Form 8-K Noble Corp plc For: Oct 24
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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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�24, 2014
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NOBLE CORPORATION plc
(Exact name of registrant as specified in its charter)
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| England and Wales | � | 001-36211 | � | 98-0619597 |
| (State or other jurisdiction of incorporation) |
� | (Commission file number) |
� | (I.R.S. employer identification no.) |
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| Devonshire House, 1 Mayfair Place London, England |
� | W1J8AJ |
| (Address of principal executive offices) | � | (Zip code) |
Registrant�s telephone number, including area code: +44 20 3300 2300
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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| � | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| � | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| � | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| � | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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Item�5.02(b)�Departure of Directors and Certain Officers.
On October�29, 2014, Noble Corporation plc (the �Company�) announced that Ashley Almanza, a member of the Company�s board of directors (the �Board�), informed the Board that he will resign his position on the Board effective with the selection of his replacement.
A copy of the Company�s related press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.
Item�9.01. Financial Statements and Exhibits.
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| � | (d) | Exhibits |
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| Exhibit�99.1 | � | � |
�� | Press Release issued by Noble Corporation plc dated October�29, 2014. |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| � | � | � | � | NOBLE CORPORATION plc |
| Date: October�29, 2014 |
� | By: | � | /s/ James A. MacLennan |
| � | � | James A. MacLennan | ||
| � | � | Senior Vice President and Chief Financial Officer | ||
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INDEX TO EXHIBITS
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| Exhibit�No. |
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| 99.1 | � | � |
�� | Press Release issued by Noble Corporation plc dated October 29, 2014. |
Exhibit 99.1
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| Noble Corporation plc Devonshire House 1 Mayfair Place London W1J 8AJ England |
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PRESS RELEASE
NOBLE CORPORATION PLC DIRECTOR ASHLEY ALMANZA
TO STEP DOWN FROM BOARD
LONDON, October�29, 2014 - Noble Corporation plc (NYSE: NE) today announced that Ashley Almanza informed the Company�s Board of Directors that he has decided to resign his position on the Board effective with the selection of his replacement.
Mr.�Almanza is the Chief Executive Officer of G4S, a leading global integrated security company specializing in the provision of security products, services and solutions, and has served on Noble�s board since June 2013. In light of Mr.�Almanza�s other business commitments and with the successful completion of the Paragon Offshore spin-off in August, he has decided the timing is right to step down from the Noble Board. Mr.�Almanza stated, �I thoroughly enjoy serving as a director of Noble and have great confidence in management and the Board. However, I believe this is the right time to step down given my other commitments.�
David W. Williams, Chairman, President and Chief Executive Officer of Noble Corporation plc, said, �We greatly appreciate the guidance and insight Ashley offers as a director of Noble. He has provided valuable support to me, the Board and the Company.�
The Company has commenced a search for Mr.�Almanza�s replacement and expects to find a replacement in the near future.
About Noble Corporation
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 performs, through its subsidiaries, contract drilling services with a fleet of 35 offshore drilling units, consisting of 20 semisubmersibles and drillships and 15 jackups,
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focused largely on ultra-deepwater and high-specification jack-up drilling opportunities in both established and emerging regions worldwide. Noble is a public limited company registered in England and Wales with company number 08354954 and registered office at Devonshire House, 1 Mayfair Place, London, W1J 8AJ England. Additional information on Noble is available at www.noblecorp.com.
For additional information, contact:
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| For�Investors: | �� | Jeffrey L. Chastain, |
| �� | Vice President � Investor Relations and Corporate Communications, | |
| �� | Noble Drilling Services Inc., 281-276-6383 | |
| For�Media: | �� | John S. Breed, |
| �� | Director of Investor Relations and Corporate Communications, | |
| �� | Noble Drilling Services Inc., 281-276-6729 |