noble, the 6.250% Senior Notes due 2034 will be issued at par, with proceeds used alongside cash to redeem certain 2030 debt securities.

How will Noble (NE) use proceeds from the $800 million 6.250% notes?

Noble plans to use net proceeds, plus cash on hand, to fund specific redemptions. According to Noble, these include all 8.500% Diamond Notes due 2030 and $300 million of 8.000% Senior Notes due 2030, conditional on offering completion.

What existing Noble (NE) debt is targeted for redemption with the new notes?

The company intends to redeem all outstanding 8.500% Senior Secured Second Lien Diamond Notes due 2030. According to Noble, it will also redeem $300 million of its 8.000% Senior Notes due 2030, subject to completion of the 2034 notes offering.

Who can buy Noble’s (NE) 6.250% Senior Notes due 2034?

The notes are offered only to qualified institutional buyers in the United States under Rule 144A. According to Noble, they are also offered outside the U.S. under Regulation S and are not registered under the Securities Act.

When is the expected closing date for Noble’s (NE) $800 million notes offering?

The offering is expected to close on or about June 11, 2026, subject to customary conditions. According to Noble, closing must occur for the planned redemptions of the 8.500% Diamond Notes and $300 million of 8.000% 2030 notes to proceed.