PACIFIC DRILLING S.A., 20-F filed on 3/12/2019
Annual and Transition Report (foreign private issuer)
v3.19.1
Document and Entity Information
12 Months Ended
Dec. 31, 2018
shares
Document And Entity Information [Abstract]  
Document Type 20-F
Amendment Flag false
Document Period End Date Dec. 31, 2018
Document Fiscal Year Focus 2018
Document Fiscal Period Focus FY
Entity Registrant Name PACIFIC DRILLING S.A.
Entity Central Index Key 0001517342
Current Fiscal Year End Date --12-31
Entity Well-Known Seasoned Issuer No
Entity Current Reporting Status Yes
Entity Filer Category Non-accelerated Filer
Entity Voluntary Filers No
Entity Common Stock, Shares Outstanding 75,031,380
Entity Emerging Growth Company false
Entity Shell Company false
v3.19.1
Consolidated Statements of Operations - USD ($)
shares in Thousands, $ in Thousands
1 Months Ended 11 Months Ended 12 Months Ended
Dec. 31, 2018
Nov. 19, 2018
Dec. 31, 2017
Dec. 31, 2016
Revenues        
Contract drilling $ 28,489      
Type of Revenue [Extensible List] us-gaap:OilAndGasServiceMember      
Costs and expenses        
Operating expenses $ (19,744)      
General and administrative expenses (4,245)      
Depreciation and amortization expense (27,277)      
Total costs and expenses (51,266)      
Operating income (loss) (22,777)      
Other income (expense)        
Interest expense (10,904)      
Reorganization items (1,300)      
Interest income 1,008      
Equity earnings in unconsolidated subsidiaries 392      
Expenses to unconsolidated subsidiaries, net (1,198)      
Other income (expense) 526      
Loss before income taxes (34,253)      
Income tax (expense) benefit 6,769      
Net loss $ (27,484)      
Loss per common share, basic (in dollars per share) $ (0.37)      
Weighted-average number of common shares, basic 75,010      
Loss per common share, diluted (in dollars per share) $ (0.37)      
Weighted-average number of common shares, diluted 75,010      
Predecessor        
Revenues        
Contract drilling   $ 236,379 $ 319,716 $ 769,472
Type of Revenue [Extensible List]   us-gaap:OilAndGasServiceMember us-gaap:OilAndGasServiceMember us-gaap:OilAndGasServiceMember
Costs and expenses        
Operating expenses   $ (189,606) $ (244,089) $ (290,038)
General and administrative expenses   (50,604) (87,134) (63,379)
Depreciation and amortization expense   (248,302) (278,949) (275,901)
Total costs and expenses   (488,512) (610,172) (629,318)
Operating income (loss)   (252,133) (290,456) 140,154
Other income (expense)        
Interest expense   (106,632) (178,983) (189,044)
Write-off of deferred financing costs     (30,846)  
Gain on debt extinguishment       36,233
Reorganization items   (1,799,664) (6,474)  
Interest income   3,148 2,717 362
Other income (expense)   (1,904) (8,261) (2,755)
Loss before income taxes   (2,157,185) (512,303) (15,050)
Income tax (expense) benefit   2,308 (12,863) (22,107)
Net loss   $ (2,154,877) $ (525,166) $ (37,157)
Loss per common share, basic (in dollars per share)   $ (100.89) $ (24.64) $ (1.76)
Weighted-average number of common shares, basic   21,359 21,315 21,167
Loss per common share, diluted (in dollars per share)   $ (100.89) $ (24.64) $ (1.76)
Weighted-average number of common shares, diluted   21,359 21,315 21,167
v3.19.1
Consolidated Statements of Comprehensive Income (loss) - USD ($)
$ in Thousands
1 Months Ended 11 Months Ended 12 Months Ended
Dec. 31, 2018
Nov. 19, 2018
Dec. 31, 2017
Dec. 31, 2016
Net loss $ (27,484)      
Other comprehensive income (loss):        
Total comprehensive loss $ (27,484)      
Predecessor        
Net loss   $ (2,154,877) $ (525,166) $ (37,157)
Other comprehensive income (loss):        
Unrealized loss on available-for-sale securities     (485)  
Reclassification adjustment for other-than-temporary impairment on available-for-sale securities realized in net income     485  
Unrecognized loss on derivative instruments     (565) (6,290)
Reclassification adjustment for loss on derivative instruments realized in net income   643 5,265 8,798
Reclassification adjustment for loss on derivative instruments realized in property and equipment       1,789
Total other comprehensive income   643 4,700 4,297
Total comprehensive loss   $ (2,154,234) $ (520,466) $ (32,860)
v3.19.1
Consolidated Balance Sheets - USD ($)
$ in Thousands
Dec. 31, 2018
Nov. 20, 2018
Nov. 19, 2018
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2015
Assets:            
Cash and cash equivalents $ 367,577   $ 388,500      
Restricted cash 21,498   58,675      
Accounts receivable, net 40,549   28,879      
Other receivable 28,000   28,000      
Materials and supplies 40,429   40,307      
Deferred costs, current 482          
Prepaid expenses and other current assets 8,667   10,815      
Total current assets 507,202   555,176      
Property and equipment, net 1,915,172   1,920,474      
Receivable from unconsolidated subsidiaries 204,790   204,790      
Intangible asset 85,053   100,000      
Investment in unconsolidated subsidiaries 11,876   5,032      
Other assets 24,120   9,067      
Total assets 2,748,213   2,794,539      
Liabilities and shareholders’ equity:            
Accounts payable 14,941   12,147      
Accrued expenses 25,744   62,094      
Accrued interest 16,576   9,422      
Total current liabilities 57,261   83,663      
Long-term debt, net of current maturities 1,039,335   1,035,641      
Payable to unconsolidated subsidiaries 4,400   1,725      
Other long-term liabilities 28,259   27,541      
Total liabilities not subject to compromise 1,129,255   1,148,570      
Commitments and contingencies          
Shareholders’ equity:            
Common shares, $0.01 par value per share, 82,500 and 5,000,000 shares authorized, 82,500 and 22,551 shares issued and 75,031 and 21,339 shares outstanding as of December 31, 2018 and December 31, 2017, respectively 750   750      
Additional paid-in capital 1,645,692   1,645,219      
Accumulated deficit (27,484)          
Total shareholders’ equity 1,618,958 $ 1,645,969        
Total liabilities and shareholders’ equity $ 2,748,213   2,794,539      
Predecessor            
Assets:            
Cash and cash equivalents     154,238 $ 308,948    
Restricted cash     1,034,470 8,500    
Accounts receivable, net     28,881 40,909    
Other receivable     28,000      
Materials and supplies     83,800 87,332    
Deferred costs, current     11,371 14,892    
Prepaid expenses and other current assets     13,281 14,774    
Total current assets     1,354,041 475,355    
Property and equipment, net     4,422,709 4,652,001    
Long-term receivable     202,575 202,575    
Other assets     27,279 33,030    
Total assets     6,006,604 5,362,961    
Liabilities and shareholders’ equity:            
Accounts payable     14,161 11,959    
Accrued expenses     56,817 36,174    
Accrued interest     45,770 6,088    
Deferred revenue, current     16,246 23,966    
Total current liabilities     182,994 78,187    
Long-term debt, net of current maturities     969,158      
Deferred revenue       12,973    
Other long-term liabilities     30,253 32,323    
Total liabilities not subject to compromise     1,182,405 123,483    
Liabilities subject to compromise     3,084,874 3,087,677    
Commitments and contingencies          
Shareholders’ equity:            
Common shares, $0.01 par value per share, 82,500 and 5,000,000 shares authorized, 82,500 and 22,551 shares issued and 75,031 and 21,339 shares outstanding as of December 31, 2018 and December 31, 2017, respectively     214 213    
Additional paid-in capital     2,368,232 2,366,464    
Accumulated other comprehensive loss     (13,850) (14,493)    
Accumulated deficit     (615,271) (200,383)    
Total shareholders’ equity     106 2,151,801 $ 2,666,200 $ 2,692,055
Total liabilities and shareholders’ equity     $ 6,006,604 $ 5,362,961    
v3.19.1
Consolidated Balance Sheets (Parenthetical) - $ / shares
shares in Thousands
Dec. 31, 2018
Nov. 19, 2018
Dec. 31, 2017
Common shares, par value (in dollars per share) $ 0.01   $ 0.01
Common shares, shares authorized 82,500    
Common shares, shares issued 82,500    
Common shares, shares outstanding 75,031 75,000  
Predecessor      
Common shares, shares authorized     5,000,000
Common shares, shares issued     22,551
Common shares, shares outstanding     21,339
v3.19.1
Consolidated Statements of Shareholders' Equity - USD ($)
shares in Thousands, $ in Thousands
Common Shares
Additional Paid-In Capital
Treasury Shares
Accumulated Other Comprehensive Loss
Retained Earnings
Total
Beginning Balance (in shares) (Predecessor) at Dec. 31, 2015 21,121   2,156      
Beginning Balance (Predecessor) at Dec. 31, 2015 $ 218 $ 2,383,387 $ (30,000) $ (23,490) $ 361,940 $ 2,692,055
Increase (Decrease) in Stockholders' Equity [Roll Forward]            
Shares issued under share-based compensation plan (in shares) | Predecessor 63   (63)      
Shares issued under share-based compensation plan | Predecessor $ 1 (90)       (89)
Cancellation of treasury shares (in shares) | Predecessor     (726)      
Cancellation of treasury shares | Predecessor $ (7) (29,993) $ 30,000      
Share-based compensation | Predecessor   7,094       7,094
Other comprehensive income | Predecessor       4,297   4,297
Net loss | Predecessor         (37,157) (37,157)
Ending Balance (in shares) (Predecessor) at Dec. 31, 2016 21,184   1,367      
Ending Balance (Predecessor) at Dec. 31, 2016 $ 212 2,360,398 $ 0 (19,193) 324,783 2,666,200
Increase (Decrease) in Stockholders' Equity [Roll Forward]            
Shares issued under share-based compensation plan (in shares) | Predecessor 155   (155)      
Shares issued under share-based compensation plan | Predecessor $ 1 (200)       (199)
Modification of unvested awards from equity to liability | Predecessor   (553)       (553)
Share-based compensation | Predecessor   6,819       6,819
Other comprehensive income | Predecessor       4,700   4,700
Net loss | Predecessor         (525,166) $ (525,166)
Ending Balance (in shares) (Predecessor) at Dec. 31, 2017 21,339   1,212     21,339
Ending Balance (Predecessor) at Dec. 31, 2017 $ 213 2,366,464   (14,493) (200,383) $ 2,151,801
Increase (Decrease) in Stockholders' Equity [Roll Forward]            
Shares issued under share-based compensation plan (in shares) | Predecessor 29   (29)      
Shares issued under share-based compensation plan | Predecessor $ 1 (5)       (4)
Share-based compensation | Predecessor   2,543       2,543
Other comprehensive income | Predecessor       643   643
Net loss | Predecessor         (2,154,877) $ (2,154,877)
Ending Balance (in shares) (Predecessor) at Nov. 19, 2018 21,368   1,183      
Ending Balance (in shares) at Nov. 19, 2018           75,000
Ending Balance (Predecessor) at Nov. 19, 2018 $ 214 2,369,002   (13,850) (2,355,260) $ 106
Increase (Decrease) in Stockholders' Equity [Roll Forward]            
Reverse stock split $ (214) 214        
Reverse stock split (in shares) (21,366)   (1,183)      
Elimination of predecessor equity balances   (2,369,110)   13,850 2,355,260  
Equity conversion (in shares) 24,416          
Equity conversion $ 244 1,152,199       1,152,443
Equity offerings (in shares) 50,582          
Equity offerings $ 506 492,914       493,420
Issuance of shares reserved for share-based compensation plan (in shares)     7,500      
Ending Balance (in shares) at Nov. 20, 2018 75,000   7,500      
Ending Balance at Nov. 20, 2018 $ 750 1,645,219       $ 1,645,969
Beginning Balance (in shares) (Predecessor) at Nov. 19, 2018 21,368   1,183      
Beginning Balance (in shares) at Nov. 19, 2018           75,000
Beginning Balance (Predecessor) at Nov. 19, 2018 $ 214 2,369,002   $ (13,850) (2,355,260) $ 106
Increase (Decrease) in Stockholders' Equity [Roll Forward]            
Shares issued under share-based compensation plan (in shares) 31   (31)      
Shares issued under share-based compensation plan   (126)       (126)
Share-based compensation   599       599
Net loss         (27,484) $ (27,484)
Ending Balance (in shares) at Dec. 31, 2018 75,031   7,469     75,031
Ending Balance at Dec. 31, 2018 $ 750 $ 1,645,692     $ (27,484) $ 1,618,958
v3.19.1
Consolidated Statements of Cash Flows - USD ($)
$ in Thousands
1 Months Ended 11 Months Ended 12 Months Ended
Dec. 31, 2018
Nov. 19, 2018
Dec. 31, 2017
Dec. 31, 2016
Cash flow from operating activities:        
Net loss $ (27,484)      
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:        
Depreciation and amortization expense 27,277      
Amortization of deferred costs 128      
Amortization of debt premium, net (38)      
Interest paid-in-kind 3,732      
Deferred income taxes (6,507)      
Share-based compensation expense 599      
Changes in operating assets and liabilities:        
Accounts receivable (11,670)      
Materials and supplies (122)      
Prepaid expenses and other assets (11,177)      
Accounts payable and accrued expenses (16,490)      
Net cash provided by (used in) operating activities (41,752)      
Cash flow from investing activities:        
Capital expenditures (2,697)      
Net cash used in investing activities (2,697)      
Cash flow from financing activities:        
Payments for shares issued under share-based compensation plan (126)      
Payments for financing costs (13,525)      
Net cash provided by (used in) financing activities (13,651)      
Increase (decrease) in cash and cash equivalents (58,100)      
Cash, cash equivalents and restricted cash, beginning of period 447,175      
Cash, cash equivalents and restricted cash, end of period 389,075 $ 447,175    
Predecessor        
Cash flow from operating activities:        
Net loss   (2,154,877) $ (525,166) $ (37,157)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:        
Depreciation and amortization expense   248,302 278,949 275,901
Amortization of deferred revenue   (20,212) (46,829) (67,053)
Amortization of deferred costs   13,882 11,689 13,945
Amortization of deferred financing costs   1,639 24,889 18,786
Amortization of debt premium, net     940 1,279
Interest paid-in-kind   4,933    
Write-off of deferred financing costs     30,846  
Deferred income taxes   4,103 7,409 15,494
Share-based compensation expense   2,543 6,819 7,094
Gain on debt extinguishment       (36,233)
Other-than-temporary impairment of available-for-sale securities     6,829  
Reorganization items   1,746,764 5,315  
Changes in operating assets and liabilities:        
Accounts receivable   12,028 53,713 73,428
Materials and supplies   3,532 6,187 2,564
Prepaid expenses and other assets   (32,962) (20,457) (29,276)
Accounts payable and accrued expenses   (10,096) 38,214 (24,843)
Deferred revenue   (481) 5,780 35,175
Net cash provided by (used in) operating activities   (180,902) (114,873) 249,104
Cash flow from investing activities:        
Capital expenditures   (18,624) (36,645) (52,625)
Deconsolidation of Zonda Debtors   (4,910)    
Purchase of available-for-sale securities     (6,000)  
Net cash used in investing activities   (23,534) (42,645) (52,625)
Cash flow from financing activities:        
Payments for shares issued under share-based compensation plan   (4) (199) (89)
Proceeds from debtor-in-possession financing   50,000    
Payments for debtor-in-possession financing   (50,000)    
Proceeds from long-term debt   1,000,000   450,000
Payments on long-term debt   (1,136,478) (146,473) (110,832)
Proceeds from equity offerings   500,000    
Payments for financing costs   (29,355) (4,530) (25,423)
Net cash provided by (used in) financing activities   334,163 (151,202) 313,656
Increase (decrease) in cash and cash equivalents   129,727 (308,720) 510,135
Cash, cash equivalents and restricted cash, beginning of period $ 447,175 317,448 626,168 116,033
Cash, cash equivalents and restricted cash, end of period   $ 447,175 $ 317,448 $ 626,168
v3.19.1
Nature of Business
12 Months Ended
Dec. 31, 2018
Nature of Business  
Nature of Business

Note 1—Nature of Business

Pacific Drilling S.A. and its subsidiaries (“Pacific Drilling,” the “Company,” “we,” “us” or “our”) is an international offshore drilling contractor committed to being the preferred provider of offshore drilling services to the oil and natural gas industry through the use of high-specification floating rigs. Our primary business is to contract our fleet to drill wells for our clients.

v3.19.1
Emergence from Bankruptcy Proceedings
12 Months Ended
Dec. 31, 2018
Emergence from Bankruptcy Proceedings  
Emergence from Bankruptcy Proceedings

Note 2—Emergence from Bankruptcy Proceedings

By order entered on November 2, 2018, the United States Bankruptcy Court for the Southern District of New York (the “Bankruptcy Court”) confirmed the Company’s Modified Fourth Amended Joint Plan of  Reorganization, dated October 31, 2018 (the “Plan”) that had been filed with the Bankruptcy Court in connection with the filing by the Company and certain of its subsidiaries (the “Initial Debtors”) of petitions (the “Bankruptcy Petitions”) on November 12, 2017 (the “Petition Date”) with the Bankruptcy Court seeking relief under Chapter 11 of Title 11 of the United States Code (the “Bankruptcy Code”). On November 19, 2018 (the “Plan Effective Date”), the Company and the Initial Debtors other than the Zonda Debtors (described below) (the “Debtors”) emerged from bankruptcy after successfully completing their reorganization pursuant to the Plan. The Company’s two subsidiaries involved in the arbitration with Samsung Heavy Industries Co. Ltd. (“SHI”) related to the Pacific Zonda, Pacific Drilling VIII Limited and Pacific Drilling Services, Inc. (together, the “Zonda Debtors”), filed a separate plan of reorganization that was confirmed by order of the Bankruptcy Court on January 30, 2019 and are not Debtors under the Plan.

During the bankruptcy proceedings, the Debtors operated as “debtors-in-possession” in accordance with applicable provisions of the Bankruptcy Code.

Upon emergence of the Company from bankruptcy on November 19, 2018 in accordance with the Plan:

·

The Company’s pre-petition 2013 Revolving Credit Facility and SSCF (both as defined below in Note 8), and post-petition debtor-in-possession financing were repaid in full;

·

Holders of the Company’s Term Loan B, 2017 Notes and 2020 Notes (each term as defined below in Note 8) received an aggregate of 24,416,442 common shares (or, approximately 32.6% of the outstanding shares) in exchange for their claims;

·

The Company issued an aggregate of 44,174,136 common shares (or, approximately 58.9% of the outstanding shares) to holders of Term Loan B, 2017 Notes and 2020 Notes who subscribed in the Company’s $460.0 million equity rights offering;

·

The Company issued 3,841,229 common shares (or, approximately 5.1% of the outstanding shares) to Quantum Pacific Gibraltar Limited (“QP”) in a $40.0 million private placement;

·

The Company issued 2,566,056 common shares (or, approximately 3.4% of the outstanding shares) to members of an ad hoc group of holders of the Term Loan B, 2017 Notes and 2020 Notes (the “Ad Hoc Group”) in payment of their fee for backstopping the equity rights offering;

·

The Company issued approximately 7.5 million common shares to Pacific Drilling Administrator Limited, a wholly owned subsidiary of the Company that serves as administrator of the Company’s 2018 Omnibus Stock Incentive Plan (the “2018 Stock Plan”), adopted by the board of directors, and which shares were reserved for issuance under the 2018 Stock Plan;

·

Existing holders of the Company’s common shares received no recovery and were diluted by the issuances of common shares under the Plan such that they held in the aggregate less than 0.003% of the Company’s common shares outstanding upon emergence from bankruptcy; and

·

The undisputed claims of other unsecured creditors such as clients, employees and vendors, will be paid in full in the ordinary course of business.

On the Plan Effective Date, as a result of the issuances of common shares described above, the Company had issued and outstanding 75.0 million common shares, and 7.5 million shares reserved for issuance pursuant to the 2018 Stock Plan.

 

In addition, pursuant to the Plan, on September 26, 2018 bankruptcy-remote subsidiaries of the Company issued, and on November 19, 2018 such subsidiaries merged with the Company and the Company assumed (the “Notes Assumption”):

·

$750.0 million in aggregate principal amount of 8.375% First Lien Notes due 2023, secured by first-priority liens on substantially all assets of the Debtors (the “First Lien Notes”); and

·

$273.6 million in aggregate principal amount of 11.0% / 12.0% Second Lien PIK Notes due 2024, secured by second-priority liens on substantially all assets of the Debtors (the “Second Lien PIK Notes”). Approximately $23.6 million aggregate principal amount was issued as a commitment fee to the Ad Hoc Group for their agreement to backstop the issuance of the Second Lien PIK Notes.

Concurrent with the Notes Assumption, all of the Company’s subsidiaries other than the Zonda Debtors, certain immaterial subsidiaries and Pacific International Drilling West Africa Limited (“PIDWAL,” a Nigerian limited liability company indirectly 49% owned by the Company) guaranteed on a senior secured basis the First Lien Notes and Second Lien PIK Notes. It is expected that the Zonda Debtors will guarantee the First Lien Notes and Second Lien PIK Notes upon their emergence from bankruptcy pursuant to their separate plan of reorganization after the successful resolution of the arbitration proceeding involving the Pacific Zonda. See Note 17 for further discussion. If the Company is unsuccessful in the arbitration, the Company expects to liquidate the Zonda Debtors and the Zonda Debtors would not guarantee the First Lien Notes and Second Lien PIK Notes.

We have segregated liabilities and obligations whose treatment and satisfaction were dependent on the outcome of the Chapter 11 proceedings and have classified these items as liabilities subject to compromise on our consolidated balance sheets. The components of liabilities subject to compromise are as follows:

 

 

 

 

 

 

 

 

Successor

 

 

Predecessor

 

December 31, 2018

 

 

December 31, 2017

(in thousands)

 

 

 

 

 

 

2017 Senior Secured Notes

$

 —

 

 

$

439,364

2018 Senior Secured Term Loan B

 

 —

 

 

 

718,125

2013 Revolving Credit Facility

 

 —

 

 

 

475,000

Senior Secured Credit Facility

 

 —

 

 

 

661,478

2020 Senior Secured Notes

 

 —

 

 

 

750,000

Accrued interest

 

 —

 

 

 

39,618

Accounts payable and other estimated allowed claims

 

 —

 

 

 

4,092

Total liabilities subject to compromise

$

 —

 

 

$

3,087,677

See Note 8 for further discussion.

In addition, we have classified all income, expenses, gains or losses that were incurred or realized as a result of the Chapter 11 proceedings as reorganization items in our consolidated statements of operations. The components of reorganization items are as follows:

 

 

 

 

 

 

 

 

 

 

 

Successor

 

 

Predecessor

 

Period From

 

 

Period From

 

 

 

 

November 20, 2018

 

 

January 1, 2018

 

 

 

 

through

 

 

through

 

Year Ended

 

December 31, 2018

 

 

November 19, 2018

 

December 31, 2017

(in thousands)

 

 

 

 

 

 

 

 

 

Professional fees

$

1,300

 

 

$

82,787

 

$

6,447

Gain on the settlement of liabilities subject to compromise

 

 —

 

 

 

(794,218)

 

 

 —

Discharge of claims upon emergence from bankruptcy

 

 —

 

 

 

(80)

 

 

 —

Revision of estimated claims

 

 —

 

 

 

 —

 

 

27

Escrow interest income

 

 —

 

 

 

(2,940)

 

 

 —

Fresh start accounting adjustments

 

 —

 

 

 

2,514,115

 

 

 —

Total reorganization items

$

1,300

 

 

$

1,799,664

 

$

6,474

 

v3.19.1
Fresh Start Accounting
12 Months Ended
Dec. 31, 2018
Fresh Start Accounting  
Fresh Start Accounting

Note 3—Fresh Start Accounting

Fresh Start Accounting

 

Upon the Company’s emergence from Chapter 11 bankruptcy, we adopted fresh start accounting (“Fresh Start Accounting”) in accordance with the provisions of Accounting Standards Codification (“ASC”) 852, Reorganizations, (“ASC 852”) issued by the Financial Accounting Standards Board (“FASB”), which resulted in the Company becoming a new entity for financial reporting purposes. In accordance with ASC 852, the Company was required to adopt Fresh Start Accounting upon its emergence from Chapter 11 because (i) the holders of the then existing common shares of the Predecessor received less than 50% of the new common shares of the Successor outstanding upon emergence and (ii) the reorganization value of the Company’s assets immediately prior to confirmation of the Plan was less than the total of all postpetition liabilities and allowed claims.

 

Upon adoption of Fresh Start Accounting, the reorganization value derived from the enterprise value as disclosed in the Plan was allocated to the Company’s assets and liabilities based on their fair values (except for deferred income taxes) in accordance with ASC 805, Business Combinations. The amount of deferred income taxes recorded was determined in accordance with ASC 740, Income Taxes.  

 

The Plan Effective Date fair values of the Company’s assets and liabilities differed materially from their recorded values as reflected on the historical balance sheet. The effects of the Plan and the application of Fresh Start Accounting were reflected on the consolidated balance sheet as of November 19, 2018 and the related adjustments thereto were recorded in the consolidated statements of operations for the period January 1, 2018 through November 19, 2018.

 

As a result of the adoption of Fresh Start Accounting and the effects of the implementation of the Plan, the Company’s consolidated financial statements subsequent to November 19, 2018, are not comparable to its consolidated financial statements on and prior to November 19, 2018. References to “Successor” relate to the financial position and results of operations of the reorganized Company as of and subsequent to November 19, 2018. References to “Predecessor” relate to the financial position of the Company prior to, and results of operations through and including, November 19, 2018.

 

The Company’s consolidated financial statements and related footnotes are presented with a “black line” division, which delineates the lack of comparability between amounts presented after November 19, 2018 and amounts presented on or prior to November 19, 2018. The Company’s financial results for future periods following the application of Fresh Start Accounting will be different from historical trends and the differences may be material.

 

Reorganization Value

 

Under ASC 852, the Successor determined a value to be assigned to the equity of the emerging entity as of the date of adoption of Fresh Start Accounting. The Plan confirmed by the Bankruptcy Court estimated a range of enterprise values between $1,650 million and $2,500 million, with a midpoint of $2,075 million plus the fair value of assets associated with the arbitration with SHI related to the Pacific Zonda. The Company deemed it appropriate to use the midpoint between the low end and high end of the range to determine the final enterprise value of $2,075 million plus the estimated fair value of the assets associated with the arbitration with SHI of $204.7 million for Fresh Start Accounting.

 

The following table reconciles the enterprise value to the estimated fair value of our Successor common shares as of the Plan Effective Date (in thousands):

 

 

 

 

Enterprise value

$

2,075,000

Plus: Cash and cash equivalents (excludes funds held in professional fee escrow of $50.2 million)

 

401,910

Plus: Estimated fair value of the assets associated with the Zonda Arbitration

 

204,700

Less: Fair value of debt

 

(1,035,641)

Fair value of Successor common shares

$

1,645,969

 

The following table reconciles the enterprise value to the reorganization value of the Successor’s assets to be allocated to the Company’s individual assets as of the Plan Effective Date (in thousands):

 

 

 

 

Enterprise value

$

2,075,000

Plus: Cash and cash equivalents (excludes funds held in professional fee escrow of $50.2 million)

 

401,910

Plus: Estimated fair value of the assets associated with the Zonda Arbitration

 

204,700

Plus: Current liabilities

 

83,663

Plus: Non-current liabilities excluding long-term debt

 

29,266

Reorganization value of Successor’s assets to be allocated

$

2,794,539

 

 

With the assistance of financial advisors, we determined the enterprise and corresponding equity value of the Successor using various valuation methods, including: (i) a calculation of the present value of future cash flows based on our financial projections, and (ii) a peer group trading analysis with peer values evaluated on a dollar value per drillship basis. The enterprise value and corresponding equity value are dependent upon achieving the future financial results set forth in our valuations, as well as the realization of certain other assumptions. All estimates, assumptions, valuations and financial projections, including the fair value adjustments, the financial projections, the enterprise value and equity value projections, are inherently subject to significant uncertainties and the resolution of contingencies beyond our control. Accordingly, we cannot assure you that the estimates, assumptions, valuations or financial projections will be realized, and actual results could vary materially.

 

Valuation Process

 

The fair values of the Company’s principal assets, drillships and related equipment, were estimated with the assistance of third party valuation advisors.  The reorganization value was allocated to the Company’s individual assets and liabilities based on their fair values as described further as follows:

 

Drillships and related equipment

 

The fair value of the drillships and related equipment was determined using a combination of the discounted cash flow method (income approach), that we discounted at a rate of approximately 14%, and the cost approach. The income approach was utilized to estimate the fair value of drillships that generated positive returns on projected cash flows over the remaining economic useful life of the drillships and compared to the fair value utilizing the cost approach, adjusted as needed for asset type, age, physical deterioration and obsolescence.

 

Materials and Supplies

 

The fair value of the materials and supplies were determined by the direct and indirect cost approaches. They were analyzed on a line-by-line basis and each asset was adjusted for age, physical depreciation and obsolescence.

 

Intangible Asset

 

We applied the income approach to estimate the value of the client-related intangible asset of our drilling contracts. We determined the value by comparing the contractual day rates to the estimated comparable market day rates, and applying a discount rate of 2.9% to the amounts by which contractual revenue exceeded market. The discount rate reflects the corresponding credit rating of the customer related to the contract and the remaining term.

 

Assets associated with the Zonda Arbitration

 

We applied a probability weighted approach to estimate the value of assets associated with the Zonda Arbitration, which was presented within receivable from unconsolidated subsidiaries upon the deconsolidation of the Zonda Debtors. The analysis included estimating probabilities of success for the various outcomes and expected cash flows associated with each outcome. The probability weighted cash flows were discounted to the balance sheet date using market data. The analysis utilized certain unobservable inputs that require significant judgment for which there is little or no market data, which represent Level 3 fair value measurements. These included, but were not limited to, probability and timing of successfully recovering the advance payments and purchased equipment. See Note 7.

 

Long-term Debt

 

The fair value of the debt was estimated using quoted market prices to the extent available and significant other observable inputs, which represent Level 2 fair value measurements.

 

See below under “Fresh Start Adjustments” for additional information regarding assumptions used in the valuation of the Company’s various other significant assets and liabilities.

 

Consolidated Balance Sheet

 

The adjustments included in the following fresh start consolidated balance sheet reflect the effects of the transactions contemplated by the Plan and executed by the Company on the Plan Effective Date (reflected in the column “Reorganization Adjustments”), the deconsolidation of Zonda Debtors (reflected in the column “Deconsolidation of Zonda Debtors”) and fair value and other required accounting adjustments resulting from the adoption of Fresh Start Accounting (reflected in the column “Fresh Start Adjustments”). The explanatory notes provide additional information with regard to the adjustments recorded, the methods used to determine the fair values and significant assumptions.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As of November 19, 2018

 

 

Predecessor

 

Reorganization Adjustments (1)

 

Deconsolidation of Zonda Debtors (14)

 

Fresh Start Accounting Adjustments

 

Successor

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

154,238

 

$

239,172

(2)

$

(4,910)

 

$

 —

 

$

388,500

Restricted cash

 

 

1,034,470

 

 

(975,795)

(3)

 

 —

 

 

 —

 

 

58,675

Accounts receivable, net

 

 

28,881

 

 

 —

 

 

(2)

 

 

 —

 

 

28,879

Other receivable

 

 

28,000

 

 

 —

 

 

 —

 

 

 —

 

 

28,000

Materials and supplies

 

 

83,800

 

 

 —

 

 

 —

 

 

(43,493)

(15)

 

40,307

Deferred costs, current

 

 

11,371

 

 

 —

 

 

 —

 

 

(11,371)

(16)

 

 —

Prepaid expenses and other current assets

 

 

13,281

 

 

(958)

(4)

 

(815)

 

 

(693)

(17)

 

10,815

Total current assets

 

 

1,354,041

 

 

(737,581)

 

 

(5,727)

 

 

(55,557)

 

 

555,176

Property and equipment, net

 

 

4,422,709

 

 

 —

 

 

(68,102)

 

 

(2,434,133)

(18)

 

1,920,474

Long-term receivable

 

 

202,575

 

 

 —

 

 

(202,575)

 

 

 

 

 —

Receivable from unconsolidated subsidiaries

 

 

 —

 

 

 —

 

 

262,925

 

 

(58,135)

(19)

 

204,790

Intangible asset

 

 

 —

 

 

 —

 

 

 —

 

 

100,000

(20)

 

100,000

Investment in unconsolidated subsidiaries

 

 

 —

 

 

 —

 

 

5,774

 

 

(742)

(19)

 

5,032

Other assets

 

 

27,279

 

 

(1,356)

(5)

 

(1,845)

 

 

(15,011)

(21)

 

9,067

Total assets

 

$

6,006,604

 

$

(738,937)

 

$

(9,550)

 

$

(2,463,578)

 

$

2,794,539

Liabilities and shareholders’ equity:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accounts payable

 

$

14,161

 

$

1,247

(6)

$

(3,261)

 

$

 —

 

$

12,147

Accrued expenses

 

 

56,817

 

 

11,264

(7)

 

(5,987)

 

 

 —

 

 

62,094

Debtor-in-possession financing

 

 

50,000

 

 

(50,000)

(2)

 

 —

 

 

 —

 

 

 —

Accrued interest

 

 

45,770

 

 

(36,348)

(8)

 

 —

 

 

 —

 

 

9,422

Deferred revenue, current

 

 

16,246

 

 

 —

 

 

 —

 

 

(16,246)

(22)

 

 —

Total current liabilities

 

 

182,994

 

 

(73,837)

 

 

(9,248)

 

 

(16,246)

 

 

83,663

Long-term debt

 

 

969,158

 

 

 —

 

 

 —

 

 

66,483

(23)

 

1,035,641

Payable to unconsolidated subsidiaries

 

 

 —

 

 

 —

 

 

1,725

 

 

 —

 

 

1,725

Other long-term liabilities

 

 

30,253

 

 

1,782

(9)

 

(1,539)

 

 

(2,955)

(24)

 

27,541

Total liabilities not subject to compromise

 

 

1,182,405

 

 

(72,055)

 

 

(9,062)

 

 

47,282

 

 

1,148,570

Liabilities subject to compromise

 

 

3,084,874

 

 

(3,084,386)

(10)

 

(488)

 

 

 —

 

 

 —

Commitments and contingencies

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Shareholders’ equity:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common shares

 

 

214

 

 

536

(11)

 

 —

 

 

 —

 

 

750

Additional paid-in capital

 

 

2,368,232

 

 

1,646,097

(12)

 

 —

 

 

(2,369,110)

(25)

 

1,645,219

Accumulated other comprehensive loss

 

 

(13,850)

 

 

 —

 

 

 —

 

 

13,850

(25)

 

 —

Accumulated deficit

 

 

(615,271)

 

 

770,871

(13)

 

 —

 

 

(155,600)

(25)

 

 —

Total shareholders’ equity

 

 

1,739,325

 

 

2,417,504

 

 

 —

 

 

(2,510,860)

 

 

1,645,969

Total liabilities and shareholders’ equity

 

$

6,006,604

 

$

(738,937)

 

$

(9,550)

 

$

(2,463,578)

 

$

2,794,539

 

 

Reorganization Adjustments

 

(1)

Represent amounts recorded as of the Plan Effective Date for the implementation of the Plan, including, among other items, settlement of the Predecessor’s liabilities subject to compromise, repayment of certain of the Predecessor’s debt, issuances of the Successor’s common shares, proceeds received from the Successor’s equity offerings and transfer of restricted cash for the issuance of the Successor’s debt.

 

(2)

Changes in cash and cash equivalents include the following (in thousands):

 

 

 

 

 

Transfer of restricted cash - escrow funds from the issuance of the First Lien Notes

$

767,578

Transfer of restricted cash - escrow funds from the issuance of the Second Lien PIK Notes

 

258,160

Proceeds from the equity offerings

 

500,000

Payment of 2013 Revolving Credit Facility

 

(475,000)

Payment of SSCF

 

(661,478)

Payment of debtor-in-possession financing (including $354 of accrued interest)

 

(50,354)

Payment of accrued interest on 2013 Revolving Credit Facility and SSCF

 

(35,994)

Funding of professional fee escrow

 

(50,175)

Payment of professional fees

 

(13,557)

Payment of bank fees

 

(8)

Net change in cash and cash equivalents

$

239,172

 

(3)

Changes in restricted cash includes the following (in thousands):

 

 

 

 

Transfer of restricted cash - escrow funds from the issuance of the First Lien Notes

$

(767,578)

Transfer of restricted cash - escrow funds from the issuance of the Second Lien PIK Notes

 

(258,160)

Funding of professional fee escrow

 

50,175

Payment of bank fees

 

(232)

Net change in restricted cash

$

(975,795)

 

 

(4)

Reflects the elimination of prepaid directors and officers insurance policies related to the Predecessor.

 

(5)

Reflects the elimination of deferred tax asset related to the implementation of the Plan.

 

(6)

Reflects the reinstatement of liabilities subject to compromise to be paid.

 

(7)

Changes in accrued expenses includes the following (in thousands):

 

 

 

 

Accrual of professional fees

$

9,450

Accrual of equity issuance costs

 

6,580

Accrual of other fees

 

1,593

Payment of professional fees

 

(6,342)

Reduction in income taxes related to the implementation of the Plan

 

(17)

Net change in accrued expenses

$

11,264

 

 

(8)

Reflects the payment of accrued interest (in thousands):

 

 

 

 

Payment of accrued interest on 2013 Revolving Credit Facility and SSCF

$

(35,994)

Payment of accrued interest on debtor-in-possession financing

 

(354)

Net change in accrued interest

$

(36,348)

 

 

(9)

Reflects the recognition of a deferred tax liability related to the implementation of the Plan.

 

(10)

Liabilities subject to compromise settled in accordance with the Plan and the resulting gain were determined as follows (in thousands):

 

 

 

 

Liabilities subject to compromise

$

3,084,874

Less liabilities subject to compromise related to unconsolidated subsidiaries remaining in bankruptcy

 

(488)

Payment of 2013 Revolving Credit Facility

 

(475,000)

Payment of SSCF

 

(661,478)

Reinstatement of claims that are expected to be paid

 

(1,247)

Issuance of Successor common shares to the holders of the 2017 Notes, Term Loan B and the 2020 Notes

 

(1,152,443)

Gain on settlement of liabilities subject to compromise

$

794,218

 

 

(11)

The increase in common shares reflects (in thousands):

 

 

 

 

Issuance of Successor common shares to the holders of the 2017 Notes, Term Loan B and the 2020 Notes at par

 

$

244

Equity offerings at par

 

506

Reduction of share capital for reverse stock split

 

(214)

Net change in common shares

$

536

 

 

(12)

The increase in additional paid-in capital reflects (in thousands):

 

 

 

 

Issuance of Successor common shares to the holders of the 2017 Notes, Term Loan B and the 2020 Notes

 

$

1,152,199

Equity offerings - additional paid-in capital

 

499,494

Reduction of share capital for reverse stock split

 

214

Cancellation of Predecessor share based compensation awards

 

770

Accrual of equity issuance costs

 

(6,580)

Net change in additional paid-in-capital

$

1,646,097

 

 

(13)

The decrease in accumulated deficit reflects (in thousands):

 

 

 

 

Gain on settlement of liabilities subject to compromise

$

794,218

Accrued professional fees

 

(9,450)

Accrued other fees

 

(1,593)

Elimination of prepaid directors and officers insurance policies related to the Predecessor

 

(958)

Cancellation of predecessor share based compensation awards

 

(770)

Professional and success fees paid on Plan Effective Date

 

(7,215)

Payment of bank fees

 

(240)

Elimination of deferred tax asset related to the implementation of the Plan

 

(1,356)

Recognition of a deferred tax liability related to the implementation of the Plan

 

(1,782)

Reduction in income tax related to the implementation of the Plan

 

17

Net change in accumulated deficit

$

770,871

 

Deconsolidation of Zonda Debtors

 

(14)

Represents the deconsolidation of Zonda Debtors as of November 19, 2018.  The Zonda Debtors filed a separate plan of reorganization and did not emerge from bankruptcy on the Plan Effective Date. Therefore, the Zonda Debtors were deconsolidated as of November 19, 2018.

 

Fresh Start Adjustments

 

(15)

Reflects the fair value adjustment of $43.5 million to the Company's materials and supplies due to the adoption of Fresh Start Accounting.

 

(16)

Reflects the elimination of current deferred costs of $11.4 million due to the adoption of Fresh Start Accounting.

 

(17)

Reflects the fair value adjustment to the Company's prepaid fuel due to the adoption of Fresh Start Accounting.

 

(18)

Reflects the fair value adjustment to the Company's property and equipment, net due to the adoption of Fresh Start Accounting (in thousands):

 

 

 

 

 

 

 

 

Successor

 

Predecessor

Drillships and related equipment

$

1,919,791

 

$

5,928,887

Other property and equipment

 

683

 

 

20,737

Total property and equipment

 

1,920,474

 

 

5,949,624

Accumulated depreciation

 

 —

 

 

(1,526,915)

Property and equipment, net

$

1,920,474

 

$

4,422,709

 

(19)

Reflects fair value adjustment to receivable from unconsolidated subsidiaries due to asset revaluation of the Zonda Debtors.

 

(20)

Reflects the recognition of an asset for the fair value of the client-related intangible asset of our drilling contracts, where contract rates are in excess of current market rates.

 

(21)

Reflects the elimination of deferred costs of $15.1 million, offset by an increase in deferred tax balances of $0.1 million due to the adoption of Fresh Start Accounting.

 

(22)

Reflects the elimination of deferred revenue due to the adoption of Fresh Start Accounting.

 

(23)

Reflects the elimination of unamortized deferred financing costs $59.4 million and fair value adjustment of $7.1 million to the Company's debt due to the adoption of Fresh Start Accounting.

 

(24)

Represents the adjustment to deferred tax balances of $3.0 million as a result of adopting Fresh Start Accounting.

 

(25)

Reflects the cumulative impact of Fresh Start Accounting adjustments discussed above and the elimination of Predecessor accumulated other comprehensive loss and accumulated deficit.

v3.19.1
Significant Accounting Policies
12 Months Ended
Dec. 31, 2018
Significant Accounting Policies  
Significant Accounting Policies

Note 4—Significant Accounting Policies

 Principles of Consolidation—Our consolidated financial statements include the accounts of Pacific Drilling S.A. and consolidated subsidiaries that we control by ownership of a majority voting interest and entities that meet the criteria for variable interest entities for which we are deemed to be the primary beneficiary for accounting purposes. We eliminate all intercompany transactions and balances in consolidation.

We are party to a Nigerian joint venture, Pacific International Drilling West Africa Limited (“PIDWAL”), with Derotech Offshore Services Limited (“Derotech”), a privately-held Nigerian registered limited liability company. Derotech owns 51% of PIDWAL and we own 49% of PIDWAL. Pacific Scirocco Ltd. (“PSL”) and Pacific Bora Ltd. (“PBL”), which own the Pacific Scirocco and Pacific Bora, respectively, are owned 49.9% by our wholly-owned subsidiary Pacific Drilling Limited (“PDL”) and 50.1% by Pacific Drillship Nigeria Limited (“PDNL”). PDNL is owned 0.1% by PDL and 99.9% by PIDWAL. Derotech will not accrue the economic benefits of its interest in PIDWAL unless and until it satisfies certain outstanding obligations to us and a certain pledge is cancelled by us. Likewise, PIDWAL will not accrue the economic benefits of its interest in PDNL unless and until it satisfies certain outstanding obligations to us and a certain pledge is cancelled by us. PIDWAL and PDNL are variable interest entities for which we are the primary beneficiary. Accordingly, we consolidate all interests of PIDWAL and PDNL in our consolidated financial statements and no portion of their operating results is allocated to the noncontrolling interest. See Note 20.

Our consolidated financial statements as of December 31, 2018 and for the Successor period in 2018 exclude the Zonda Debtors, our wholly-owned subsidiaries, which filed a separate plan of reorganization. We account for our investment in the Zonda Debtors using the equity method of accounting.

Accounting Estimates—The preparation of consolidated financial statements in conformity with generally accepted accounting principles in the United States (“GAAP”) requires management to make certain estimates and assumptions. These estimates and assumptions affect the reported amounts of assets and liabilities, the disclosures of contingent assets and liabilities at the balance sheet date and the amounts of revenues and expenses recognized during the reporting period. On an ongoing basis, we evaluate our estimates and assumptions, including those related to allowance for doubtful accounts, financial instruments, depreciation of property and equipment, impairment of long-lived assets, long-term receivable, income taxes, share-based compensation and contingencies. We base our estimates and assumptions on historical experience and on various other factors we believe are reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results could differ from such estimates.

Revenue from Contracts with Clients—We earn revenue primarily by (i) providing our drillship, work crews, related equipment, services and supplies necessary to operate the rig, (ii) delivering the rig by mobilizing to and demobilizing from the drill location and (iii) performing certain pre-operating activities, including rig preparation activities or equipment modifications required for the contract.

Dayrate Drilling Revenue. Our drilling contracts provide for payment on a dayrate basis, with higher rates for periods when the drillship is operating and lower rates or zero rates for periods when drilling operations are interrupted or restricted. The dayrate invoices billed to the client are determined based on the varying rates applicable to the specific activities performed on an hourly basis. Such dayrate consideration is attributed to the distinct hourly increment to which it relates within the contract term. Therefore, we record dayrate drilling revenue consistent with the contractual rate invoiced for the services provided during the respective period.

Mobilization/Demobilization Revenue. We may receive fees for the mobilization and demobilization of our rigs. These activities are not considered to be distinct within the context of the contract and therefore, the associated revenue is allocated to the overall performance obligation and recognized ratably over the initial term of the related drilling contract. We record a contract liability for mobilization fees received, which is amortized ratably to contract drilling revenue as services are rendered over the initial term of the related drilling contract. Demobilization revenue expected to be received upon contract completion is estimated as part of the overall transaction price at contract inception. We record demobilization revenue in earnings ratably over the initial term of the contract with an offset to an accretive contract asset.

Contract Preparation Revenue. Some of our drilling contracts require downtime before the start of the contract to prepare the rig to meet client requirements. At times, we may be compensated by the client for such work. These activities are not considered to be distinct within the context of the contract. We record a contract liability for contract preparation fees received, which is amortized ratably to contract drilling revenue over the initial term of the related drilling contract.

Capital Upgrade Revenue. From time to time, we may receive fees from our clients for capital improvements or upgrades to our rigs to meet contractual requirements. These activities are not considered to be distinct within the context of our contracts. We record a contract liability for such fees and recognize them ratably as contract drilling revenue over the initial term of the related drilling contract.

Revenues Related to Reimbursable Expenses. We generally receive reimbursements from our clients for the purchase of supplies, equipment, personnel services and other services provided at their request in accordance with a drilling contract or other agreement. Such reimbursable revenue is variable and subject to uncertainty, as the amounts received and timing thereof are highly dependent on factors outside of our control. Accordingly, reimbursable revenue is not included in the total transaction price until the uncertainty is resolved, which typically occurs when the related costs are incurred on behalf of a client. We are generally considered a principal in such transactions.  Therefore, we record the associated revenue at the gross amount billed to the client in the period the corresponding goods and services are to be provided.

Cash and Cash Equivalents—Cash equivalents are highly liquid investments with original maturities of three months or less that are readily convertible to known amounts of cash.

Restricted Cash—As of December 31, 2018 and 2017, our consolidated balance sheets included $8.5 million in restricted cash used as cash collateral under our treasury management services agreement with a financial institution. In addition, as of December 31, 2018, $13.0 million of our restricted cash balance were escrow funds remaining to settle professional fees incurred upon or prior to our emergence from our Chapter 11 proceedings.

Accounts Receivable—We record trade accounts receivable at the amount we invoice our clients. We provide an allowance for doubtful accounts, as necessary, based on a review of outstanding receivables, historical collection information and existing economic conditions. We do not generally require collateral or other security for receivables.

Other Receivable—As of December 31, 2018, other receivable on our consolidated balance sheets was $28.0 million of cash collateral held in the name of a financial institution as credit support for customs bonds issued in favor of a subsidiary of the Company.

Materials and Supplies—Materials and supplies held for consumption are carried at average cost if acquired after the adoption of Fresh Start Accounting or at fair value if already outstanding upon the adoption of Fresh Start Accounting. Materials and supplies balances were presented net of allowances for excess or obsolete materials and supplies of $0 and $11.1 million as of December 31, 2018 and 2017, respectively.

Property and Equipment—Upon the adoption of Fresh Start Accounting, high-specification drillships and other property and equipment consisting of purchased software systems, furniture, fixtures and other equipment are recorded at fair value. Capital expenditures made subsequent to the adoption of Fresh Start Accounting, including any major capital improvements, are recorded at cost. Ongoing maintenance, routine repairs and minor replacements are expensed as incurred.

Property and equipment are depreciated to their salvage value on a straight-line basis over the estimated useful lives of each class of assets. Our estimated useful lives of property and equipment are as follows:

 

 

 

 

    

Years

Drillships and related equipment (Successor)

 

8-32

Other property and equipment (Successor)

 

1-6

Drillships and related equipment (Predecessor)

 

15-35

Other property and equipment (Predecessor)

 

2-7

 

We review property and equipment for impairment when events or changes in circumstances indicate that the carrying amounts of our assets held and used may not be recoverable. Potential impairment indicators include steep declines in commodity prices and related market conditions, cold stacking of rigs or significant damage to the property and equipment that adversely affects the extent and manner of its use. We assess impairment using estimated undiscounted cash flows for the property and equipment being evaluated by applying assumptions regarding future operations, market conditions, dayrates, utilization and idle time. An impairment loss is recorded in the period if the carrying amount of the asset is not recoverable. During the Successor period in 2018 and the Predecessor periods in 2018, 2017 and 2016, there were no long-lived asset impairments.

Intangible Asset—We amortize our client-related intangible asset to depreciation and amortization expense within our consolidated statements of operations over its remaining drilling contract term on a straight-line basis.

Deferred Financing Costs—Deferred financing costs associated with long-term debt are carried at cost and are amortized to interest expense using the effective interest rate method over the term of the applicable long-term debt.

Foreign Currency Transactions—The consolidated financial statements are stated in U.S. dollars. We have designated the U.S. dollar as the functional currency for our foreign subsidiaries in international locations because we contract with clients, purchase equipment and finance capital using the U.S. dollar. Transactions in other currencies have been translated into U.S. dollars at the rate of exchange on the transaction date. Any gain or loss arising from a change in exchange rates subsequent to the transaction date is included as an exchange gain or loss. Monetary assets and liabilities denominated in currencies other than U.S. dollars are reported at the rates of exchange prevailing at the end of the reporting period. During the Successor period in 2018, foreign exchange losses were $0.1 million and recorded in other expense in our consolidated statements of operations. During the Predecessor periods in 2018, 2017 and 2016, foreign exchange losses were $0.1 million, $0.7 million and $0.5 million, respectively, and recorded in other expense within our consolidated statements of operations.

Earnings per Share—Basic earnings per common share (“EPS”) is computed by dividing the net income by the weighted-average number of common shares outstanding for the period. Diluted EPS reflects the potential dilution from securities that could share in the earnings of the Company. Anti-dilutive securities are excluded from diluted EPS.

Fair Value Measurements—We estimate fair value at the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants in the principal market for the asset or liability. Our valuation techniques require inputs that are categorized using a three-level hierarchy as follows: (1) unadjusted quoted prices for identical assets or liabilities in active markets (“Level 1”), (2) direct or indirect observable inputs, including quoted prices or other market data, for similar assets or liabilities in active markets or identical assets or liabilities in less active markets (“Level 2”) and (3) unobservable inputs that require significant judgment for which there is little or no market data (“Level 3”). When multiple input levels are required for a valuation, we categorize the entire fair value measurement according to the lowest level input that is significant to the measurement even though we may have also utilized significant inputs that are more readily observable.

Share-Based Compensation—The grant date fair value of share-based awards granted to employees is recognized as an employee compensation expense over the requisite service period on a straight-line basis. For share-based awards to be settled in cash, compensation expense is remeasured each period with a cumulative adjustment to compensation cost based on changes in our share price. The amount of compensation expense ultimately recognized is based on the number of awards that do meet the vesting conditions at the vesting date. For the Successor, any adjustments to the compensation cost recognized in our consolidated statement of operations for awards that are forfeited are recognized in the period in which the forfeitures occur. For the Predecessor, the amount of compensation expense recognized is adjusted to reflect the number of awards for which the related vesting conditions are expected to be met using estimated forfeitures.

Derivatives—We apply cash flow hedge accounting to interest rate swaps that are designated as hedges of the variability of future cash flows. The derivative financial instruments are recorded on our consolidated balance sheets at fair value as either assets or liabilities. Changes in the fair value of derivatives designated as cash flow hedges, to the extent the hedge is effective, are recognized in accumulated other comprehensive income until the hedged item is recognized in earnings.

Hedge effectiveness is measured on an ongoing basis to ensure the validity of the hedges based on the relative cumulative changes in fair value between the derivative contract and the hedged item over time. Hedge accounting is discontinued prospectively if it is determined that the derivative is no longer effective in offsetting changes in the cash flows of the hedged item.

For the Predecessor, other comprehensive income was released to earnings as the asset was depreciated over its useful life for interest rate hedges related to interest capitalized in the construction of fixed assets. For all other interest rate hedges, other comprehensive income was released to earnings as interest expense was accrued on the underlying debt.

Contingencies—We record liabilities for estimated loss contingencies when we believe a loss is probable and the amount of the probable loss can be reasonably estimated. Once established, we adjust the estimated contingency loss accrual for changes in facts and circumstances that alter our previous assumptions with respect to the likelihood or amount of loss. We recognize legal fees related to loss contingencies as incurred.

Income Taxes—Income taxes are provided based upon the tax laws and rates in the countries in which our subsidiaries are registered and where their operations are conducted and income and expenses are earned and incurred, respectively. We recognize deferred tax assets and liabilities for the anticipated future tax effects of temporary differences between the financial statement basis and the tax basis of our assets and liabilities using the applicable enacted tax rates in effect the year in which the asset is realized or the liability is settled. A valuation allowance for deferred tax assets is established when it is more likely than not that some portion or all of the deferred tax assets will not be realized.

We recognize tax benefits from an uncertain tax position only if it is more likely than not that the position will be sustained upon examination by taxing authorities based on the technical merits of the position. The amount recognized is the largest benefit that we believe has greater than a 50% likelihood of being realized upon settlement. Actual income taxes paid may vary from estimates depending upon changes in income tax laws, actual results of operations and the final audit of tax returns by taxing authorities. We recognize interest and penalties related to uncertain tax positions in income tax expense.

Reclassifications—Certain reclassifications of previously reported information have been made to conform to the current year presentation.

Recently Adopted Accounting Standards

Revenue from Contracts with Customers — In May 2014, the FASB issued Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers (Topic 606), which supersedes the revenue recognition requirements in ASU Topic 605, Revenue Recognition. Under the new guidance, revenue is recognized when a client obtains control of promised goods or services and in an amount that reflects the consideration the entity expects to receive in exchange for those goods or services. We adopted ASU 2014-09 and its related amendments, or collectively, Topic 606, effective January 1, 2018 using the modified retrospective approach. Accordingly, we have applied the five-step method outlined in Topic 606 for determining when and how revenue is recognized for all contracts that were not completed as of the date of adoption. Revenues for reporting periods beginning after January 1, 2018 are presented under Topic 606, while prior period amounts have not been adjusted and continue to be reported under the previous revenue recognition guidance. For contracts that were modified before the effective date, we have considered the modification guidance within the new standard and determined that the revenue recognized and contract balances recorded prior to adoption for such contracts were not impacted. While Topic 606 requires additional disclosure of the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with clients, its adoption did not have a material effect on our financial position, results of operations and cash flows. See Note 10.

Classification and Measurement of Financial Instruments — On January 25, 2016, the FASB issued ASU 2016-01, Financial Instruments — Overall: Recognition and Measurement of Financial Assets and Financial Liabilities, which requires all equity investments that do not result in consolidation and are not accounted for under the equity method to be measured at fair value through earnings, and eliminates the available-for-sale classification for equity securities with readily determinable fair values. The standard requires entities to record a cumulative-effect adjustment on their balance sheets as of the beginning of the fiscal year of adoption. We adopted the standard effective January 1, 2018 with no impact to our consolidated financial statements.

Tax Accounting for Intra-Entity Asset Transfers — On October 24, 2016, the FASB issued ASU 2016-16, Accounting for Income Taxes: Intra-Entity Asset Transfers of Assets Other than Inventory, which requires entities to recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transaction occurs as opposed to deferring tax consequences and amortizing them into future periods. The standard requires a modified retrospective approach with a cumulative-effect adjustment directly to retained earnings at the beginning of the period of adoption. We adopted the standard effective January 1, 2018 with no impact to our consolidated financial statements.

Scope of Modification Accounting for Stock Compensation — On May 10, 2017, the FASB issued ASU 2017-09, Compensation — Stock Compensation (Topic 718) — Scope of Modification Accounting, which clarifies when to account for a change to the terms or conditions of a share-based payment award as a modification. Under the new guidance, modification accounting is required only if the fair value, the vesting conditions, or the classification of the award (as equity or liability) changes as a result of the change in terms or conditions. We adopted the standard effective January 1, 2018 with no impact to our consolidated financial statements.

Modification of Accounting for Hedging Activities — On August 28, 2017, the FASB issued ASU 2017-12, Derivatives and Hedging (Topic 815) — Targeted Improvements to Accounting for Hedging Activities, which eliminates the requirement to separately measure and report hedge ineffectiveness and requires the entire change in the fair value of a hedging instrument to be presented in the same income statement line as the hedged item. The new guidance also eases certain documentation and assessment requirements and modifies the accounting for components excluded from the assessment of hedge effectiveness. We adopted the standard effective January 1, 2018 with no impact to our consolidated financial statements.

Recently Issued Accounting Standards

Leases — On February 25, 2016, the FASB issued ASU 2016-02, Leases (Topic 842), which requires lessees to recognize a right-of-use asset and liability for virtually all leases and updates previous accounting standards for lessors to align certain requirements with the updates to lessee accounting standards and the revenue recognition accounting standards. The update, which permits early adoption, is effective for annual and interim periods beginning after December 15, 2018. We expect to adopt the standard using the modified retrospective approach. For transactions in which we are considered a lessee, we expect to recognize a lease liability and a right-of-use asset of approximately $7.0 million based on our portfolio of leases upon adoption. Additionally, we believe that our drilling contracts contain a lease component. On July 30, 2018, the FASB issued ASU 2018-11 to provide certain practical expedients, which allow a new transition method to apply the new lease requirements at the effective date using a cumulative catch-up approach and allow lessors to not separate lease and non-lease components when the non-lease component is the predominant element of the combined component. The lessor practical expedient is limited to circumstances in which the lease, if accounted for separately, would be classified as an operating lease under Topic 842. We believe the non-lease component of our drilling contracts is the predominant element and that the lease component, if accounted for separately, would be classified as an operating lease. Accordingly, we expect that all of our drilling contracts will qualify for, and we expect to elect, the practical expedient in ASU 2018-11 to account for the combined component as a single component under Topic 606. We do not expect our adoption to have a material impact on revenue recognition of current or prior periods as compared to previous guidance nor do we expect a material impact to our pattern of revenue recognition in future periods.

Measurement of Credit Losses on Financial Instruments — On June 16, 2016, the FASB issued ASU 2016-13, Financial Instruments – Credit Losses (Topic 326), which introduces a new model for recognizing credit losses on financial instruments based on an estimate of current expected credit losses. The new model will apply to: (i) loans, accounts receivable, trade receivables, and other financial assets measured at amortized cost, (ii) loan commitments and certain other off-balance sheet credit exposures, (iii) debt securities and other financial assets measured at fair value through other comprehensive income and (iv) beneficial interests in securitized financial assets. This update is effective for annual and interim periods beginning after January 1, 2020. We are currently evaluating the effect the standard may have on our consolidated financial statements and related disclosures.

Changes to Fair Value Disclosure Requirements — On August 28, 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework — Changes to the Disclosure Requirements for Fair Value Measurement, which eliminates, adds and modifies certain disclosure requirements for fair value measurements as part of its disclosure framework project. Entities will no longer be required to disclose the amount of and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy, but public companies will be required to disclose the range and weighted average used to develop significant unobservable inputs for Level 3 fair value measurements. The guidance is effective for annual and interim periods beginning after January 1, 2020, with early adoption permitted. We are currently evaluating the effect the standard may have on our consolidated financial statement disclosures.

 

v3.19.1
Property and Equipment
12 Months Ended
Dec. 31, 2018
Property and Equipment  
Property and Equipment

Note 5—Property and Equipment

Property and equipment consists of the following:

 

 

 

 

 

 

 

 

 

 

Successor

 

 

Predecessor

 

    

December 31, 2018

    

    

December 31, 2017

(in thousands)

 

 

 

 

 

 

 

Drillships and related equipment

 

$

1,926,773

 

 

$

5,911,792

Other property and equipment

 

 

682

 

 

 

20,566

Property and equipment, cost

 

 

1,927,455

 

 

 

5,932,358

Accumulated depreciation

 

 

(12,283)

 

 

 

(1,280,357)

Property and equipment, net

 

$

1,915,172

 

 

$

4,652,001

 

 

 

 

 

 

 

During the Successor period in 2018 and the Predecessor periods in 2018, 2017 and 2016, depreciation expense was $12.3 million, $247.7 million, $278.2 million and $275.1 million, respectively.

v3.19.1
Intangible Asset
12 Months Ended
Dec. 31, 2018
Intangible Asset  
Intangible Asset

Note 6—Intangible Asset

Intangible asset consists of the following:

 

 

 

 

 

 

 

 

 

 

 

Successor

 

 

Predecessor

 

    

December 31, 2018

    

    

December 31, 2017

(in thousands)

 

 

 

 

 

 

 

Client-related intangible asset

 

$

100,000

 

 

$

 —

Accumulated amortization

 

 

(14,947)

 

 

 

 —

Intangible asset, net

 

$

85,053

 

 

$

 —

 

During the Successor period in 2018, amortization expense of intangible asset was $14.9 million, based on an amortization period of 0.8 year. As of December 31, 2018, the estimated 2019 amortization expense is $85.1 million.

v3.19.1
Receivable related to Zonda Arbitration
12 Months Ended
Dec. 31, 2018
Receivable related to Zonda Arbitration  
Receivable related to Zonda Arbitration

Note 7—Receivable related to Zonda Arbitration

On January 25, 2013, we entered into a contract with Samsung Heavy Industries Co., Ltd. (“SHI”) for the construction of an eighth drillship, the Pacific Zonda, which provided for a purchase price of approximately $517.5 million and an original delivery date of March 31, 2015 (the “Construction Contract”). On October 29, 2015, we exercised our right to rescind the Construction Contract due to SHI’s failure to timely deliver the drillship in accordance with the contractual specifications. The carrying value of the newbuild at the date of rescission was $315.7 million, consisting of (i) advance payments in the aggregate of $181.1 million paid by us to SHI, (ii) purchased equipment, (iii) internally capitalized construction costs and (iv) capitalized interest.

On November 25, 2015, SHI formally commenced an arbitration proceeding against us in accordance with the Construction Contract. On November 30, 2015, we made demand under the third party refund guarantee accompanying the Construction Contract for the amount of our advance payments made under the Construction Contract, plus interest. Any payment under the refund guarantee is suspended until an award under the arbitration is obtained.

The Zonda Debtors owned $75.0 million in purchased equipment for the Pacific Zonda, a majority of which remains on board the Pacific Zonda subject to return to us by SHI.

On November 19, 2018, the Debtors emerged from bankruptcy after successfully completing their reorganization pursuant to the Plan. As of that date, we deconsolidated the Zonda Debtors, which filed a separate plan of reorganization and are not Debtors under the Plan. See Note 3.

As a result of adopting Fresh Start Accounting, we estimated the receivable related to the Zonda Arbitration at $204.7 million, included within receivable from unconsolidated subsidiaries on our consolidated balance sheet. As of December 31, 2017, the carrying amount of the receivable related to the advance payments and accrued interest was $202.6 million, presented as a long-term receivable, while the purchased equipment was included in our property and equipment, net on our consolidated balance sheet. See Note 17.

v3.19.1
Debt
12 Months Ended
Dec. 31, 2018
Debt  
Debt

Note 8—Debt

Debt, net of debt premium (discount), consists of the following:

 

 

 

 

 

 

 

 

 

 

Successor

 

 

Predecessor

 

    

December 31, 2018

    

    

December 31, 2017

(in thousands)

 

 

 

 

 

 

 

Debt Obligations:

 

 

 

 

 

 

 

2017 Senior Secured Notes(b)(c)

 

$

 —

 

 

$

439,364

2018 Senior Secured Term Loan B(b)(c)

 

 

 —

 

 

 

718,125

2013 Revolving Credit Facility(a)(b)

 

 

 —

 

 

 

475,000

Senior Secured Credit Facility(a)(b)

 

 

 —

 

 

 

661,478

2020 Senior Secured Notes(b)(c)

 

 

 —

 

 

 

750,000

First Lien Notes

 

 

747,400

 

 

 

 —

Second Lien PIK Notes

 

 

291,935

 

 

 

 —

Total debt

 

 

1,039,335

 

 

 

3,043,967

Less: liabilities subject to compromise

 

 

 —

 

 

 

(3,043,967)

Total long-term debt

 

$

1,039,335

 

 

$

 —

 

(a)

Repaid upon our emergence from our Chapter 11 proceedings.

(b)

Included in liabilities subject to compromise at December 31, 2017.

(c)

Exchanged for common shares upon our emergence from our Chapter 11 proceedings.

 

Pre-Petition Secured Debt

On November 12, 2017, the Debtors filed the Bankruptcy Petitions for relief under Chapter 11 of the Bankruptcy Code. Prior to the Petition Date, the Company had outstanding its 2017 Notes, Term Loan B, 2013 Revolving Credit Facility, SSCF and 2020 Notes (collectively, the “Pre-Petition Secured Debt”). For a description of the Pre-Petition Secured Debt, see below.

The filing of the Bankruptcy Petitions constituted an event of default with respect to the Pre-Petition Secured Debt. As a result, the corresponding Pre-Petition Debt became immediately due and payable and any efforts to enforce such payment obligations were automatically stayed as a result of the Chapter 11 proceedings. As of December 31, 2017, all debt was classified as liabilities subject to compromise on our consolidated balance sheets.

On November 19, 2018, the Company emerged from the Chapter 11 proceedings, and repaid in full the 2013 Revolving Credit Facility and SSCF, and issued common shares in satisfaction of the claims under the 2017 Notes, Term Loan B and 2020 Notes. As a result, the Pre-Petition Secured Debt is no longer outstanding.

First Lien Notes and Second Lien PIK Notes

In connection with its emergence from the Chapter 11 proceedings, the Company assumed all obligations under the $750.0 million First Lien Notes and the $273.6 million Second Lien PIK Notes.

First Lien Notes

On September 26, 2018, Pacific Drilling First Lien Escrow Issuer Limited (the “First Lien Escrow Issuer”), a private company limited by shares incorporated in the British Virgin Islands and wholly owned subsidiary of the Company, entered into an indenture (the “First Lien Notes Indenture”) with Wilmington Trust, National Association, as trustee (the “Trustee”) and collateral agent, relating to the issuance by the First Lien Escrow Issuer of $750.0 million aggregate principal amount of 8.375% First Lien Notes due 2023 (the “First Lien Notes”).

The First Lien Notes were sold in a private transaction exempt from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”), and were offered and sold under Rule 144A of the Securities Act, and to non-U.S. persons in transactions outside the United States under Regulation S of the Securities Act. The First Lien Notes have not been, and will not be, registered under the Securities Act and may not be offered or sold in the United States absent registration or an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and other applicable securities laws.

Upon the emergence of the Company from the Chapter 11 proceedings on November 19, 2018, the First Lien Escrow Issuer merged into the Company and the Company assumed all obligations of the First Lien Escrow Issuer under the First Lien Notes Indenture.

The First Lien Notes accrue interest at a rate of 8.375% per annum, payable semi-annually in arrears on April 1 and October 1 of each year beginning on April 1, 2019. The First Lien Notes will mature on October 1, 2023, unless earlier redeemed or repurchased.

The First Lien Notes are jointly and severally and fully and unconditionally guaranteed on a senior secured basis by all of the Company’s subsidiaries other than the Zonda Debtors, certain immaterial subsidiaries and PIDWAL. It is expected that the Zonda Debtors will guarantee the First Lien Notes and Second Lien PIK Notes upon their emergence from bankruptcy pursuant to their separate plan of reorganization after the successful resolution of the arbitration proceeding involving the Pacific Zonda. See Note 17 for further discussion. If the Company is unsuccessful in the arbitration, the Company expects to liquidate the Zonda Debtors and the Zonda Debtors would not guarantee the First Lien Notes and Second Lien PIK Notes.

The First Lien Notes are secured by first-priority liens on substantially all assets of the Company and the guarantors (other than certain excluded property), including (i) vessels, (ii) books and records, (iii) certain deposit accounts and the amounts contained therein, (iv) assignments of proceeds of hull and machinery and loss of hire insurance, (v) assignments of earnings from drilling contracts, and (vi) equity interests owned by the Company and the guarantors, in each case, subject to certain exceptions, including that such first-priority liens will be subject to payment priority in favor of future holders, if any, of certain superpriority first lien debt of up to $50.0 million.

The First Lien Notes Indenture contains covenants limiting the ability of the Company, and any restricted subsidiary to, among other things, (i) incur or guarantee additional indebtedness and issue preferred stock, (ii) pay dividends on or redeem or repurchase capital stock, make certain investments, make certain payments on or with respect to subordinated and junior debt (including making cash interest or principal payments on the Second Lien PIK Notes (as defined below)), (iii) create or incur certain liens, (iv) impose restrictions on the ability of restricted subsidiaries to pay dividends, (v) merge or consolidate with other entities, (vi) enter into certain transactions with affiliates, (vii) impair the security interests in the collateral for the First Lien Notes, and (viii) engage in certain lines of business. These covenants are subject to a number of important exceptions and qualifications and certain of them will be suspended with respect to the First Lien Notes in the event that the First Lien Notes obtain an investment grade rating.

The Company may be required to offer to purchase the First Lien Notes at 101.0% percent of the principal amount thereof, plus accrued and unpaid interest, upon the occurrence of a Change of Control (as defined in the First Lien Notes Indenture), and at 100.0% of the principal amount, plus accrued and unpaid interest, under certain other circumstances. In addition, the Company will be required to offer to purchase First Lien Notes at 100.0% of the principal amount thereof, plus accrued and unpaid interest, with any cash proceeds from a settlement or award in connection with the arbitration relating to the Pacific Zonda with such offer to be for an aggregate principal amount of First Lien Notes equal to the lesser of (x) 50.0% of such cash proceeds and (y) $75.0 million.

At any time prior to October 1, 2020, (i) the Company may redeem the First Lien Notes, in whole or in part, at a redemption price equal to 100.0% of the principal amount thereof, plus a “make-whole” premium, (ii) the Company may redeem up to 35.0% of the original principal amount of the First Lien Notes with proceeds from certain equity offerings at a redemption price equal to 108.375% of the principal amount thereof, and (iii) not more than once in any twelve-month period, the Company may redeem up to 10.0% of the original principal amount of the First Lien Notes at a redemption price equal to 103.0% of the principal amount thereof, in each case plus accrued and unpaid interest.

At any time on or after October 1, 2020, the Company may redeem the First Lien Notes, in whole or in part, at the following redemption prices (expressed as a percentage of the principal amount), plus accrued and unpaid interest, during the twelve-month period beginning on October 1 of the years indicated: 2020 – 104.188%; 2021 – 102.094%; 2022 and thereafter – 100.000%.

The First Lien Notes Indenture contains customary events of default, including, among other things, (i) failure to make required payments; (ii) failure to comply with certain agreements or covenants; (iii) failure to pay certain other indebtedness; (iv) certain events of bankruptcy and insolvency; and (v) failure to pay certain judgments. An event of default under the First Lien Notes Indenture will allow either the Trustee or the holders of at least 25% in aggregate principal amount of the then-outstanding First Lien Notes to accelerate, or in certain cases will automatically cause the acceleration of, the amounts due under the First Lien Notes.

Intercreditor Agreement

The relationship between holders of First Lien Notes (and any future first lien debt), on the one hand, and Second Lien PIK Notes (and any future junior lien debt), on the other hand, is governed by an intercreditor agreement. Pursuant to the intercreditor agreement, the liens securing first lien debt are effectively senior in priority to the liens securing junior lien debt. If the Company incurs any future first lien debt, the relationship between holders of such debt and First Lien Notes will be governed by a collateral agency agreement. Such agreements will allow for payment priority in favor of holders of up to $50.0 million of future superpriority first lien debt.

Second Lien PIK Notes 

On September 26, 2018, Pacific Drilling Second Lien Escrow Issuer Limited (the “Second Lien Escrow Issuer”), a private company limited by shares incorporated in the British Virgin Islands and wholly owned subsidiary of the Company, entered into an indenture (the “Second Lien PIK Notes Indenture”) with the Trustee, as trustee and junior lien collateral agent, relating to the issuance by the Second Lien Escrow Issuer of approximately $273.6 million aggregate principal amount of 11.0% / 12.0% Second Lien PIK Notes due 2024 (the “Second Lien PIK Notes”), of which (i) $250.0 million aggregate principal amount was issued pursuant to the Second Lien PIK Notes Offering (as defined below), and (ii) approximately $23.6 million aggregate principal amount was issued as a commitment fee to the Ad Hoc Group for their agreement to backstop the issuance of the Second Lien PIK Notes.

The Second Lien PIK Notes were sold in a private transaction exempt from the registration requirements of the Securities Act and were offered and sold under Rule 144A of the Securities Act, and to non-U.S. persons in transactions outside the United States under Regulation S of the Securities Act (the “Second Lien PIK Notes Offering”). The Second Lien PIK Notes have not been, and will not be, registered under the Securities Act and may not be offered or sold in the United States absent registration or an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and other applicable securities laws.

Upon the emergence of the Company from the Chapter 11 proceedings on November 19, 2018, the Second Lien Escrow Issuer merged into the Company and the Company assumed all obligations of the Second Lien Escrow Issuer under the Second Lien PIK Notes Indenture.

For each interest period, interest is payable, at the option of the Company, (i) entirely in cash (“Cash Interest”), (ii) entirely through the issuance of additional Second Lien PIK Notes having the same terms and conditions as the Second Lien PIK Notes issued in the Second Lien PIK Notes Offering in a principal amount equal to the amount of interest then due and payable or by increasing the then outstanding aggregate principal amount of Second Lien PIK Notes (“PIK Interest”) or (iii) 50% as Cash Interest and 50% as PIK Interest. If the Company elects to pay interest for an interest period entirely in the form of Cash Interest, interest will accrue at a rate of 11.0% per annum for such interest period. If the Company elects to pay interest for an interest period entirely in the form of PIK Interest, interest will accrue at a rate of 12.0% per annum for such interest period. If the Company elects to pay 50% in Cash Interest and 50% in PIK Interest for an interest period, (i) interest in respect of the Cash Interest portion will accrue at 11.0% and (ii) interest in respect of the PIK Interest portion will accrue at 12.0% for such interest period.

Interest on the Second Lien PIK Notes will be payable semi-annually in arrears on April 1 and October 1 of each year beginning on April 1, 2019. The Second Lien PIK Notes will mature on April 1, 2024, unless earlier redeemed or repurchased.

The Second Lien PIK Notes are jointly and severally and fully and unconditionally guaranteed on a senior secured basis by all of the Company’s subsidiaries that guarantee the Company’s First Lien Notes and are secured by second-priority liens on all of the assets of the Company and the guarantors that also serve as collateral for the Company’s First Lien Notes.

The Second Lien PIK Notes Indenture contains covenants limiting the ability of the Company, and any restricted subsidiary to, among other things, (i) incur or guarantee additional indebtedness and issue preferred stock, (ii) pay dividends on or redeem or repurchase capital stock, make certain investments, make certain payments on or with respect to subordinated and junior debt, (iii) create or incur certain liens, (iv) impose restrictions on the ability of restricted subsidiaries to pay dividends, (v) merge or consolidate with other entities, (vi) enter into certain transactions with affiliates, (vii) impair the security interests in the collateral for the Second Lien PIK Notes, and (viii) engage in certain lines of business. These covenants are subject to a number of important exceptions and qualifications and certain of them will be suspended with respect to the Second Lien PIK Notes in the event that the Second Lien PIK Notes obtain an investment grade rating.

The Company may be required to offer to purchase the Second Lien PIK Notes at 101.0% percent of the principal amount thereof, plus accrued and unpaid interest, upon the occurrence of a Change of Control (as defined in the Second Lien PIK Notes Indenture) (a “Change of Control Offer”), and at 100.0% of the principal amount, plus accrued and unpaid interest, under certain other circumstances. In addition, the Company will be required to offer to purchase Second Lien PIK Notes at 100.0% of the principal amount thereof, plus accrued and unpaid interest, with the cash proceeds, if any, from a settlement or award in connection with the arbitration with SHI related to the Pacific Zonda, with such offer to be for an aggregate principal amount of the Second Lien PIK Notes equal to the lesser of (x) 50.0% of such cash proceeds and (y) $75.0 million, provided, that if the Company is required to offer to purchase the First Lien Notes with such cash proceeds, the Company shall only be required to offer to purchase the Second Lien PIK Notes with the portion thereof that has been declined by the holders of First Lien Notes.

 

At any time prior to April 1, 2020, (i) the Company may redeem the Second Lien PIK Notes, in whole or in part, at a redemption price equal to 100.0% of the principal amount thereof, plus a “make-whole” premium, and (ii) the Company may redeem up to 35.0% of the original principal amount of the Second Lien PIK Notes with the proceeds from certain equity offerings at a redemption price equal to 112.0%, in each case plus accrued and unpaid interest.

At any time on or after April 1, 2020, the Company may redeem the Second Lien PIK Notes, in whole or in part, at the following redemption prices (expressed as a percentage of principal amount), plus any accrued and unpaid interest, during the six-month period beginning on the dates indicated below:

 

 

 

Date

 

Price

April 1, 2020

 

112.0%

October 1, 2020

 

109.0%

April 1, 2021

 

106.0%

October 1, 2021

 

103.0%

April 1, 2022 and thereafter

 

100.0%

 

At any time a Change of Control occurs, the Company may redeem all, but not less than all, of the Second Lien PIK Notes at the following redemption prices (expressed as a percentage of principal amount), plus any accrued and unpaid interest, during the six-month period beginning on the dates indicated below:

 

 

 

Date

 

Price

April 1, 2020

 

106.0%

October 1, 2020

 

109.0%

April 1, 2021

 

106.0%

October 1, 2021

 

103.0%

April 1, 2022 and thereafter

 

100.0%

If the Company exercises this Change of Control redemption right, it may elect not to make the Change of Control Offer described above.

The Second Lien PIK Notes Indenture contains customary events of default, including, among other things, (i) failure to make required payments; (ii) failure to comply with certain agreements or covenants; (iii) failure to pay certain other indebtedness; (iv) certain events of bankruptcy and insolvency; and (v) failure to pay certain judgments. An event of default under the Second Lien PIK Notes Indenture will allow either the Trustee or the holders of at least 25.0% in aggregate principal amount of the then-outstanding Second Lien PIK Notes to accelerate, or in certain cases, will automatically cause the acceleration of, the amounts due under the Second Lien PIK Notes.

Description of Pre-Petition Secured Debt

 

2017 Senior Secured Notes

In November 2012, Pacific Drilling V Limited (“PDV”), an indirect, wholly-owned subsidiary of the Company, and the Company, as guarantor, completed a private placement of $500.0 million in aggregate principal amount of 7.25% senior secured notes due 2017 (the “2017 Notes”). The 2017 Notes bore interest at 7.25% per annum, payable semiannually on June 1 and December 1, with a scheduled maturity on December 1, 2017.

The 2017 Notes were secured by a first-priority security interest (subject to certain exceptions) in the Pacific Khamsin, and substantially all of the other assets of PDV, including an assignment of earnings and insurance proceeds related to the Pacific Khamsin.

During the year ended December 31, 2016, we repurchased $60.6 million of our 2017 Notes.

Effective November 19, 2018, we issued common shares in satisfaction of the 2017 Notes, and thus they are no longer outstanding.

Senior Secured Credit Facility

In February 2013, Pacific Sharav S.à r.l. and Pacific Drilling VII Limited (together, the “SSCF Borrowers”) and the Company, as guarantor, entered into a senior secured credit facility agreement, as amended and restated (the “SSCF”), to finance the construction, operation and other costs associated with the Pacific Sharav and the Pacific Meltem (the “SSCF Vessels”). The SSCF was primarily secured on a first priority basis by liens on the SSCF Vessels, and by an assignment of earnings and insurance proceeds relating thereto.

In 2015, we completed the final drawdown under this facility, resulting in a cumulative total drawdown of $985.0 million. Following the final drawdown, the SSCF consisted of two principal tranches: (i) a Commercial Tranche of $492.5 million provided by a syndicate of commercial banks and (ii) a Garanti — Instituttet for Eksportkreditt (“GIEK”) Tranche of $492.5 million guaranteed by GIEK, comprised of two sub-tranches: (x) an Eksportkreditt Norge AS (“EKN”) sub-tranche of $246.3 million and (y) a bank sub-tranche of $246.3 million.

Borrowings under (A) the Commercial Tranche bore interest at London Interbank Offered Rate (“LIBOR”) plus a margin of 3.75%, (B) the EKN sub-tranche bore interest, at our option, at (i) LIBOR plus a margin of 1.5% (which margin could be reset on May 31, 2019) or (ii) at a Commercial Interest Reference Rate of 2.37% and (C) the bank sub-tranche bore interest at LIBOR plus a margin of 1.5%. Borrowings under both sub-tranches were also subject to a guarantee fee of 2% per annum. Interest was payable quarterly.

The Commercial Tranche had a scheduled maturity on May 31, 2019. Loans made with respect to the Pacific Sharav under the GIEK Tranche had a scheduled maturity on May 12, 2026. Loans made with respect to the Pacific Meltem under the GIEK Tranche had a scheduled maturity on November 24, 2026. The GIEK Tranche contained a put option exercisable if the Commercial Tranche was not refinanced or renewed on or before February 28, 2019 requiring each SSCF Borrower to prepay, in full, the portion of all outstanding loans that relate to the GIEK Tranche, on or before May 31, 2019, without any premium, penalty or fees of any kind. The SSCF required semiannual amortization payments of $39.9 million; however, we did not make these payments during the pendency of our Chapter 11 proceedings.

Effective November 19, 2018, pursuant to the Plan, we repaid the SSCF in full and thus it is no longer outstanding.

2020 Senior Secured Notes

On June 3, 2013, we completed a $750.0 million private placement of 5.375% senior secured notes due 2020 (the “2020 Notes”).

The 2020 Senior Secured Notes bore interest at 5.375% per annum, payable semiannually on June 1 and December 1, with a scheduled maturity on June 1, 2020.

The 2020 Senior Secured Notes were guaranteed by each of our subsidiaries that own the Pacific Bora, the Pacific Mistral, the Pacific Scirocco and the Pacific Santa Ana (the “Shared Collateral Vessels”), each of our subsidiaries that own or previously owned equity or similar interests in a Shared Collateral Vessel-owning subsidiary, and certain other of our subsidiaries that are parties to charters in respect of the Shared Collateral Vessels, and by certain other future subsidiaries.

The 2020 Senior Secured Notes were secured, on an equal and ratable, first priority basis, with the obligations under the Senior Secured Term Loan B (as defined below), the 2013 Revolving Credit Facility (as defined below) and certain future obligations, subject to payment priorities in favor of lenders under the 2013 Revolving Credit Facility pursuant to the terms of an intercreditor agreement (the “Pre-Petition Intercreditor Agreement”), by liens on the Shared Collateral Vessels, a pledge of the equity of the entities that own the Shared Collateral Vessels, assignments of earnings and insurance proceeds with respect to the Shared Collateral Vessels, and certain other assets of the subsidiary guarantors (collectively, the “Shared Collateral”).

Effective November 19, 2018, pursuant to the Plan, we issued common shares in satisfaction of the 2020 Notes and thus they are no longer outstanding.

2018 Senior Secured Institutional Term Loan – Term Loan B

On June 3, 2013, we entered into a $750.0 million senior secured institutional term loan maturing 2018 (the “Term Loan B”). The Term Loan B bore interest, at our election, at either (1) LIBOR, which would not be less than a floor of 1% plus a margin of 3.5% per annum, or (2) a rate of interest per annum equal to (i) the prime rate for such day, (ii) the sum of the federal funds rate plus 0.5% or (iii) 1% per annum above the one-month LIBOR, whichever was the highest rate in each case plus a margin of 2.5% per annum. Interest was payable quarterly. The Term Loan B required quarterly amortization payments of $1.9 million and had a scheduled maturity on June 3, 2018; however, we did not make these payments during the pendency of our Chapter 11 proceedings.

Term Loan B was secured by the Shared Collateral and subject to the terms and provisions of the Pre-Petition Intercreditor Agreement.

Effective November 19, 2018, pursuant to the Plan, we issued common shares in satisfaction of Term Loan B and thus it is no longer outstanding.

2013 Revolving Credit Facility

On June 3, 2013, we entered into a $500.0 million senior secured revolving credit facility with a scheduled maturity on June 3, 2018 (as amended, the “2013 Revolving Credit Facility”). The 2013 Revolving Credit Facility was secured by the Shared Collateral and subject to the provisions of the Pre-Petition Intercreditor Agreement. The 2013 Revolving Credit Facility permitted loans to be extended up to a maximum sublimit of $475.0 million and permitted letters of credit to be issued up to a maximum sublimit of $300.0 million, subject to a $475.0 million overall facility limit.

Borrowings under the 2013 Revolving Credit Facility bore interest, at our option, at either (1) LIBOR plus a margin ranging from 3.25% to 3.75% based on our leverage ratio, or (2) a rate of interest per annum equal to (i) the prime rate for such day, (ii) the sum of the federal funds rate plus 0.5% or (iii) 1% per annum above the one-month LIBOR, whichever was the highest rate in each case plus a margin ranging from 2.25% to 2.75% per annum based on our leverage ratio. Undrawn commitments accrued a fee ranging from 1.3% to 1.5% per annum based on our leverage ratio. Interest was payable quarterly. Outstanding but undrawn letters of credit accrued a fee at a rate equal to the margin on LIBOR loans minus 1%.

Effective November 19, 2018, pursuant to the Plan, we repaid the 2013 Revolving Credit Facility in full and thus it is no longer outstanding.

Maturities of Long-Term Debt

As of December 31, 2018, the aggregate maturities of our debt, excluding any PIK interest and net unamortized premium of $7.1 million, were as follows:

 

 

 

 

 

 

    

(in thousands)

Years ending December 31, 

 

 

 

2019

 

$

 —

2020

 

 

 —

2021

 

 

 —

2022

 

 

 —

2023

 

 

750,000

Thereafter

 

 

273,614

        Total

 

$

1,023,614

 

v3.19.1
Income Taxes
12 Months Ended
Dec. 31, 2018
Income Taxes  
Income Taxes

Note 9—Income Taxes

Pacific Drilling S.A., a holding company and Luxembourg resident, is subject to Luxembourg corporate income tax and municipal business tax at a combined rate of 26.0% for the year ended December 31, 2018, 27.1% for the year ended December 31, 2017, and 29.2% for the year ended December 31, 2016. Qualifying dividend income and capital gains on the sale of qualifying investments in subsidiaries are exempt from Luxembourg corporate income tax and municipal business tax. Consequently, the Company expects dividends from its subsidiaries and capital gains from sales of investments in its subsidiaries to be exempt from Luxembourg corporate income tax and municipal business tax.

Under the Plan, the Term Loan B, 2020 Notes, and 2017 Notes were cancelled and extinguished in exchange for common shares of Pacific Drilling S.A., resulting in cancellation of debt income (“CODI”) for Pacific Drilling S.A. of $863.1 million as calculated under Luxembourg accounting and tax principles. Article 52 of Luxembourg Income Tax Law generally provides for an exemption from income tax for CODI that remains after the utilization of net operating losses. As part of the Plan, certain intercompany debt was extinguished, resulting in bad debt losses for Pacific Drilling S.A., which together with its available net operating losses, is sufficient to fully offset CODI of Pacific Drilling S.A. that resulted from the Plan.

Income taxes have been provided based on the laws and rates in effect in the countries in which our operations are conducted or in which our subsidiaries are considered residents for income tax purposes. Our income tax expense or benefit arises from our mix of pretax earnings or losses, respectively, in the international tax jurisdictions in which we operate. Because the countries in which we operate have different statutory tax rates and tax regimes with respect to one another, there is no expected relationship between the provision for income taxes and our income or loss before income taxes.

Loss before income taxes consists of the following:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Successor

 

 

 

Predecessor

 

 

Period From

 

 

 

Period From

 

 

 

 

 

 

 

 

 

 

November 20, 2018

 

 

 

January 1, 2018

 

 

 

 

 

 

 

 

 

 

through

 

 

 

through

 

 

Years ended December 31, 

 

 

December 31, 2018

    

 

 

November 19, 2018

    

 

2017

    

 

2016

(in thousands)

    

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Luxembourg

 

$

(9,738)

 

 

 

$

(500,317)

 

 

$

349

 

 

$

190,849

United States

 

 

3,558

 

 

 

 

(10,467)

 

 

 

1,301

 

 

 

3,855

Other jurisdictions

 

 

(28,073)

 

 

 

 

(1,646,401)

 

 

 

(513,953)

 

 

 

(209,754)

Loss before income taxes

 

$

(34,253)

 

 

 

$

(2,157,185)

 

 

$

(512,303)

 

 

$

(15,050)

 

The components of income tax (provision) benefit consist of the following:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Successor

 

 

 

Predecessor

 

 

Period From

 

 

 

Period From

 

 

 

 

 

 

 

 

 

 

November 20, 2018

 

 

 

January 1, 2018

 

 

 

 

 

 

 

 

 

 

through

 

 

 

through

 

 

Years ended December 31, 

 

    

December 31, 2018

    

 

 

November 19, 2018

    

 

2017

    

 

2016

(in thousands)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current income tax benefit (expense):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Luxembourg

 

$

292

 

 

 

$

(866)

 

 

$

(2,287)

 

 

$

53

United States

 

 

(90)

 

 

 

 

(641)

 

 

 

(3,202)

 

 

 

(1,874)

Other foreign

 

 

60

 

 

 

 

(288)

 

 

 

35

 

 

 

(4,792)

Total current

 

$

262

 

 

 

$

(1,795)

 

 

$

(5,454)

 

 

$

(6,613)

Deferred tax benefit (expense):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Luxembourg

 

$

6,454

 

 

 

$

6,924

 

 

$

321

 

 

$

(2,893)

United States

 

 

(15)

 

 

 

 

(1,902)

 

 

 

(6,145)

 

 

 

(448)

Other foreign

 

 

68

 

 

 

 

(919)

 

 

 

(1,585)

 

 

 

(12,153)

Total deferred

 

$

6,507

 

 

 

$

4,103

 

 

$

(7,409)

 

 

$

(15,494)

Income tax expense

 

$

6,769

 

 

 

$

2,308

 

 

$

(12,863)

 

 

$

(22,107)

 

A reconciliation between the Luxembourg statutory rate of 26.0% for the year ended December 31, 2018, 27.1% for the year ended December 31, 2017 and 29.2% for the year ended December 31, 2016 and our effective tax rate is as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Successor

 

 

Predecessor

 

 

Period From

 

 

Period From

 

 

 

 

 

 

 

 

 

 

November 20, 2018

 

 

January 1, 2018

 

 

 

 

 

 

 

 

 

 

through

 

 

through

 

Years ended December 31, 

 

    

December 31, 2018

 

 

November 19, 2018

 

2017

 

2016

Statutory rate

 

 

26.0

%

 

 

 

26.0

%

 

 

27.1

%

 

 

29.2

%

Effect of tax rates different from the Luxembourg statutory tax rate

 

 

(25.3)

%

 

 

 

(18.7)

%

 

 

(19.2)

%

 

 

(13.2)

%

Change in valuation allowance

 

 

18.7

%

 

 

 

(4.3)

%

 

 

(8.0)

%

 

 

(85.1)

%

Changes in unrecognized tax benefits

 

 

(1.0)

%

 

 

 

(0.2)

%

 

 

(0.8)

%

 

 

(75.9)

%

Equity based compensation shortfall

 

 

%

 

 

 

(0.1)

%

 

 

(1.2)

%

 

 

(7.0)

%

Change in enacted statutory tax rates

 

 

%

 

 

 

%

 

 

(0.5)

%

 

 

%

Adjustments related to prior years

 

 

1.3

%

 

 

 

%

 

 

0.1

%

 

 

5.1

%

Fresh start accounting

 

 

%

 

 

 

(2.6)

%

 

 

%

 

 

%

Effective tax rate

 

 

19.7

%

 

 

 

0.1

%

 

 

(2.5)

%

 

 

(146.9)

%

 

The components of deferred tax assets and liabilities consist of the following:

 

 

 

 

 

 

 

 

 

 

Successor

 

 

Predecessor

 

    

December 31, 2018

 

    

December 31, 2017

(in thousands)

 

 

 

 

 

 

 

Deferred tax assets:

 

 

 

 

 

 

 

Net operating loss carryforwards

 

$

549,107

 

 

$

52,568

Depreciation and amortization

 

 

188,161

 

 

 

35,873

Accrued payroll expenses

 

 

2,307

 

 

 

4,595

Deferred revenue

 

 

42

 

 

 

2,189

Other

 

 

307

 

 

 

1,119

Deferred tax assets

 

 

739,924

 

 

 

96,344

Less: valuation allowance

 

 

(701,727)

 

 

 

(86,495)

Total deferred tax assets

 

$

38,197

 

 

$

9,849

 

 

 

 

 

 

 

 

Deferred tax liabilities:

 

 

 

 

 

 

 

Depreciation and amortization

 

$

(22,134)

 

 

$

(6,505)

Deferred expenses

 

 

 —

 

 

 

(1,459)

Other

 

 

(5)

 

 

 

(88)

Total deferred tax liabilities

 

$

(22,139)

 

 

$

(8,052)

 

 

 

 

 

 

 

 

Net deferred tax assets

 

$

16,058

 

 

$

1,797

 

As of December 31, 2018 and 2017, the Company had gross deferred tax assets of $549.1 million and $52.6 million, respectively, related to loss carry forwards in various worldwide tax jurisdictions. The majority of the loss carry forwards are in Luxembourg and have a related gross deferred tax asset of $504.2 million that expires in 2034. The remaining loss carry forwards have no expiration.

A valuation allowance for deferred tax assets is established when it is more likely than not that some portion or all of the deferred tax assets will not be realized. As of December 31, 2018 and 2017, the valuation allowance for deferred tax assets was $701.7 million and $86.5 million, respectively.

We consider the earnings of certain of our subsidiaries to be indefinitely reinvested. Accordingly, we have not provided for taxes on these unremitted earnings. Should we make distributions from the unremitted earnings of these subsidiaries, we would be subject to taxes payable in certain jurisdictions. As of December 31, 2018, the amount of indefinitely reinvested earnings was approximately $20.0 million, and if all of these indefinitely reinvested earnings were distributed, we would be subject to estimated taxes of approximately $1.0 million.

We recognize tax benefits from an uncertain tax position only if it is more likely than not that the position will be sustained upon examination by taxing authorities based on the technical merits of the position. The amount recognized is the largest benefit that we believe has greater than a 50% likelihood of being realized upon settlement. As of December 31, 2018, we had $42.5 million of unrecognized tax benefits which were included in other long-term liabilities on our consolidated balance sheets and would impact our consolidated effective tax rate if realized. To the extent we have income tax receivable balances available to utilize against amounts payable for unrecognized tax benefits, we have presented such receivable balances as a reduction to other long-term liabilities on our consolidated balance sheets. A reconciliation of the beginning and ending amounts of unrecognized tax benefits for the Successor period in 2018 and for the Predecessor periods in 2018 and 2017 is as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

Successor

 

 

Predecessor

 

 

Period From

 

 

Period From

 

 

 

 

November 20, 2018

 

 

January 1, 2018

 

 

 

    

through

 

 

through

 

Year Ended

 

    

December 31, 2018

    

    

November 19, 2018

    

December 31, 2017

(in thousands)

 

 

 

 

 

 

 

 

 

 

Balance, beginning of period

 

$

41,831

 

 

$

38,860

 

$

34,027

Increases in unrecognized tax benefits as a result of tax positions taken during current year

 

 

626

 

 

 

2,971

 

 

4,833

Balance, end of period

 

$

42,457

 

 

$

41,831

 

$

38,860

 

As of December 31, 2018 and 2017, we have no accrued interest and penalties related to uncertain tax positions on our balance sheet as such payments would not be required by law.

The Company is subject to taxation in various U.S., foreign, and state jurisdictions in which it conducts business. Tax years as early as 2011 remain subject to examination. As of December 31, 2018, the Company has ongoing tax audits in Nigeria and Brazil.

v3.19.1
Revenue from Contracts with Clients
12 Months Ended
Dec. 31, 2018
Revenue from Contracts with Clients  
Revenue from Contracts with Clients

Note 10—Revenue from Contracts with Clients

Contract Assets and Liabilities

Accounts receivable are recognized when the right to consideration becomes unconditional based upon contractual billing schedules. Payment terms on invoiced amounts are typically 30 days. As of December 31, 2018 and 2017, accounts receivable on our consolidated balance sheets were presented net of allowance for doubtful accounts of $0.0 and $2.6 million, respectively.

Contract assets consist of demobilization revenue that we expect to receive and is recognized ratably throughout the contract term but invoiced upon completion of the demobilization activities. Once the demobilization revenue is invoiced, the corresponding contract asset is transferred to accounts receivable.

Contract liabilities include payments received for mobilization, contract preparation and capital upgrade activities, which are allocated to the overall performance obligation and recognized ratably over the initial term of the contract.

Contract assets and liabilities are netted at a contract level, such that deferred revenue for mobilization, contract preparation and capital upgrade (contract liabilities) is netted with any accrued demobilization revenue (contract asset) for each applicable contract. Net current contract asset and liability balances are included in “Prepaid expenses and other current assets” and “Deferred revenue, current,” respectively, and net noncurrent contract asset and liability balances are included in “Other assets” and “Deferred revenue,” respectively, on our consolidated balance sheets.

The following table provides information about trade receivables, contract assets and contract liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

Successor

 

 

Predecessor

 

 

 

December 31, 

 

 

January 1,

 

 

    

2018

 

    

2018

 

(in thousands)

 

 

 

 

 

 

 

 

Trade receivables, net

 

$

40,144

 

 

$

40,398

 

Current contract liabilities (deferred revenue)

 

 

 —

 

 

 

23,966

 

Noncurrent contract liabilities (deferred revenue)

 

 

 —

 

 

 

12,973

 

 

Significant changes in contract assets and contract liabilities for the Predecessor period in 2018 are as follows: 

 

 

 

 

 

 

 

 

 

Contract Assets

 

Contract Liabilities

 

 

(in thousands)

Balance at January 1, 2018

 

$

 —

 

$

(36,939)

Decrease due to amortization of deferred revenue

 

 

 —

 

 

20,212

Decrease due to completion of prepaid services

 

 

 —

 

 

2,305

Increase due to cash received, excluding amounts recognized as revenue

 

 

 —

 

 

(1,824)

Decrease due to fresh start accounting adjustments (Note 3)

 

 

 —

 

 

16,246

Balance at November 19, 2018 (Predecessor)

 

$

 —

 

$

 —

There were no material activities for the Successor period in 2018.

Contract Fulfillment Costs

Certain direct and incremental costs incurred for upfront preparation and initial mobilization of contracted rigs represent costs of fulfilling a contract as they relate directly to a contract, enhance resources that will be used to satisfy our performance obligations in the future and are expected to be recovered. Such costs are deferred as a current or noncurrent asset depending on the length of the initial contract term and amortized ratably to operating expenses as services are rendered over the initial term of the related drilling contract. As of December 31, 2018, these contract fulfillment costs were $0.4 million and reported in “Deferred costs, current” on our consolidated balance sheets. During the Successor and Predecessor periods in 2018, amortization of such costs was $0.1 million and $7.5 million respectively, and there was no impairment of deferred contract costs.

Costs incurred for the demobilization of rigs at contract completion are recognized as incurred during the demobilization process. Costs incurred for capital upgrades for a contract are capitalized as property and equipment and depreciated over the estimated useful life of the asset.

Future Amortization of Contract Liabilities

As of December 31, 2018, there is no revenue expected to be recognized in the future related to unsatisfied performance obligations. We have applied the optional exemption in Topic 606 and have not disclosed the variable consideration related to our estimated future dayrate revenue.

v3.19.1
Shareholders' Equity
12 Months Ended
Dec. 31, 2018
Equity [Abstract]  
Shareholders' Equity

Note 11—Shareholders’ Equity

In 2016, we cancelled 0.7 million treasury shares repurchased under a share repurchase program. We accounted for this non-cash transaction by netting the treasury shares at total cost of $30.0 million against the statutory share capital of the cancelled shares and additional paid-in capital.

In accordance with the Plan, effective November 19, 2018, by shareholder approval at an Extraordinary General Meeting, the Company effectuated, among other things, a 1-for-10,000 reverse stock split of its existing common shares (the “Reverse Stock Split”). On the effective date of the Reverse Stock Split, the Company’s shareholders received one new common share for every 10,000 common shares they owned. No fractional shares were issued in connection with the Reverse Stock Split; instead, holders of fractional shares were paid in cash, which amount was not material in the aggregate.

 

In addition, at an Extraordinary General Meeting, the Company’s shareholders approved the increase in the Company’s share capital to $825,000, or 82.5 million shares, of which approximately 75.0 million shares were issued and are outstanding in connection with emergence and the remaining approximately 7.5 million authorized shares were issued to Pacific Drilling Administrators Limited and reserved for issuance pursuant to the 2018 Stock Plan.

 

As of December 31, 2018, the Company’s share capital consisted of 82.5 million common shares authorized, $0.01 par value per share, of which 75.0 million common shares were issued and outstanding.

v3.19.1
Share-Based Compensation
12 Months Ended
Dec. 31, 2018
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]  
Share-Based Compensation

Note 12—Share-Based Compensation

We recorded share-based compensation expense and related tax benefit within our consolidated statements of operations as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Successor

 

 

Predecessor

 

 

Period From

 

 

Period From

 

 

 

 

 

 

 

 

November 20, 2018

 

 

January 1, 2018

 

 

 

 

 

 

 

 

through

 

 

through

 

Years Ended December 31, 

 

    

December 31, 2018

 

    

November 19, 2018

    

2017

    

2016

(in thousands)

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating expenses

 

$

 —

 

 

$

177

 

$

416

 

$

658

General and administrative expenses

 

 

599

 

 

 

2,366

 

 

6,403

 

 

6,436

Share-based compensation expense

 

 

599

 

 

 

2,543

 

 

6,819

 

 

7,094

Tax benefit (a)

 

 

(126)

 

 

 

 —

 

 

(1,147)

 

 

(2,011)

Total

 

$

473

 

 

$

2,543

 

$

5,672

 

$

5,083


(a)

The effects of tax benefits from share-based compensation expense are included within income tax expense in our consolidated statements of operations. As a result of the cancellation of all equity and equity-based awards granted under the Pacific Drilling S.A. 2011 Omnibus Stock Incentive Plan (the “2011 Stock Plan”), we do not expect any tax benefit from share-based compensation expense during the Predecessor period in 2018.

On November 28, 2018, the board of directors approved the 2018 Stock Plan pursuant to which the Company may issue up to 7.5 million common shares to 2018 Stock Plan participants using various types of stock-based incentive awards, including stock options, restricted shares, restricted share units and other equity-based awards. The Compensation Committee of the board of directors determines the terms and conditions of equity awards made to participants under the 2018 Stock Plan.

Prior to the adoption of the 2018 Stock Plan, the  2011 Stock Plan provided for the grant of equity-based or equity-related awards to directors, officers, employees and consultants. In connection with our emergence from bankruptcy on November 19, 2018, all equity and equity-based awards granted under the 2011 Stock Plan were cancelled and are no longer outstanding. 

Stock Options

During the Predecessor periods in 2018,  2017 and 2016, there were no options granted or exercised. A summary of option activity under the 2011 Stock Plan in the Predecessor period of 2018 is as follows:

 

 

 

 

 

 

 

 

 

 

 

 

    

Number of
Shares
Under
Option

    

 

Weighted-
Average
Exercise
Price

    

Weighted-
Average
Remaining
Contractual
Term

    

 

Aggregate
Intrinsic
Value

 

 

(in thousands)

 

 

(per share)

 

(in years)

 

 

(in thousands)

Outstanding — January 1, 2018 (Predecessor)

 

279

 

$

64.76

 

 

 

 

 

Granted

 

 —

 

 

 

 

 

 

 

 

Exercised

 

 —

 

 

 

 

 

 

 

 

Cancelled or forfeited

 

(279)

 

 

64.76

 

 

 

 

 

Outstanding — November 19, 2018 (Predecessor)

 

 —

 

$

 —

 

 —

 

$

 —

Exercisable — November 19, 2018 (Predecessor)

 

 —

 

$

 —

 

 —

 

$

 —

 

During the Successor period in 2018, no options were granted under the 2018 Stock Plan.

Restricted Share Units (“RSUs”)

Pursuant to the 2011 Stock Plan, the Company granted restricted share units to certain members of our board of directors, executives and employees to be settled in shares of our stock. In 2017, the Company converted all 0.3 million of unvested restricted share units granted in 2016 into cash-settled restricted share units. We accounted for the modification by transferring $0.6 million amortized expense from equity to liability.

Pursuant to the 2018 Stock Plan,  in December 2018, the board of directors granted an aggregate of 565,000 restricted share units to our Chairman of the Board, our Chief Executive Officer and our two other Class A directors. The fair value of restricted share units is determined using the market value of our shares on the date of grant. The restricted share units granted to our Chairman of the Board and Chief Executive Officer were 50% time-vested RSUs and 50% performance-based RSUs.  The time-vested RSUs vest one-third on the second anniversary of the grant date, one-third on the third anniversary of the grant date, and one-third on the fourth anniversary of the grant date, with accelerated vesting upon a change of control of the Company. The performance-based RSUs vest only upon the satisfaction of performance conditions. The RSUs granted to the other Class A directors are time-vested RSUs that vest in equal annual installments on each of the first and second anniversary of the grant date, with accelerated vesting upon a change of control of the Company.

A summary of RSUs activity for the year ended December 31, 2018 is as follows:

 

 

 

 

 

 

 

    

Number of
Restricted
Stock
Units

    

Weighted-Average
Grant-Date Fair
Value

 

 

(in thousands)

 

 

(per share)

Nonvested — January 1, 2018 (Predecessor)

 

70

 

$

45.28

Granted

 

 —

 

 

 —

Vested

 

(37)

 

 

54.25

Cancelled or forfeited

 

(33)

 

 

33.63

Nonvested —  November 19, 2018 (Predecessor)

 

 —

 

$

 —

 

 

 

 

 

 

Nonvested — November 20, 2018 (Successor)

 

 —

 

$

 —

Granted

 

565

 

 

13.00

Vested

 

 —

 

 

 —

Cancelled or forfeited

 

 —

 

 

 —

Nonvested —  December 31, 2018 (Successor)

 

565

 

$

13.00

 

No RSUs were granted for the year ended December 31, 2017. The total grant-date fair value of the RSUs vested was $2.0 million, $5.2 million and $4.8 million for the Predecessor periods in 2018, 2017 and 2016, respectively.

As of December 31, 2018, total compensation costs related to nonvested time-based RSUs not yet recognized was $3.8 million and is expected to be recognized over a weighted-average period of 2.9 years.

 

Stock Bonus Awards

In December 2018, our board of directors approved the issuance of an aggregate of 39,614 common shares to 269 participants as stock bonus awards under the 2018 Stock Plan, of which 8,061 shares were withheld for the payment of taxes resulting in a net issuance of 31,553 common shares.

 

Cash-Settled Restricted Share Units

Pursuant to the 2011 Stock Plan, the Company granted cash-settled restricted share units to certain of our executives and employees. The value of cash-settled restricted share units was determined based on our common share price on the vesting date and were paid in cash with no actual shares issued. Compensation expense of cash-settled restricted share units was remeasured each quarter with a cumulative adjustment to compensation cost during the period based on changes in our share price.

 

During the Predecessor period in 2018, 0.1 million of cash-settled restricted share units vested and were settled for an immaterial amount, and all of the remaining 0.4 million units were forfeited.

 

During the Successor period in 2018, no cash-settled restricted share units were granted under the 2018 Stock Plan.

v3.19.1
Earnings per Share
12 Months Ended
Dec. 31, 2018
Earnings Per Share [Abstract]  
Earnings per Share

Note 13—Earnings per Share

The following reflects the income and the share data used in the basic and diluted EPS computations:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Successor

 

 

Predecessor

 

 

Period From

 

 

Period From

 

 

 

 

 

 

 

 

November 20, 2018

 

 

January 1, 2018

 

 

 

 

 

 

 

 

through

 

 

through

 

Years Ended December 31, 

 

 

December 31, 2018

    

    

November 19, 2018

    

2017

    

2016

(in thousands, except per share information)

 

 

 

 

 

 

 

 

 

 

 

 

 

Numerator:

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss, basic and diluted

 

$

(27,484)

 

 

$

(2,154,877)

 

$

(525,166)

 

$

(37,157)

Denominator:

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted-average number of common shares outstanding, basic

 

 

75,010

 

 

 

21,359

 

 

21,315

 

 

21,167

Weighted-average number of common shares outstanding, diluted

 

 

75,010

 

 

 

21,359

 

 

21,315

 

 

21,167

Loss per share:

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

(0.37)

 

 

$

(100.89)

 

$

(24.64)

 

$

(1.76)

Diluted

 

$

(0.37)

 

 

$

(100.89)

 

$

(24.64)

 

$

(1.76)

 

The following table presents the share effects of share-based compensation awards excluded from our computations of diluted EPS as their effect would have been anti-dilutive for the periods presented:

 

 

 

 

 

 

 

 

 

 

 

 

Successor

 

 

Predecessor

 

 

Period From

 

 

Period From

 

 

 

 

 

 

November 20, 2018

 

 

January 1, 2018

 

 

 

 

 

 

through

 

 

through

 

Years Ended December 31, 

 

    

December 31, 2018

    

    

November 19, 2018

    

2017

    

2016

(in thousands)

 

 

 

 

 

 

 

 

 

Share-based compensation awards

 

161

 

 

314

 

349

 

1,217

 

v3.19.1
Available-for-Sale Securities
12 Months Ended
Dec. 31, 2018
Available-for-Sale Securities  
Available-for-Sale Securities

Note 14—Available-for-Sale Securities

In June and August 2017, we received certain equity securities of Hyperdynamics Corporation (“Hyperdynamics”), consisting of 4,677,450 Hyperdynamics common shares and warrants to purchase 3,082,194 Hyperdynamics common shares issued to us as payment of a portion of our revenues due under a drilling contract with Hyperdynamics.

In September 2017, Hyperdynamics announced that its exploration well did not encounter hydrocarbons, and in December 2017 filed for Chapter 7 bankruptcy in the U.S. Bankruptcy Court for the Southern District of Texas. During the year ended December 31, 2017, we recognized an other-than-temporary impairment in our Hyperdynamics available-for-sale securities of $6.8 million, recorded in other expense in our consolidated statements of operations. As of December 31, 2018 and 2017, the aggregate fair value and cost basis of our investment were $0.

v3.19.1
Derivatives
12 Months Ended
Dec. 31, 2018
Derivatives  
Derivatives

Note 15—Derivatives

We are exposed to market risk from changes in interest rates and foreign exchange rates. From time to time, we have entered into a variety of derivative financial instruments in connection with the management of our exposure to fluctuations in interest rates and foreign exchange rates. We do not enter into derivative transactions for speculative purposes; however, for accounting purposes, certain transactions may not meet the criteria for hedge accounting.

In 2013, we entered into an interest rate swap as a cash flow hedge against future fluctuations in LIBOR with a notional value of $712.5 million. The interest rate swap did not amortize and had a scheduled maturity on December 3, 2017. On a quarterly basis, we paid a fixed rate of 1.56% and received the maximum of 1% or three-month LIBOR. As of September 30, 2017, we discontinued hedge accounting of the interest rate swap. The interest rate swap was terminated shortly after the Petition Date.

In 2013, we also entered into an interest rate swap as a cash flow hedge against future fluctuations in LIBOR with a notional value of $400.0 million. The interest rate swap did not amortize and had a scheduled maturity on July 1, 2018. On a quarterly basis, we paid a fixed rate of 1.66% and received three-month LIBOR. As of the Petition Date, we discontinued hedge accounting of the interest rate swap. The interest rate swap was terminated shortly after the Petition Date.

In 2014, we entered into a series of foreign currency forward contracts as a cash flow hedge against future exchange rate fluctuations between the Euro and U.S. dollar. We used the forward contracts to hedge Euro payments for forecasted capital expenditures. As of December 31, 2016, the forward contracts were fully settled. Upon settlement, we paid U.S. dollars and received Euros at forward rates ranging from $1.25 to $1.27. As a result of settling the effective hedge in 2016, we incurred net cash outflows of $1.8 million, and reclassified the amounts from accumulated other comprehensive income to property and equipment.

We had no outstanding derivatives as of December 31, 2018 and 2017.

The following table summarizes the cash flow hedge gains and losses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gain (Loss) Recognized
in Other Comprehensive Income (“OCI”) 

 

Loss Reclassified
from Accumulated OCI into
Income

 

 

Successor

 

 

Predecessor

 

Successor

 

 

Predecessor

Derivatives in Cash Flow Hedging Relationships

 

Period From November 20, 2018 through December 31,

 

 

Period From January 1, 2018 through November 19,

 

Years Ended December 31,

 

Period From November 20, 2018 through December 31,

 

 

Period From January 1, 2018 through November 19,

 

Years Ended December 31,

 

 

2018

 

 

2018

 

2017

 

2016

 

2018

 

 

2018

 

2017

 

2016

(in thousands)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate swaps

 

$

 —

 

 

$

643

 

$

4,700

 

$

2,713

 

$

 —

 

 

$

643

 

$

5,265

 

$

8,798

Foreign currency forward contracts

 

$

 —

$ -

$ -

$

 —

$ -

$

 —

$ -

$

1,584

 

$

 —

$ -

$ -

$

 —

$ -

$

 —

$ -

$

 —

 

For the Predecessor period ended November 19, 2018 and the years ended December 31, 2017 and 2016, we reclassified $0, $4.5 million and $8.0 million to interest expense and $0.6 million, $0.8 million and $0.8 million to depreciation from accumulated other comprehensive loss, respectively.

v3.19.1
Fair Value Measurements
12 Months Ended
Dec. 31, 2018
Fair Value Disclosures [Abstract]  
Fair Value Measurements

Note 16—Fair Value Measurements

We estimated fair value by using appropriate valuation methodologies and information available to management as of December 31, 2018 and 2017. Considerable judgment is required in developing these estimates, and accordingly, estimated values may differ from actual results.

The estimated fair value of cash and cash equivalents, restricted cash, accounts receivable, other receivable, accounts payable and accrued expenses approximated their carrying value due to their short-term nature. It is not practicable to estimate the fair value of the SSCF debt and 2013 Revolving Credit Facility as of December 31, 2017. The following table presents the carrying value and estimated fair value of our cash and cash equivalents and other financial instruments:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Successor

 

 

Predecessor

 

 

December 31, 2018

 

 

December 31, 2017

 

 

Carrying

 

Estimated

 

 

Carrying

 

Estimated

 

    

Value

    

Fair Value

    

    

Value

    

Fair Value

(in thousands)

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

367,577

 

$

367,577

 

 

$

308,948

 

$

308,948

2017 Senior Secured Notes

 

 

 —

 

 

 —

 

 

 

438,880

 

 

243,847

2018 Senior Secured Term Loan B

 

 

 —

 

 

 —

 

 

 

722,706

 

 

290,841

2020 Senior Secured Notes

 

 

 —

 

 

 —

 

 

 

750,000

 

 

307,500

First Lien Notes

 

 

747,400

 

 

714,953

 

 

 

 —

 

 

 —

Second Lien PIK Notes

 

 

291,935

 

 

285,548

 

 

 

 —

 

 

 —

Receivable from unconsolidated subsidiaries

 

 

204,790

 

 

205,790

 

 

 

 —

 

 

 —

 

We estimate the fair value of our cash equivalents using significant other observable inputs, representative of a Level 2 fair value measurement, including the net asset values of the investments. As of December 31, 2018 and 2017, the aggregate carrying amount of our cash equivalents was $331.3 million and $220.7 million, respectively. We estimate the fair values of our variable-rate and fixed-rate debt using quoted market prices to the extent available and significant other observable inputs, which represent Level 2 fair value measurements.

We applied a probability weighted approach to estimate the value of assets associated with the Zonda Arbitration, which was presented within receivable from unconsolidated subsidiaries on our consolidated balance sheets as of December 31, 2018. The analysis included estimating probabilities of success for the various outcomes and expected cash flows associated with each outcome. The probability weighted cash flows were discounted to the balance sheet date using market data. The analysis utilized certain unobservable inputs that require significant judgment for which there is little or no market data, which represent Level 3 fair value measurements. These included, but were not limited to, probability and timing of successfully recovering the advance payments and purchased equipment.

See Note 15 for further discussion of our use of financial instruments.

v3.19.1
Commitments and Contingencies
12 Months Ended
Dec. 31, 2018
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies

Note 17—Commitments and Contingencies

Operating Leases—We lease office space in countries in which we operate. As of December 31, 2018, the future minimum lease payments under the non-cancelable operating leases with lease terms in excess of one year was as follows:

 

 

 

 

 

    

(In thousands)

Years Ending December 31, 

    

 

 

2019

 

$

1,549

2020

 

 

1,472

2021

 

 

1,499

2022

 

 

1,525

2023

 

 

1,552

Thereafter

 

 

1,179

Total future minimum lease payments

 

$

8,776

 

During the Predecessor periods in 2018, 2017 and 2016, rent expense was $1.6 million, $2.4 million and $2.5 million, respectively. Rent expense for the Successor period in 2018 was immaterial.

Commitments—As of December 31, 2018, we had commitments for capital expenditures related to rig enhancements of $20.8 million.

Customs bonds—As of December 31, 2018, we were contingently liable under certain customs bonds totaling approximately $23.0 million issued as security in the normal course of our business.

Contingencies—It is to be expected that we will routinely be involved in litigation and disputes arising in the ordinary course of our business.

On the Petition Date, Pacific Drilling S.A. and certain of its subsidiaries filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code in the Bankruptcy Court. As a result of the Chapter 11 proceedings, attempts to prosecute, collect, secure or enforce remedies with respect to pre-petition claims against us were subject to the automatic stay provisions of Section 362(a) of the Bankruptcy Code, including litigation relating to us and our subsidiaries that were Debtors in the Chapter 11 proceedings. On November 19, 2018, the Debtors emerged from bankruptcy after successfully completing their reorganization pursuant to the Plan. See Note 2.

 

In January 2013, our subsidiary Pacific Drilling VIII Limited (“PDVIII”) entered into, and our subsidiary Pacific Drilling Services, Inc. (“PDSI”) guaranteed, a contract with SHI for the construction of the Pacific Zonda, with a purchase price of approximately $517.5 million and original delivery date of March 31, 2015 (the “Construction Contract”). On October 29, 2015, we exercised our right to rescind the Construction Contract due to SHI’s failure to timely deliver the drillship in accordance with the contractual specifications. SHI rejected our rescission, and on November 25, 2015, formally commenced an arbitration proceeding against us in London under the Arbitration Act 1996 before a tribunal of three arbitrators (as specified in the Construction Contract) (the “Tribunal”). SHI claims that we wrongfully rejected their tendered delivery of the drillship and seeks the final installment of the purchase price under the Construction Contract. On November 30, 2015, we made demand under the third-party refund guarantee accompanying the Construction Contract for the amount of our advance payments made under the Construction Contract of approximately $181.1 million, plus interest. Any payment under the refund guarantee is suspended until an award under the arbitration is obtained. In addition to seeking repayment of our advance payments made under the Construction Contract, we have made a counterclaim for the return of our purchased equipment, or the value of such equipment, and damages for our wasted expenditures. We own $75.0 million in purchased equipment for the Pacific Zonda, a majority of which remains on board the Pacific Zonda. As part of our “first day” relief in the Chapter 11 proceedings, the Bankruptcy Court granted us a modification of the automatic stay provisions of the Bankruptcy Code to allow us to proceed with this arbitration.

 

An evidentiary hearing was held in London before the Tribunal from February 5 through March 2, 2018. Written closing submissions and short replies to such submissions were filed with the Tribunal in May 2018. Oral closing submissions were heard by the Tribunal in early August 2018. We expect the Tribunal to render its award within the next several months.

 

SHI has asserted claims against PDVIII and PDSI, secured by the Pacific Zonda, for approximately $387.4 million, for the remaining unpaid purchase price, interest and costs. The Zonda Debtors filed a separate plan of reorganization which was confirmed by order of the Bankruptcy Court on January 30, 2019 and are not Debtors under the Plan. On the date the plan was confirmed, PDVIII and PDSI had $4.6 million in cash and no other material assets after accounting for post-petition administrative expenses (other than the value of their claims against SHI) for SHI to recover against on account of its claims. It is expected that the Zonda Debtors will emerge from bankruptcy pursuant to their separate plan of reorganization after the successful resolution of the arbitration proceeding. If the Zonda Debtors are unsuccessful in the arbitration, the Company expects to liquidate the Zonda Debtors.

 

Based on our assessment of the facts and circumstances of the rescission, we believe the recovery of the advance payments, accrued interest and the purchased equipment on board the Pacific Zonda is probable. Therefore, we have recognized the related assets on our consolidated balance sheets at December 31, 2018 and 2017. See Note 7.

 

We do not believe that the ultimate outcome resulting from this arbitration will have a material adverse effect on our financial position, results of operations or cash flows.

v3.19.1
Concentrations of Credit and Market Risk
12 Months Ended
Dec. 31, 2018
Concentrations of Credit and Market Risk  
Concentrations of Credit and Market Risk

Note 18—Concentrations of Credit and Market Risk

Financial instruments that potentially subject the Company to credit risk are primarily cash equivalents, restricted cash and accounts receivable. At times, cash equivalents and restricted cash may be in excess of FDIC insurance limits.

With regard to accounts receivable, we have an exposure from our concentration of clients within the oil and natural gas industry. This industry concentration has the potential to impact our exposure to credit and market risks as our clients could be affected by similar changes in economic, industry or other conditions. However, we believe that the credit risk posed by this industry concentration has been largely offset by the creditworthiness of our client base and receipt of advanced payments before providing services to certain clients.

During the years ended December 31, 2018, 2017 and 2016, the percentage of revenues earned from our clients was as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Successor

 

 

Predecessor

 

 

 

Period From

 

 

Period From

 

 

 

 

 

 

 

 

November 20, 2018

 

 

January 1, 2018

 

 

 

 

 

 

 

 

through

 

 

through

 

Years Ended December 31, 

 

    

December 31, 2018

    

    

November 19, 2018

    

2017

    

2016

Chevron

 

82.1

%

 

 

84.0

%

 

81.6

%

 

77.1

%

Eni

 

17.9

%

 

 

 —

%

 

 —

%

 

 —

%

Petronas

 

 —

%

 

 

14.2

%

 

 —

%

 

 —

%

Total

 

 —

%

 

 

 —

%

 

 —

%

 

22.9

%

Other

 

 —

%

 

 

1.8

%

 

18.4

%

 

 —

%

 

Some of our employees in Nigeria are represented by unions. As of December 31, 2018 and 2017, approximately 1% of our labor force was covered by collective bargaining agreements, all of which are subject to annual salary negotiation.

v3.19.1
Segments and Geographic Areas
12 Months Ended
Dec. 31, 2018
Segments and Geographic Areas  
Segments and Geographic Areas

Note 19—Segments and Geographic Areas

Our drillships are part of a single, global market for contract drilling services and can be redeployed globally in response to changing demands. We consider the operations of each of our drillships to be an operating segment. We evaluate the financial performance of each of our drillships and our overall fleet based on several factors, including revenues from clients and operating profit. The consolidation of our operating segments into one reportable segment is attributable to how we manage our fleet, including the nature of our services provided, type of clients we serve and the ability of our drillships to operate in a single, global market. The accounting policies of our operating segments are the same as those described in the summary of significant accounting policies. See Note 4.

As of December 31, 2018, the Pacific Bora was located offshore Nigeria and the Pacific Sharav was located offshore the United States. As of December 31, 2018, the Pacific Scirocco, the Pacific Mistral, the Pacific Santa Ana, the Pacific Khamsin and the Pacific Meltem were anchored at Las Palmas.

During the years ended December 31, 2018, 2017 and 2016, the percentage of revenues earned by geographic area, based on drilling location, is as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Successor

 

 

Predecessor

 

 

Period From

 

 

Period From

 

 

 

 

 

 

 

 

November 20, 2018

 

 

January 1, 2018

 

 

 

 

 

 

 

 

through

 

 

through

 

Years Ended December 31, 

 

    

December 31, 2018

    

    

November 19, 2018

    

2017

    

2016

United States

 

82.1

%

 

 

84.0

%

 

81.6

%

 

56.9

%

Nigeria

 

17.9

%

 

 

1.8

%

 

11.2

%

 

43.1

%

Other

 

 —

%

 

 

14.2

%

 

7.2

%

 

 —

%

 

v3.19.1
Variable Interest Entities
12 Months Ended
Dec. 31, 2018
Variable Interest Entities  
Variable Interest Entities

Note 20—Variable Interest Entities

The carrying amounts associated with our consolidated variable interest entities, after eliminating the effect of intercompany transactions, were as follows:

 

 

 

 

 

 

 

 

 

 

Successor

 

 

Predecessor

 

    

December 31, 2018

    

    

December 31, 2017

(in thousands)

 

 

 

 

 

 

 

Assets

 

$

2,381

 

 

$

3,142

Liabilities

 

 

(1,037)

 

 

 

(1,548)

Net carrying amount

 

$

1,344

 

 

$

1,594

 

PIDWAL is a joint venture formed to provide drilling services in Nigeria. PIDWAL has a 50.1% ownership interest in two of our rig holding subsidiaries, Pacific Bora Ltd. and Pacific Scirocco Ltd., and we own 49.9% of such entities through our wholly-owned subsidiary Pacific Drilling Limited (“PDL”).  PIDWAL’s interest in the rig holding subsidiaries is held through a holding company, Pacific Drillship Nigeria Limited (“PDNL”), of which it owns 99.9%, and PDL owns the remaining 0.1%. We determined that each of these companies met the criteria of a variable interest entity for accounting purposes because its equity at risk was insufficient to permit it to carry on its activities without additional subordinated financial support from us. We also determined that we were the primary beneficiary for accounting purposes since (a) for PIDWAL, we had the power to direct the day-to-day management and operations of the entity, and for PDNL we had the power to secure and direct its equity investment, which are the activities that most significantly impact each entity’s economic performance, and (b) we had the obligation to absorb losses or the right to receive a majority of the benefits that could be potentially significant to the variable interest entities. As a result, we consolidate PIDWAL and PDNL in our consolidated financial statements.

During the Successor period in 2018 and the Predecessor periods in 2018, 2017 and 2016, we provided financial support to PIDWAL to enable it to operate as a going concern by funding its working capital via intercompany loans and payables.

During the Successor period in 2018 and the Predecessor periods in 2018, 2017 and 2016, we provided financial support to PDNL to fund its equity investment in our rig-owning entities operating in Nigeria via intercompany loans. Both the equity investment and intercompany loans of PDNL are eliminated upon consolidation.

v3.19.1
Retirement Plans
12 Months Ended
Dec. 31, 2018
Retirement Plans  
Retirement Plans

Note 21—Retirement Plans

We sponsor a defined contribution retirement plan covering substantially all U.S. employees and an international savings plan covering international employees. During the Successor period in 2018 and the Predecessor periods in 2018, 2017 and 2016, our total employer contributions to both plans amounted to $0.3 million, $2.3 million, $2.8 million and $4.1 million, respectively.

 

v3.19.1
Supplemental Cash Flow Information
12 Months Ended
Dec. 31, 2018
Supplemental Cash Flow Information  
Supplemental Cash Flow Information

Note 22—Supplemental Cash Flow Information

During the Successor period in 2018 and the Predecessor periods in 2018, 2017 and 2016, we paid $0,  $97.2 million, $120.8 million and $169.8 million of interest, respectively. During the Successor period in 2018 and the Predecessor periods in 2018, 2017 and 2016, we paid income taxes of $0.2 million, $3.9 million, $4.9 million and $12.3 million, respectively.

During the Successor period and Predecessor period in 2018, we paid $36.6 million and $56.0 million in reorganization items, respectively.

During the Predecessor period in 2018, the following non-cash financing activities occurred:

·

We converted $1.2 billion of liabilities subject to compromise into equity when holders of the Company’s Term Loan B, 2017 Notes and 2020 Notes received an aggregate of 24,416,442 common shares in exchange for their claims.

·

We issued approximately $23.6 million aggregate principal amount of Second Lien PIK Notes as a commitment fee to the Ad Hoc Group for their agreement to backstop the issuance of the Second Lien PIK Notes.

·

We issued an aggregate of 2,566,056 common shares as a fee to the Ad Hoc Group for their agreement to backstop the equity rights offering.

·

We incurred approximately $14.6 million in debt and equity financing costs that were unpaid as of November 19, 2018.

Within our consolidated statements of cash flows, capital expenditures represent expenditures for which cash payments were made during the period. These amounts exclude accrued capital expenditures, which are capital expenditures that were accrued but unpaid. During the Successor period in 2018 and the Predecessor periods in 2018, 2017 and 2016, changes in accrued capital expenditures were $4.3 million, $1.1 million, $(18.5) million and $(9.0) million, respectively.

v3.19.1
Related Party Transactions
12 Months Ended
Dec. 31, 2018
Related Party Transactions  
Related Party Transactions

Note 23—Related Party Transactions

We have determined that Abrams Capital Management, L.P., Avenue Capital Management II, L.P., Strategic Value Partners, LLC and certain of their affiliates (the “Principal Shareholders”) meet the definition of related parties under U.S. GAAP. As of December 31, 2018, the Principal Shareholders held $36.1 million of our Second Lien PIK Notes.

During the Predecessor periods in 2018 and 2017, the following related party transactions occurred:

Pursuant to the Global Settlement entered into in August 2018 with QP, and as approved by the Bankruptcy Court, the Company agreed to reimburse QP up to $13.0 million for fees and out-of-pocket expenses incurred in connection with the Debtors’ Chapter 11 proceedings, of which $12.0 million was recorded in reorganization items in our consolidated statements of operations. 

In September 2018, QP purchased $20.0 million in principal amount of our Second Lien PIK Notes in our offering of such notes.

During 2018, we paid QP an aggregate of $0.7 million in director fees for services provided by directors affiliated with QP.

In August 2017, we executed an agreement with QP for the reimbursement or payment of certain legal and advisory fees incurred by QP and related to its participation in the negotiation of our debt restructuring. During the year ended December 31, 2017, we incurred fees of $3.2 million under such agreement. This agreement expired by its terms upon our filing of the Bankruptcy Petitions.

v3.19.1
Summarized Financial Information of Zonda Debtors
12 Months Ended
Dec. 31, 2018
Summarized Financial Information of Equity Method Investee Disclosure [Abstract]  
Summarized Financial Information of Zonda Debtors

Note 24—Summarized Financial Information of Zonda Debtors

The following presents summarized financial information of the Zonda Debtors which were deconsolidated as of November 19, 2018 and accounted for under the equity method in the Successor period in 2018.

 

Pacific Drilling VIII Limited and Pacific Drilling Services, Inc.

Summarized Financial Information

(in thousands)

 

 

 

 

 

 

Period From

 

 

November 20, 2018

 

 

through

 

 

December 31, 2018

 

 

 

 

Intercompany revenues

 

$

1,410

Costs and expenses

 

 

(499)

Operating income

 

 

911

Net income

 

 

392

 

 

 

 

 

 

 

December 31, 

 

    

2018

 

 

 

 

Current assets

 

$

5,569

Noncurrent assets

 

 

213,725

Current liabilities

 

 

1,864

Noncurrent liabilities(a)

 

 

331,786

 

(a)

Noncurrent liabilities primarily consist of pre-petition intercompany payable.

v3.19.1
Subsequent Events
12 Months Ended
Dec. 31, 2018
Subsequent Events [Abstract]  
Subsequent Events

Note 25—Subsequent Events

On February 22, 2019, our shareholders approved a share repurchase program for a total expenditure of up to $15.0 million for a two-year period.  We may purchase shares in one or several transactions on the open market or otherwise; however, we are not obligated to repurchase any dollar amount or specific number of common shares under the program.  We anticipate that repurchases will be funded with cash on hand.  As of March 1, 2019, we had not repurchased any common shares under this program.

 

On February 25, 2019, the board of directors approved the issuance of an aggregate 1,232,379 RSUs. 

 

v3.19.1
Significant Accounting Policies (Policies)
12 Months Ended
Dec. 31, 2018
Significant Accounting Policies  
Principles of Consolidation

Principles of Consolidation—Our consolidated financial statements include the accounts of Pacific Drilling S.A. and consolidated subsidiaries that we control by ownership of a majority voting interest and entities that meet the criteria for variable interest entities for which we are deemed to be the primary beneficiary for accounting purposes. We eliminate all intercompany transactions and balances in consolidation.

We are party to a Nigerian joint venture, Pacific International Drilling West Africa Limited (“PIDWAL”), with Derotech Offshore Services Limited (“Derotech”), a privately-held Nigerian registered limited liability company. Derotech owns 51% of PIDWAL and we own 49% of PIDWAL. Pacific Scirocco Ltd. (“PSL”) and Pacific Bora Ltd. (“PBL”), which own the Pacific Scirocco and Pacific Bora, respectively, are owned 49.9% by our wholly-owned subsidiary Pacific Drilling Limited (“PDL”) and 50.1% by Pacific Drillship Nigeria Limited (“PDNL”). PDNL is owned 0.1% by PDL and 99.9% by PIDWAL. Derotech will not accrue the economic benefits of its interest in PIDWAL unless and until it satisfies certain outstanding obligations to us and a certain pledge is cancelled by us. Likewise, PIDWAL will not accrue the economic benefits of its interest in PDNL unless and until it satisfies certain outstanding obligations to us and a certain pledge is cancelled by us. PIDWAL and PDNL are variable interest entities for which we are the primary beneficiary. Accordingly, we consolidate all interests of PIDWAL and PDNL in our consolidated financial statements and no portion of their operating results is allocated to the noncontrolling interest. See Note 20.

Our consolidated financial statements as of December 31, 2018 and for the Successor period in 2018 exclude the Zonda Debtors, our wholly-owned subsidiaries, which filed a separate plan of reorganization. We account for our investment in the Zonda Debtors using the equity method of accounting.

Accounting Estimates

Accounting Estimates—The preparation of consolidated financial statements in conformity with generally accepted accounting principles in the United States (“GAAP”) requires management to make certain estimates and assumptions. These estimates and assumptions affect the reported amounts of assets and liabilities, the disclosures of contingent assets and liabilities at the balance sheet date and the amounts of revenues and expenses recognized during the reporting period. On an ongoing basis, we evaluate our estimates and assumptions, including those related to allowance for doubtful accounts, financial instruments, depreciation of property and equipment, impairment of long-lived assets, long-term receivable, income taxes, share-based compensation and contingencies. We base our estimates and assumptions on historical experience and on various other factors we believe are reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results could differ from such estimates.

Revenue from Contracts with Clients

Revenue from Contracts with Clients—We earn revenue primarily by (i) providing our drillship, work crews, related equipment, services and supplies necessary to operate the rig, (ii) delivering the rig by mobilizing to and demobilizing from the drill location and (iii) performing certain pre-operating activities, including rig preparation activities or equipment modifications required for the contract.

Dayrate Drilling Revenue. Our drilling contracts provide for payment on a dayrate basis, with higher rates for periods when the drillship is operating and lower rates or zero rates for periods when drilling operations are interrupted or restricted. The dayrate invoices billed to the client are determined based on the varying rates applicable to the specific activities performed on an hourly basis. Such dayrate consideration is attributed to the distinct hourly increment to which it relates within the contract term. Therefore, we record dayrate drilling revenue consistent with the contractual rate invoiced for the services provided during the respective period.

Mobilization/Demobilization Revenue. We may receive fees for the mobilization and demobilization of our rigs. These activities are not considered to be distinct within the context of the contract and therefore, the associated revenue is allocated to the overall performance obligation and recognized ratably over the initial term of the related drilling contract. We record a contract liability for mobilization fees received, which is amortized ratably to contract drilling revenue as services are rendered over the initial term of the related drilling contract. Demobilization revenue expected to be received upon contract completion is estimated as part of the overall transaction price at contract inception. We record demobilization revenue in earnings ratably over the initial term of the contract with an offset to an accretive contract asset.

Contract Preparation Revenue. Some of our drilling contracts require downtime before the start of the contract to prepare the rig to meet client requirements. At times, we may be compensated by the client for such work. These activities are not considered to be distinct within the context of the contract. We record a contract liability for contract preparation fees received, which is amortized ratably to contract drilling revenue over the initial term of the related drilling contract.

Capital Upgrade Revenue. From time to time, we may receive fees from our clients for capital improvements or upgrades to our rigs to meet contractual requirements. These activities are not considered to be distinct within the context of our contracts. We record a contract liability for such fees and recognize them ratably as contract drilling revenue over the initial term of the related drilling contract.

Revenues Related to Reimbursable Expenses. We generally receive reimbursements from our clients for the purchase of supplies, equipment, personnel services and other services provided at their request in accordance with a drilling contract or other agreement. Such reimbursable revenue is variable and subject to uncertainty, as the amounts received and timing thereof are highly dependent on factors outside of our control. Accordingly, reimbursable revenue is not included in the total transaction price until the uncertainty is resolved, which typically occurs when the related costs are incurred on behalf of a client. We are generally considered a principal in such transactions.  Therefore, we record the associated revenue at the gross amount billed to the client in the period the corresponding goods and services are to be provided.

Cash and Cash Equivalents

Cash and Cash Equivalents—Cash equivalents are highly liquid investments with original maturities of three months or less that are readily convertible to known amounts of cash.

Restricted Cash

Restricted Cash—As of December 31, 2018 and 2017, our consolidated balance sheets included $8.5 million in restricted cash used as cash collateral under our treasury management services agreement with a financial institution. In addition, as of December 31, 2018, $13.0 million of our restricted cash balance were escrow funds remaining to settle professional fees incurred upon or prior to our emergence from our Chapter 11 proceedings.

Accounts Receivable

Accounts Receivable—We record trade accounts receivable at the amount we invoice our clients. We provide an allowance for doubtful accounts, as necessary, based on a review of outstanding receivables, historical collection information and existing economic conditions. We do not generally require collateral or other security for receivables.

Other Receivable

Other Receivable—As of December 31, 2018, other receivable on our consolidated balance sheets was $28.0 million of cash collateral held in the name of a financial institution as credit support for customs bonds issued in favor of a subsidiary of the Company.

Materials and Supplies

Materials and Supplies—Materials and supplies held for consumption are carried at average cost if acquired after the adoption of Fresh Start Accounting or at fair value if already outstanding upon the adoption of Fresh Start Accounting. Materials and supplies balances were presented net of allowances for excess or obsolete materials and supplies of $0 and $11.1 million as of December 31, 2018 and 2017, respectively.

Property and Equipment

Property and Equipment—Upon the adoption of Fresh Start Accounting, high-specification drillships and other property and equipment consisting of purchased software systems, furniture, fixtures and other equipment are recorded at fair value. Capital expenditures made subsequent to the adoption of Fresh Start Accounting, including any major capital improvements, are recorded at cost. Ongoing maintenance, routine repairs and minor replacements are expensed as incurred.

Property and equipment are depreciated to their salvage value on a straight-line basis over the estimated useful lives of each class of assets. Our estimated useful lives of property and equipment are as follows:

 

 

 

 

    

Years

Drillships and related equipment (Successor)

 

8-32

Other property and equipment (Successor)

 

1-6

Drillships and related equipment (Predecessor)

 

15-35

Other property and equipment (Predecessor)

 

2-7

 

We review property and equipment for impairment when events or changes in circumstances indicate that the carrying amounts of our assets held and used may not be recoverable. Potential impairment indicators include steep declines in commodity prices and related market conditions, cold stacking of rigs or significant damage to the property and equipment that adversely affects the extent and manner of its use. We assess impairment using estimated undiscounted cash flows for the property and equipment being evaluated by applying assumptions regarding future operations, market conditions, dayrates, utilization and idle time. An impairment loss is recorded in the period if the carrying amount of the asset is not recoverable. During the Successor period in 2018 and the Predecessor periods in 2018, 2017 and 2016, there were no long-lived asset impairments.

Intangible Asset

Intangible Asset—We amortize our client-related intangible asset to depreciation and amortization expense within our consolidated statements of operations over its remaining drilling contract term on a straight-line basis.

Deferred Financing Costs

Deferred Financing Costs—Deferred financing costs associated with long-term debt are carried at cost and are amortized to interest expense using the effective interest rate method over the term of the applicable long-term debt.

Foreign Currency Transactions

Foreign Currency Transactions—The consolidated financial statements are stated in U.S. dollars. We have designated the U.S. dollar as the functional currency for our foreign subsidiaries in international locations because we contract with clients, purchase equipment and finance capital using the U.S. dollar. Transactions in other currencies have been translated into U.S. dollars at the rate of exchange on the transaction date. Any gain or loss arising from a change in exchange rates subsequent to the transaction date is included as an exchange gain or loss. Monetary assets and liabilities denominated in currencies other than U.S. dollars are reported at the rates of exchange prevailing at the end of the reporting period. During the Successor period in 2018, foreign exchange losses were $0.1 million and recorded in other expense in our consolidated statements of operations. During the Predecessor periods in 2018, 2017 and 2016, foreign exchange losses were $0.1 million, $0.7 million and $0.5 million, respectively, and recorded in other expense within our consolidated statements of operations.

Earnings per Share

Earnings per Share—Basic earnings per common share (“EPS”) is computed by dividing the net income by the weighted-average number of common shares outstanding for the period. Diluted EPS reflects the potential dilution from securities that could share in the earnings of the Company. Anti-dilutive securities are excluded from diluted EPS.

Fair Value Measurements

Fair Value Measurements—We estimate fair value at the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants in the principal market for the asset or liability. Our valuation techniques require inputs that are categorized using a three-level hierarchy as follows: (1) unadjusted quoted prices for identical assets or liabilities in active markets (“Level 1”), (2) direct or indirect observable inputs, including quoted prices or other market data, for similar assets or liabilities in active markets or identical assets or liabilities in less active markets (“Level 2”) and (3) unobservable inputs that require significant judgment for which there is little or no market data (“Level 3”). When multiple input levels are required for a valuation, we categorize the entire fair value measurement according to the lowest level input that is significant to the measurement even though we may have also utilized significant inputs that are more readily observable.

Share-Based Compensation

Share-Based Compensation—The grant date fair value of share-based awards granted to employees is recognized as an employee compensation expense over the requisite service period on a straight-line basis. For share-based awards to be settled in cash, compensation expense is remeasured each period with a cumulative adjustment to compensation cost based on changes in our share price. The amount of compensation expense ultimately recognized is based on the number of awards that do meet the vesting conditions at the vesting date. For the Successor, any adjustments to the compensation cost recognized in our consolidated statement of operations for awards that are forfeited are recognized in the period in which the forfeitures occur. For the Predecessor, the amount of compensation expense recognized is adjusted to reflect the number of awards for which the related vesting conditions are expected to be met using estimated forfeitures.

Derivatives

Derivatives—We apply cash flow hedge accounting to interest rate swaps that are designated as hedges of the variability of future cash flows. The derivative financial instruments are recorded on our consolidated balance sheets at fair value as either assets or liabilities. Changes in the fair value of derivatives designated as cash flow hedges, to the extent the hedge is effective, are recognized in accumulated other comprehensive income until the hedged item is recognized in earnings.

Hedge effectiveness is measured on an ongoing basis to ensure the validity of the hedges based on the relative cumulative changes in fair value between the derivative contract and the hedged item over time. Hedge accounting is discontinued prospectively if it is determined that the derivative is no longer effective in offsetting changes in the cash flows of the hedged item.

For the Predecessor, other comprehensive income was released to earnings as the asset was depreciated over its useful life for interest rate hedges related to interest capitalized in the construction of fixed assets. For all other interest rate hedges, other comprehensive income was released to earnings as interest expense was accrued on the underlying debt.

Contingencies

Contingencies—We record liabilities for estimated loss contingencies when we believe a loss is probable and the amount of the probable loss can be reasonably estimated. Once established, we adjust the estimated contingency loss accrual for changes in facts and circumstances that alter our previous assumptions with respect to the likelihood or amount of loss. We recognize legal fees related to loss contingencies as incurred.

Income Taxes

Income Taxes—Income taxes are provided based upon the tax laws and rates in the countries in which our subsidiaries are registered and where their operations are conducted and income and expenses are earned and incurred, respectively. We recognize deferred tax assets and liabilities for the anticipated future tax effects of temporary differences between the financial statement basis and the tax basis of our assets and liabilities using the applicable enacted tax rates in effect the year in which the asset is realized or the liability is settled. A valuation allowance for deferred tax assets is established when it is more likely than not that some portion or all of the deferred tax assets will not be realized.

We recognize tax benefits from an uncertain tax position only if it is more likely than not that the position will be sustained upon examination by taxing authorities based on the technical merits of the position. The amount recognized is the largest benefit that we believe has greater than a 50% likelihood of being realized upon settlement. Actual income taxes paid may vary from estimates depending upon changes in income tax laws, actual results of operations and the final audit of tax returns by taxing authorities. We recognize interest and penalties related to uncertain tax positions in income tax expense.

Reclassifications

Reclassifications—Certain reclassifications of previously reported information have been made to conform to the current year presentation.

Recently Adopted / Issued Accounting Standards

Recently Adopted Accounting Standards

Revenue from Contracts with Customers — In May 2014, the FASB issued Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers (Topic 606), which supersedes the revenue recognition requirements in ASU Topic 605, Revenue Recognition. Under the new guidance, revenue is recognized when a client obtains control of promised goods or services and in an amount that reflects the consideration the entity expects to receive in exchange for those goods or services. We adopted ASU 2014-09 and its related amendments, or collectively, Topic 606, effective January 1, 2018 using the modified retrospective approach. Accordingly, we have applied the five-step method outlined in Topic 606 for determining when and how revenue is recognized for all contracts that were not completed as of the date of adoption. Revenues for reporting periods beginning after January 1, 2018 are presented under Topic 606, while prior period amounts have not been adjusted and continue to be reported under the previous revenue recognition guidance. For contracts that were modified before the effective date, we have considered the modification guidance within the new standard and determined that the revenue recognized and contract balances recorded prior to adoption for such contracts were not impacted. While Topic 606 requires additional disclosure of the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with clients, its adoption did not have a material effect on our financial position, results of operations and cash flows. See Note 10.

Classification and Measurement of Financial Instruments — On January 25, 2016, the FASB issued ASU 2016-01, Financial Instruments — Overall: Recognition and Measurement of Financial Assets and Financial Liabilities, which requires all equity investments that do not result in consolidation and are not accounted for under the equity method to be measured at fair value through earnings, and eliminates the available-for-sale classification for equity securities with readily determinable fair values. The standard requires entities to record a cumulative-effect adjustment on their balance sheets as of the beginning of the fiscal year of adoption. We adopted the standard effective January 1, 2018 with no impact to our consolidated financial statements.

Tax Accounting for Intra-Entity Asset Transfers — On October 24, 2016, the FASB issued ASU 2016-16, Accounting for Income Taxes: Intra-Entity Asset Transfers of Assets Other than Inventory, which requires entities to recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transaction occurs as opposed to deferring tax consequences and amortizing them into future periods. The standard requires a modified retrospective approach with a cumulative-effect adjustment directly to retained earnings at the beginning of the period of adoption. We adopted the standard effective January 1, 2018 with no impact to our consolidated financial statements.

Scope of Modification Accounting for Stock Compensation — On May 10, 2017, the FASB issued ASU 2017-09, Compensation — Stock Compensation (Topic 718) — Scope of Modification Accounting, which clarifies when to account for a change to the terms or conditions of a share-based payment award as a modification. Under the new guidance, modification accounting is required only if the fair value, the vesting conditions, or the classification of the award (as equity or liability) changes as a result of the change in terms or conditions. We adopted the standard effective January 1, 2018 with no impact to our consolidated financial statements.

Modification of Accounting for Hedging Activities — On August 28, 2017, the FASB issued ASU 2017-12, Derivatives and Hedging (Topic 815) — Targeted Improvements to Accounting for Hedging Activities, which eliminates the requirement to separately measure and report hedge ineffectiveness and requires the entire change in the fair value of a hedging instrument to be presented in the same income statement line as the hedged item. The new guidance also eases certain documentation and assessment requirements and modifies the accounting for components excluded from the assessment of hedge effectiveness. We adopted the standard effective January 1, 2018 with no impact to our consolidated financial statements.

Recently Issued Accounting Standards

Leases — On February 25, 2016, the FASB issued ASU 2016-02, Leases (Topic 842), which requires lessees to recognize a right-of-use asset and liability for virtually all leases and updates previous accounting standards for lessors to align certain requirements with the updates to lessee accounting standards and the revenue recognition accounting standards. The update, which permits early adoption, is effective for annual and interim periods beginning after December 15, 2018. We expect to adopt the standard using the modified retrospective approach. For transactions in which we are considered a lessee, we expect to recognize a lease liability and a right-of-use asset of approximately $7.0 million based on our portfolio of leases upon adoption. Additionally, we believe that our drilling contracts contain a lease component. On July 30, 2018, the FASB issued ASU 2018-11 to provide certain practical expedients, which allow a new transition method to apply the new lease requirements at the effective date using a cumulative catch-up approach and allow lessors to not separate lease and non-lease components when the non-lease component is the predominant element of the combined component. The lessor practical expedient is limited to circumstances in which the lease, if accounted for separately, would be classified as an operating lease under Topic 842. We believe the non-lease component of our drilling contracts is the predominant element and that the lease component, if accounted for separately, would be classified as an operating lease. Accordingly, we expect that all of our drilling contracts will qualify for, and we expect to elect, the practical expedient in ASU 2018-11 to account for the combined component as a single component under Topic 606. We do not expect our adoption to have a material impact on revenue recognition of current or prior periods as compared to previous guidance nor do we expect a material impact to our pattern of revenue recognition in future periods.

Measurement of Credit Losses on Financial Instruments — On June 16, 2016, the FASB issued ASU 2016-13, Financial Instruments – Credit Losses (Topic 326), which introduces a new model for recognizing credit losses on financial instruments based on an estimate of current expected credit losses. The new model will apply to: (i) loans, accounts receivable, trade receivables, and other financial assets measured at amortized cost, (ii) loan commitments and certain other off-balance sheet credit exposures, (iii) debt securities and other financial assets measured at fair value through other comprehensive income and (iv) beneficial interests in securitized financial assets. This update is effective for annual and interim periods beginning after January 1, 2020. We are currently evaluating the effect the standard may have on our consolidated financial statements and related disclosures.

Changes to Fair Value Disclosure Requirements — On August 28, 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework — Changes to the Disclosure Requirements for Fair Value Measurement, which eliminates, adds and modifies certain disclosure requirements for fair value measurements as part of its disclosure framework project. Entities will no longer be required to disclose the amount of and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy, but public companies will be required to disclose the range and weighted average used to develop significant unobservable inputs for Level 3 fair value measurements. The guidance is effective for annual and interim periods beginning after January 1, 2020, with early adoption permitted. We are currently evaluating the effect the standard may have on our consolidated financial statement disclosures.

v3.19.1
Emergence from Bankruptcy Proceedings (Tables)
12 Months Ended
Dec. 31, 2018
Emergence from Bankruptcy Proceedings  
Schedule of components of liabilities subject to compromise

 

 

 

 

 

 

 

 

Successor

 

 

Predecessor

 

December 31, 2018

 

 

December 31, 2017

(in thousands)

 

 

 

 

 

 

2017 Senior Secured Notes

$

 —

 

 

$

439,364

2018 Senior Secured Term Loan B

 

 —

 

 

 

718,125

2013 Revolving Credit Facility

 

 —

 

 

 

475,000

Senior Secured Credit Facility

 

 —

 

 

 

661,478

2020 Senior Secured Notes

 

 —

 

 

 

750,000

Accrued interest

 

 —

 

 

 

39,618

Accounts payable and other estimated allowed claims

 

 —

 

 

 

4,092

Total liabilities subject to compromise

$

 —

 

 

$

3,087,677

 

Schedule of components of reorganization items

 

 

 

 

 

 

 

 

 

 

 

Successor

 

 

Predecessor

 

Period From

 

 

Period From

 

 

 

 

November 20, 2018

 

 

January 1, 2018

 

 

 

 

through

 

 

through

 

Year Ended

 

December 31, 2018

 

 

November 19, 2018

 

December 31, 2017

(in thousands)

 

 

 

 

 

 

 

 

 

Professional fees

$

1,300

 

 

$

82,787

 

$

6,447

Gain on the settlement of liabilities subject to compromise

 

 —

 

 

 

(794,218)

 

 

 —

Discharge of claims upon emergence from bankruptcy

 

 —

 

 

 

(80)

 

 

 —

Revision of estimated claims

 

 —

 

 

 

 —

 

 

27

Escrow interest income

 

 —

 

 

 

(2,940)

 

 

 —

Fresh start accounting adjustments

 

 —

 

 

 

2,514,115

 

 

 —

Total reorganization items

$

1,300

 

 

$

1,799,664

 

$

6,474

 

v3.19.1
Fresh Start Accounting (Tables)
12 Months Ended
Dec. 31, 2018
Fresh-Start Adjustment [Line Items]  
Schedule of the reconciliation of the enterprise value to the estimated fair value of the successor company's common stock as of Plan Effective Date

The following table reconciles the enterprise value to the estimated fair value of our Successor common shares as of the Plan Effective Date (in thousands):

 

 

 

 

Enterprise value

$

2,075,000

Plus: Cash and cash equivalents (excludes funds held in professional fee escrow of $50.2 million)

 

401,910

Plus: Estimated fair value of the assets associated with the Zonda Arbitration

 

204,700

Less: Fair value of debt

 

(1,035,641)

Fair value of Successor common shares

$

1,645,969

 

Schedule of the reconciliation of the enterprise value to the reorganization value of assets as of the Effective Date

The following table reconciles the enterprise value to the reorganization value of the Successor’s assets to be allocated to the Company’s individual assets as of the Plan Effective Date (in thousands):

 

 

 

 

Enterprise value

$

2,075,000

Plus: Cash and cash equivalents (excludes funds held in professional fee escrow of $50.2 million)

 

401,910

Plus: Estimated fair value of the assets associated with the Zonda Arbitration

 

204,700

Plus: Current liabilities

 

83,663

Plus: Non-current liabilities excluding long-term debt

 

29,266

Reorganization value of Successor’s assets to be allocated

$

2,794,539

 

Schedule of fair value adjustment to the Company's property and equipment, net

(1)

Reflects the fair value adjustment to the Company's property and equipment, net due to the adoption of Fresh Start Accounting (in thousands):

 

 

 

 

 

 

 

 

Successor

 

Predecessor

Drillships and related equipment

$

1,919,791

 

$

5,928,887

Other property and equipment

 

683

 

 

20,737

Total property and equipment

 

1,920,474

 

 

5,949,624

Accumulated depreciation

 

 —

 

 

(1,526,915)

Property and equipment, net

$

1,920,474

 

$

4,422,709

 

Reorganization Adjustments  
Fresh-Start Adjustment [Line Items]  
Schedule of reorganization balance sheet and fresh-start accounting adjustments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As of November 19, 2018

 

 

Predecessor

 

Reorganization Adjustments (1)

 

Deconsolidation of Zonda Debtors (14)

 

Fresh Start Accounting Adjustments

 

Successor

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

154,238

 

$

239,172

(2)

$

(4,910)

 

$

 —

 

$

388,500

Restricted cash

 

 

1,034,470

 

 

(975,795)

(3)

 

 —

 

 

 —

 

 

58,675

Accounts receivable, net

 

 

28,881

 

 

 —

 

 

(2)

 

 

 —

 

 

28,879

Other receivable

 

 

28,000

 

 

 —

 

 

 —

 

 

 —

 

 

28,000

Materials and supplies

 

 

83,800

 

 

 —

 

 

 —

 

 

(43,493)

(15)

 

40,307

Deferred costs, current

 

 

11,371

 

 

 —

 

 

 —

 

 

(11,371)

(16)

 

 —

Prepaid expenses and other current assets

 

 

13,281

 

 

(958)

(4)

 

(815)

 

 

(693)

(17)

 

10,815

Total current assets

 

 

1,354,041

 

 

(737,581)

 

 

(5,727)

 

 

(55,557)

 

 

555,176

Property and equipment, net

 

 

4,422,709

 

 

 —

 

 

(68,102)

 

 

(2,434,133)

(18)

 

1,920,474

Long-term receivable

 

 

202,575

 

 

 —

 

 

(202,575)

 

 

 

 

 —

Receivable from unconsolidated subsidiaries

 

 

 —

 

 

 —

 

 

262,925

 

 

(58,135)

(19)

 

204,790

Intangible asset

 

 

 —

 

 

 —

 

 

 —

 

 

100,000

(20)

 

100,000

Investment in unconsolidated subsidiaries

 

 

 —

 

 

 —

 

 

5,774

 

 

(742)

(19)

 

5,032

Other assets

 

 

27,279

 

 

(1,356)

(5)

 

(1,845)

 

 

(15,011)

(21)

 

9,067

Total assets

 

$

6,006,604

 

$

(738,937)

 

$

(9,550)

 

$

(2,463,578)

 

$

2,794,539

Liabilities and shareholders’ equity:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accounts payable

 

$

14,161

 

$

1,247

(6)

$

(3,261)

 

$

 —

 

$

12,147

Accrued expenses

 

 

56,817

 

 

11,264

(7)

 

(5,987)

 

 

 —

 

 

62,094

Debtor-in-possession financing

 

 

50,000

 

 

(50,000)

(2)

 

 —

 

 

 —

 

 

 —

Accrued interest

 

 

45,770

 

 

(36,348)

(8)

 

 —

 

 

 —

 

 

9,422

Deferred revenue, current

 

 

16,246

 

 

 —

 

 

 —

 

 

(16,246)

(22)

 

 —

Total current liabilities

 

 

182,994

 

 

(73,837)

 

 

(9,248)

 

 

(16,246)

 

 

83,663

Long-term debt

 

 

969,158

 

 

 —

 

 

 —

 

 

66,483

(23)

 

1,035,641

Payable to unconsolidated subsidiaries

 

 

 —

 

 

 —

 

 

1,725

 

 

 —

 

 

1,725

Other long-term liabilities

 

 

30,253

 

 

1,782

(9)

 

(1,539)

 

 

(2,955)

(24)

 

27,541

Total liabilities not subject to compromise

 

 

1,182,405

 

 

(72,055)

 

 

(9,062)

 

 

47,282

 

 

1,148,570

Liabilities subject to compromise

 

 

3,084,874

 

 

(3,084,386)

(10)

 

(488)

 

 

 —

 

 

 —

Commitments and contingencies

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Shareholders’ equity:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common shares

 

 

214

 

 

536

(11)

 

 —

 

 

 —

 

 

750

Additional paid-in capital

 

 

2,368,232

 

 

1,646,097

(12)

 

 —

 

 

(2,369,110)

(25)

 

1,645,219

Accumulated other comprehensive loss

 

 

(13,850)

 

 

 —

 

 

 —

 

 

13,850

(25)

 

 —

Accumulated deficit

 

 

(615,271)

 

 

770,871

(13)

 

 —

 

 

(155,600)

(25)

 

 —

Total shareholders’ equity

 

 

1,739,325

 

 

2,417,504

 

 

 —

 

 

(2,510,860)

 

 

1,645,969

Total liabilities and shareholders’ equity

 

$

6,006,604

 

$

(738,937)

 

$

(9,550)

 

$

(2,463,578)

 

$

2,794,539

 

Schedule of Changes in cash and cash equivalents

(1)

Changes in cash and cash equivalents include the following (in thousands):

 

 

 

 

 

Transfer of restricted cash - escrow funds from the issuance of the First Lien Notes

$

767,578

Transfer of restricted cash - escrow funds from the issuance of the Second Lien PIK Notes

 

258,160

Proceeds from the equity offerings

 

500,000

Payment of 2013 Revolving Credit Facility

 

(475,000)

Payment of SSCF

 

(661,478)

Payment of debtor-in-possession financing (including $354 of accrued interest)

 

(50,354)

Payment of accrued interest on 2013 Revolving Credit Facility and SSCF

 

(35,994)

Funding of professional fee escrow

 

(50,175)

Payment of professional fees

 

(13,557)

Payment of bank fees

 

(8)

Net change in cash and cash equivalents

$

239,172

 

Schedule of Changes in restricted cash

(1)

Changes in restricted cash includes the following (in thousands):

 

 

 

 

Transfer of restricted cash - escrow funds from the issuance of the First Lien Notes

$

(767,578)

Transfer of restricted cash - escrow funds from the issuance of the Second Lien PIK Notes

 

(258,160)

Funding of professional fee escrow

 

50,175

Payment of bank fees

 

(232)

Net change in restricted cash

$

(975,795)

 

Schedule of Changes in accrued expenses

(1)

Changes in accrued expenses includes the following (in thousands):

 

 

 

 

Accrual of professional fees

$

9,450

Accrual of equity issuance costs

 

6,580

Accrual of other fees

 

1,593

Payment of professional fees

 

(6,342)

Reduction in income taxes related to the implementation of the Plan

 

(17)

Net change in accrued expenses

$

11,264

 

Schedule of payment of accrued interest

(1)

Reflects the payment of accrued interest (in thousands):

 

 

 

 

Payment of accrued interest on 2013 Revolving Credit Facility and SSCF

$

(35,994)

Payment of accrued interest on debtor-in-possession financing

 

(354)

Net change in accrued interest

$

(36,348)

 

Schedule of Liabilities subject to compromise settled

 

(1)

Liabilities subject to compromise settled in accordance with the Plan and the resulting gain were determined as follows (in thousands):

 

 

 

 

Liabilities subject to compromise

$

3,084,874

Less liabilities subject to compromise related to unconsolidated subsidiaries remaining in bankruptcy

 

(488)

Payment of 2013 Revolving Credit Facility

 

(475,000)

Payment of SSCF

 

(661,478)

Reinstatement of claims that are expected to be paid

 

(1,247)

Issuance of Successor common shares to the holders of the 2017 Notes, Term Loan B and the 2020 Notes

 

(1,152,443)

Gain on settlement of liabilities subject to compromise

$

794,218

 

Schedule of increase in common shares

(1)

The increase in common shares reflects (in thousands):

 

 

 

 

Issuance of Successor common shares to the holders of the 2017 Notes, Term Loan B and the 2020 Notes at par

 

$

244

Equity offerings at par

 

506

Reduction of share capital for reverse stock split

 

(214)

Net change in common shares

$

536

 

Schedule of increase in additional paid in capital

(1)

The increase in additional paid-in capital reflects (in thousands):

 

 

 

 

Issuance of Successor common shares to the holders of the 2017 Notes, Term Loan B and the 2020 Notes

 

$

1,152,199

Equity offerings - additional paid-in capital

 

499,494

Reduction of share capital for reverse stock split

 

214

Cancellation of Predecessor share based compensation awards

 

770

Accrual of equity issuance costs

 

(6,580)

Net change in additional paid-in-capital

$

1,646,097

 

Schedule of decrease in accumulated deficit

(1)

The decrease in accumulated deficit reflects (in thousands):

 

 

 

 

Gain on settlement of liabilities subject to compromise

$

794,218

Accrued professional fees

 

(9,450)

Accrued other fees

 

(1,593)

Elimination of prepaid directors and officers insurance policies related to the Predecessor

 

(958)

Cancellation of predecessor share based compensation awards

 

(770)

Professional and success fees paid on Plan Effective Date

 

(7,215)

Payment of bank fees

 

(240)

Elimination of deferred tax asset related to the implementation of the Plan

 

(1,356)

Recognition of a deferred tax liability related to the implementation of the Plan

 

(1,782)

Reduction in income tax related to the implementation of the Plan

 

17

Net change in accumulated deficit

$

770,871

 

v3.19.1
Significant Accounting Policies (Tables)
12 Months Ended
Dec. 31, 2018
Significant Accounting Policies  
Estimated useful lives of property and equipment

 

 

 

 

    

Years

Drillships and related equipment (Successor)

 

8-32

Other property and equipment (Successor)

 

1-6

Drillships and related equipment (Predecessor)

 

15-35

Other property and equipment (Predecessor)

 

2-7

 

v3.19.1
Property and Equipment (Tables)
12 Months Ended
Dec. 31, 2018
Property and Equipment  
Summary of property and equipment

 

 

 

 

 

 

 

 

 

 

Successor

 

 

Predecessor

 

    

December 31, 2018

    

    

December 31, 2017

(in thousands)

 

 

 

 

 

 

 

Drillships and related equipment

 

$

1,926,773

 

 

$

5,911,792

Other property and equipment

 

 

682

 

 

 

20,566

Property and equipment, cost

 

 

1,927,455

 

 

 

5,932,358

Accumulated depreciation

 

 

(12,283)

 

 

 

(1,280,357)

Property and equipment, net

 

$

1,915,172

 

 

$

4,652,001

 

v3.19.1
Intangible Asset (Tables)
12 Months Ended
Dec. 31, 2018
Intangible Asset  
Schedule of intangible asset

 

 

 

 

 

 

 

 

 

 

Successor

 

 

Predecessor

 

    

December 31, 2018

    

    

December 31, 2017

(in thousands)

 

 

 

 

 

 

 

Client-related intangible asset

 

$

100,000

 

 

$

 —

Accumulated amortization

 

 

(14,947)

 

 

 

 —

Intangible asset, net

 

$

85,053

 

 

$

 —

 

v3.19.1
Debt (Tables)
12 Months Ended
Dec. 31, 2018
Summary of Debt

 

 

 

 

 

 

 

 

 

 

Successor

 

 

Predecessor

 

    

December 31, 2018

    

    

December 31, 2017

(in thousands)

 

 

 

 

 

 

 

Debt Obligations:

 

 

 

 

 

 

 

2017 Senior Secured Notes(b)(c)

 

$

 —

 

 

$

439,364

2018 Senior Secured Term Loan B(b)(c)

 

 

 —

 

 

 

718,125

2013 Revolving Credit Facility(a)(b)

 

 

 —

 

 

 

475,000

Senior Secured Credit Facility(a)(b)

 

 

 —

 

 

 

661,478

2020 Senior Secured Notes(b)(c)

 

 

 —

 

 

 

750,000

First Lien Notes

 

 

747,400

 

 

 

 —

Second Lien PIK Notes

 

 

291,935

 

 

 

 —

Total debt

 

 

1,039,335

 

 

 

3,043,967

Less: liabilities subject to compromise

 

 

 —

 

 

 

(3,043,967)

Total long-term debt

 

$

1,039,335

 

 

$

 —

 

(a)

Repaid upon our emergence from our Chapter 11 proceedings.

(b)

Included in liabilities subject to compromise at December 31, 2017.

(c)

Exchanged for common shares upon our emergence from our Chapter 11 proceedings.

 

Schedule of redemption prices expressed as a percentage of principal amount

At any time on or after April 1, 2020, the Company may redeem the Second Lien PIK Notes, in whole or in part, at the following redemption prices (expressed as a percentage of principal amount), plus any accrued and unpaid interest, during the six-month period beginning on the dates indicated below:

 

 

 

Date

 

Price

April 1, 2020

 

112.0%

October 1, 2020

 

109.0%

April 1, 2021

 

106.0%

October 1, 2021

 

103.0%

April 1, 2022 and thereafter

 

100.0%

 

Aggregate Maturities of Debt Including Net Unamortized Discounts

 

 

 

 

 

    

(in thousands)

Years ending December 31, 

 

 

 

2019

 

$

 —

2020

 

 

 —

2021

 

 

 —

2022

 

 

 —

2023

 

 

750,000

Thereafter

 

 

273,614

        Total

 

$

1,023,614

 

occurrence Of Change Of Control [Member]  
Schedule of redemption prices expressed as a percentage of principal amount

At any time a Change of Control occurs, the Company may redeem all, but not less than all, of the Second Lien PIK Notes at the following redemption prices (expressed as a percentage of principal amount), plus any accrued and unpaid interest, during the six-month period beginning on the dates indicated below:

 

 

 

Date

 

Price

April 1, 2020

 

106.0%

October 1, 2020

 

109.0%

April 1, 2021

 

106.0%

October 1, 2021

 

103.0%

April 1, 2022 and thereafter

 

100.0%

 

v3.19.1
Income Taxes (Tables)
12 Months Ended
Dec. 31, 2018
Income Taxes  
Loss Before Income Taxes

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Successor

 

 

 

Predecessor

 

 

Period From

 

 

 

Period From

 

 

 

 

 

 

 

 

 

 

November 20, 2018

 

 

 

January 1, 2018

 

 

 

 

 

 

 

 

 

 

through

 

 

 

through

 

 

Years ended December 31, 

 

 

December 31, 2018

    

 

 

November 19, 2018

    

 

2017

    

 

2016

(in thousands)

    

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Luxembourg

 

$

(9,738)

 

 

 

$

(500,317)

 

 

$

349

 

 

$

190,849

United States

 

 

3,558

 

 

 

 

(10,467)

 

 

 

1,301

 

 

 

3,855

Other jurisdictions

 

 

(28,073)

 

 

 

 

(1,646,401)

 

 

 

(513,953)

 

 

 

(209,754)

Loss before income taxes

 

$

(34,253)

 

 

 

$

(2,157,185)

 

 

$

(512,303)

 

 

$

(15,050)

 

Components of Income Tax (Provision) Benefit

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Successor

 

 

 

Predecessor

 

 

Period From

 

 

 

Period From

 

 

 

 

 

 

 

 

 

 

November 20, 2018

 

 

 

January 1, 2018

 

 

 

 

 

 

 

 

 

 

through

 

 

 

through

 

 

Years ended December 31, 

 

    

December 31, 2018

    

 

 

November 19, 2018

    

 

2017

    

 

2016

(in thousands)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current income tax benefit (expense):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Luxembourg

 

$

292

 

 

 

$

(866)

 

 

$

(2,287)

 

 

$

53

United States

 

 

(90)

 

 

 

 

(641)

 

 

 

(3,202)

 

 

 

(1,874)

Other foreign

 

 

60

 

 

 

 

(288)

 

 

 

35

 

 

 

(4,792)

Total current

 

$

262

 

 

 

$

(1,795)

 

 

$

(5,454)

 

 

$

(6,613)

Deferred tax benefit (expense):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Luxembourg

 

$

6,454

 

 

 

$

6,924

 

 

$

321

 

 

$

(2,893)

United States

 

 

(15)

 

 

 

 

(1,902)

 

 

 

(6,145)

 

 

 

(448)

Other foreign

 

 

68

 

 

 

 

(919)

 

 

 

(1,585)

 

 

 

(12,153)

Total deferred

 

$

6,507

 

 

 

$

4,103

 

 

$

(7,409)

 

 

$

(15,494)

Income tax expense

 

$

6,769

 

 

 

$

2,308

 

 

$

(12,863)

 

 

$

(22,107)

 

Reconciliation Between Luxembourg Statutory Rate and Our Effective Tax Rate

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Successor

 

 

Predecessor

 

 

Period From

 

 

Period From

 

 

 

 

 

 

 

 

 

 

November 20, 2018

 

 

January 1, 2018

 

 

 

 

 

 

 

 

 

 

through

 

 

through

 

Years ended December 31, 

 

    

December 31, 2018

 

 

November 19, 2018

 

2017

 

2016

Statutory rate

 

 

26.0

%

 

 

 

26.0

%

 

 

27.1

%

 

 

29.2

%

Effect of tax rates different from the Luxembourg statutory tax rate

 

 

(25.3)

%

 

 

 

(18.7)

%

 

 

(19.2)

%

 

 

(13.2)

%

Change in valuation allowance

 

 

18.7

%

 

 

 

(4.3)

%

 

 

(8.0)

%

 

 

(85.1)

%

Changes in unrecognized tax benefits

 

 

(1.0)

%

 

 

 

(0.2)

%

 

 

(0.8)

%

 

 

(75.9)

%

Equity based compensation shortfall

 

 

%

 

 

 

(0.1)

%

 

 

(1.2)

%

 

 

(7.0)

%

Change in enacted statutory tax rates

 

 

%

 

 

 

%

 

 

(0.5)

%

 

 

%

Adjustments related to prior years

 

 

1.3

%

 

 

 

%

 

 

0.1

%

 

 

5.1

%

Fresh start accounting

 

 

%

 

 

 

(2.6)

%

 

 

%

 

 

%

Effective tax rate

 

 

19.7

%

 

 

 

0.1

%

 

 

(2.5)

%

 

 

(146.9)

%

 

Components of Deferred Tax Assets and Liabilities

 

 

 

 

 

 

 

 

 

 

Successor

 

 

Predecessor

 

    

December 31, 2018

 

    

December 31, 2017

(in thousands)

 

 

 

 

 

 

 

Deferred tax assets:

 

 

 

 

 

 

 

Net operating loss carryforwards

 

$

549,107

 

 

$

52,568

Depreciation and amortization

 

 

188,161

 

 

 

35,873

Accrued payroll expenses

 

 

2,307

 

 

 

4,595

Deferred revenue

 

 

42

 

 

 

2,189

Other

 

 

307

 

 

 

1,119

Deferred tax assets

 

 

739,924

 

 

 

96,344

Less: valuation allowance

 

 

(701,727)

 

 

 

(86,495)

Total deferred tax assets

 

$

38,197

 

 

$

9,849

 

 

 

 

 

 

 

 

Deferred tax liabilities:

 

 

 

 

 

 

 

Depreciation and amortization

 

$

(22,134)

 

 

$

(6,505)

Deferred expenses

 

 

 —

 

 

 

(1,459)

Other

 

 

(5)

 

 

 

(88)

Total deferred tax liabilities

 

$

(22,139)

 

 

$

(8,052)

 

 

 

 

 

 

 

 

Net deferred tax assets

 

$

16,058

 

 

$

1,797

 

Reconciliation of Beginning and Ending Amount of Unrecognized Tax Benefits

 

 

 

 

 

 

 

 

 

 

 

 

 

Successor

 

 

Predecessor

 

 

Period From

 

 

Period From

 

 

 

 

November 20, 2018

 

 

January 1, 2018

 

 

 

    

through

 

 

through

 

Year Ended

 

    

December 31, 2018

    

    

November 19, 2018

    

December 31, 2017

(in thousands)

 

 

 

 

 

 

 

 

 

 

Balance, beginning of period

 

$

41,831

 

 

$

38,860

 

$

34,027

Increases in unrecognized tax benefits as a result of tax positions taken during current year

 

 

626

 

 

 

2,971

 

 

4,833

Balance, end of period

 

$

42,457

 

 

$

41,831

 

$

38,860

 

v3.19.1
Revenue from Contracts with Clients (Tables)
12 Months Ended
Dec. 31, 2018
Revenue from Contracts with Clients  
Schedule of trade receivables, contract assets and contract liabilities

 

 

 

 

 

 

 

 

 

 

 

Successor

 

 

Predecessor

 

 

 

December 31, 

 

 

January 1,

 

 

    

2018

 

    

2018

 

(in thousands)

 

 

 

 

 

 

 

 

Trade receivables, net

 

$

40,144

 

 

$

40,398

 

Current contract liabilities (deferred revenue)

 

 

 —

 

 

 

23,966

 

Noncurrent contract liabilities (deferred revenue)

 

 

 —

 

 

 

12,973

 

 

Schedule of significant changes in contract assets and contract liabilities

 

 

 

 

 

 

 

 

 

Contract Assets

 

Contract Liabilities

 

 

(in thousands)

Balance at January 1, 2018

 

$

 —

 

$

(36,939)

Decrease due to amortization of deferred revenue

 

 

 —

 

 

20,212

Decrease due to completion of prepaid services

 

 

 —

 

 

2,305

Increase due to cash received, excluding amounts recognized as revenue

 

 

 —

 

 

(1,824)

Decrease due to fresh start accounting adjustments (Note 3)

 

 

 —

 

 

16,246

Balance at November 19, 2018 (Predecessor)

 

$

 —

 

$

 —

 

v3.19.1
Share-Based Compensation (Tables)
12 Months Ended
Dec. 31, 2018
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]  
Share-Based Compensation Expense and Related Tax Benefit

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Successor

 

 

Predecessor

 

 

Period From

 

 

Period From

 

 

 

 

 

 

 

 

November 20, 2018

 

 

January 1, 2018

 

 

 

 

 

 

 

 

through

 

 

through

 

Years Ended December 31, 

 

    

December 31, 2018

 

    

November 19, 2018

    

2017

    

2016

(in thousands)

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating expenses

 

$

 —

 

 

$

177

 

$

416

 

$

658

General and administrative expenses

 

 

599

 

 

 

2,366

 

 

6,403

 

 

6,436

Share-based compensation expense

 

 

599

 

 

 

2,543

 

 

6,819

 

 

7,094

Tax benefit (a)

 

 

(126)

 

 

 

 —

 

 

(1,147)

 

 

(2,011)

Total

 

$

473

 

 

$

2,543

 

$

5,672

 

$

5,083


(a)

The effects of tax benefits from share-based compensation expense are included within income tax expense in our consolidated statements of operations. As a result of the cancellation of all equity and equity-based awards granted under the Pacific Drilling S.A. 2011 Omnibus Stock Incentive Plan (the “2011 Stock Plan”), we do not expect any tax benefit from share-based compensation expense during the Predecessor period in 2018.

Summary of Option Activity

 

 

 

 

 

 

 

 

 

 

 

 

    

Number of
Shares
Under
Option

    

 

Weighted-
Average
Exercise
Price

    

Weighted-
Average
Remaining
Contractual
Term

    

 

Aggregate
Intrinsic
Value

 

 

(in thousands)

 

 

(per share)

 

(in years)

 

 

(in thousands)

Outstanding — January 1, 2018 (Predecessor)

 

279

 

$

64.76

 

 

 

 

 

Granted

 

 —

 

 

 

 

 

 

 

 

Exercised

 

 —

 

 

 

 

 

 

 

 

Cancelled or forfeited

 

(279)

 

 

64.76

 

 

 

 

 

Outstanding — November 19, 2018 (Predecessor)

 

 —

 

$

 —

 

 —

 

$

 —

Exercisable — November 19, 2018 (Predecessor)

 

 —

 

$

 —

 

 —

 

$

 —

 

Summary of Restricted Stock Units Activity

 

 

 

 

 

 

 

    

Number of
Restricted
Stock
Units

    

Weighted-Average
Grant-Date Fair
Value

 

 

(in thousands)

 

 

(per share)

Nonvested — January 1, 2018 (Predecessor)

 

70

 

$

45.28

Granted

 

 —

 

 

 —

Vested

 

(37)

 

 

54.25

Cancelled or forfeited

 

(33)

 

 

33.63

Nonvested —  November 19, 2018 (Predecessor)

 

 —

 

$

 —

 

 

 

 

 

 

Nonvested — November 20, 2018 (Successor)

 

 —

 

$

 —

Granted

 

565

 

 

13.00

Vested

 

 —

 

 

 —

Cancelled or forfeited

 

 —

 

 

 —

Nonvested —  December 31, 2018 (Successor)

 

565

 

$

13.00

 

v3.19.1
Earnings per Share (Tables)
12 Months Ended
Dec. 31, 2018
Earnings Per Share [Abstract]  
Income and Share Data Used In Basic and Diluted EPS Computations

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Successor

 

 

Predecessor

 

 

Period From

 

 

Period From

 

 

 

 

 

 

 

 

November 20, 2018

 

 

January 1, 2018

 

 

 

 

 

 

 

 

through

 

 

through

 

Years Ended December 31, 

 

 

December 31, 2018

    

    

November 19, 2018

    

2017

    

2016

(in thousands, except per share information)

 

 

 

 

 

 

 

 

 

 

 

 

 

Numerator:

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss, basic and diluted

 

$

(27,484)

 

 

$

(2,154,877)

 

$

(525,166)

 

$

(37,157)

Denominator:

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted-average number of common shares outstanding, basic

 

 

75,010

 

 

 

21,359

 

 

21,315

 

 

21,167

Weighted-average number of common shares outstanding, diluted

 

 

75,010

 

 

 

21,359

 

 

21,315

 

 

21,167

Loss per share:

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

(0.37)

 

 

$

(100.89)

 

$

(24.64)

 

$

(1.76)

Diluted

 

$

(0.37)

 

 

$

(100.89)

 

$

(24.64)

 

$

(1.76)

 

Share Effects of Share-Based Compensation Awards Excluded from Computations of Diluted EPS

 

 

 

 

 

 

 

 

 

 

 

 

Successor

 

 

Predecessor

 

 

Period From

 

 

Period From

 

 

 

 

 

 

November 20, 2018

 

 

January 1, 2018

 

 

 

 

 

 

through

 

 

through

 

Years Ended December 31, 

 

    

December 31, 2018

    

    

November 19, 2018

    

2017

    

2016

(in thousands)

 

 

 

 

 

 

 

 

 

Share-based compensation awards

 

161

 

 

314

 

349

 

1,217

 

v3.19.1
Derivatives (Tables)
12 Months Ended
Dec. 31, 2018
Derivatives  
Cash Flow Hedge Gains and Losses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gain (Loss) Recognized
in Other Comprehensive Income (“OCI”) 

 

Loss Reclassified
from Accumulated OCI into
Income

 

 

Successor

 

 

Predecessor

 

Successor

 

 

Predecessor

Derivatives in Cash Flow Hedging Relationships

 

Period From November 20, 2018 through December 31,

 

 

Period From January 1, 2018 through November 19,

 

Years Ended December 31,

 

Period From November 20, 2018 through December 31,

 

 

Period From January 1, 2018 through November 19,

 

Years Ended December 31,

 

 

2018

 

 

2018

 

2017

 

2016

 

2018

 

 

2018

 

2017

 

2016

(in thousands)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate swaps

 

$

 —

 

 

$

643

 

$

4,700

 

$

2,713

 

$

 —

 

 

$

643

 

$

5,265

 

$

8,798

Foreign currency forward contracts

 

$

 —

$ -

$ -

$

 —

$ -

$

 —

$ -

$

1,584

 

$

 —

$ -

$ -

$

 —

$ -

$

 —

$ -

$

 —

 

v3.19.1
Fair Value Measurements (Tables)
12 Months Ended
Dec. 31, 2018
Fair Value Disclosures [Abstract]  
Carrying Value and Estimated Fair Value of Other Long-term Debt Instruments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Successor

 

 

Predecessor

 

 

December 31, 2018

 

 

December 31, 2017

 

 

Carrying

 

Estimated

 

 

Carrying

 

Estimated

 

    

Value

    

Fair Value

    

    

Value

    

Fair Value

(in thousands)

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

367,577

 

$

367,577

 

 

$

308,948

 

$

308,948

2017 Senior Secured Notes

 

 

 —

 

 

 —

 

 

 

438,880

 

 

243,847

2018 Senior Secured Term Loan B

 

 

 —

 

 

 —

 

 

 

722,706

 

 

290,841

2020 Senior Secured Notes

 

 

 —

 

 

 —

 

 

 

750,000

 

 

307,500

First Lien Notes

 

 

747,400

 

 

714,953

 

 

 

 —

 

 

 —

Second Lien PIK Notes

 

 

291,935

 

 

285,548

 

 

 

 —

 

 

 —

Receivable from unconsolidated subsidiaries

 

 

204,790

 

 

205,790

 

 

 

 —

 

 

 —

 

v3.19.1
Commitments and Contingencies (Tables)
12 Months Ended
Dec. 31, 2018
Commitments and Contingencies Disclosure [Abstract]  
Future Minimum Lease Payments Under Noncancelable Operating Leases With Lease Terms in Excess of One Year

 

 

 

 

 

    

(In thousands)

Years Ending December 31, 

    

 

 

2019

 

$

1,549

2020

 

 

1,472

2021

 

 

1,499

2022

 

 

1,525

2023

 

 

1,552

Thereafter

 

 

1,179

Total future minimum lease payments

 

$

8,776

 

v3.19.1
Concentrations of Credit and Market Risk (Tables)
12 Months Ended
Dec. 31, 2018
Concentrations of Credit and Market Risk  
Percentage of Revenues Earned from Clients

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Successor

 

 

Predecessor

 

 

 

Period From

 

 

Period From

 

 

 

 

 

 

 

 

November 20, 2018

 

 

January 1, 2018

 

 

 

 

 

 

 

 

through

 

 

through

 

Years Ended December 31, 

 

    

December 31, 2018

    

    

November 19, 2018

    

2017

    

2016

Chevron

 

82.1

%

 

 

84.0

%

 

81.6

%

 

77.1

%

Eni

 

17.9

%

 

 

 —

%

 

 —

%

 

 —

%

Petronas

 

 —

%

 

 

14.2

%

 

 —

%

 

 —

%

Total

 

 —

%

 

 

 —

%

 

 —

%

 

22.9

%

Other

 

 —

%

 

 

1.8

%

 

18.4

%

 

 —

%

 

v3.19.1
Segments and Geographic Areas (Tables)
12 Months Ended
Dec. 31, 2018
Segments and Geographic Areas  
Percentage of Revenue Earned by Geographical Area Based on Drilling Location

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Successor

 

 

Predecessor

 

 

Period From

 

 

Period From

 

 

 

 

 

 

 

 

November 20, 2018

 

 

January 1, 2018

 

 

 

 

 

 

 

 

through

 

 

through

 

Years Ended December 31, 

 

    

December 31, 2018

    

    

November 19, 2018

    

2017

    

2016

United States

 

82.1

%

 

 

84.0

%

 

81.6

%

 

56.9

%

Nigeria

 

17.9

%

 

 

1.8

%

 

11.2

%

 

43.1

%

Other

 

 —

%

 

 

14.2

%

 

7.2

%

 

 —

%

 

v3.19.1
Variable Interest Entities (Tables)
12 Months Ended
Dec. 31, 2018
Variable Interest Entities  
Schedule of Carrying Amounts of Variable Interest Entities

 

 

 

 

 

 

 

 

 

 

Successor

 

 

Predecessor

 

    

December 31, 2018

    

    

December 31, 2017

(in thousands)

 

 

 

 

 

 

 

Assets

 

$

2,381

 

 

$

3,142

Liabilities

 

 

(1,037)

 

 

 

(1,548)

Net carrying amount

 

$

1,344

 

 

$

1,594

 

v3.19.1
Summarized Financial Information of Zonda Debtors (Tables)
12 Months Ended
Dec. 31, 2018
Summarized Financial Information of Equity Method Investee Disclosure [Abstract]  
Summary of financial information

Pacific Drilling VIII Limited and Pacific Drilling Services, Inc.

Summarized Financial Information

(in thousands)

 

 

 

 

 

 

Period From

 

 

November 20, 2018

 

 

through

 

 

December 31, 2018

 

 

 

 

Intercompany revenues

 

$

1,410

Costs and expenses

 

 

(499)

Operating income

 

 

911

Net income

 

 

392

 

 

 

 

 

 

 

December 31, 

 

    

2018

 

 

 

 

Current assets

 

$

5,569

Noncurrent assets

 

 

213,725

Current liabilities

 

 

1,864

Noncurrent liabilities(a)

 

 

331,786

 

Noncurrent liabilities primarily consist of pre-petition intercompany payable.

v3.19.1
Emergence from Bankruptcy Proceedings - (Details)
$ in Thousands
12 Months Ended
Nov. 19, 2019
shares
Nov. 20, 2018
USD ($)
shares
Nov. 19, 2018
USD ($)
shares
Sep. 26, 2018
USD ($)
Dec. 31, 2018
USD ($)
shares
Dec. 31, 2017
shares
Dec. 31, 2016
shares
Dec. 31, 2015
shares
Bankruptcy Proceeding and Liquidity [Line Items]                
Number of subsidiaries involved in arbitration with SHI         2      
Value of shares issued | $   $ 493,420            
Common stock, shares outstanding     75,000,000   75,031,000      
Shares reserved for issuance         7,500,000      
Pacific Bora Ltd and Pacific Scirocco Ltd                
Bankruptcy Proceeding and Liquidity [Line Items]                
Percentage of ownership in joint venture         49.00%      
2018 Stock Plan                
Bankruptcy Proceeding and Liquidity [Line Items]                
Shares reserved for issuance     7,500,000          
Common Shares                
Bankruptcy Proceeding and Liquidity [Line Items]                
Shares issued in exchange for claims   24,416,000            
Issuance of common shares   50,582,000            
Value of shares issued | $   $ 506            
Common stock, shares outstanding   75,000,000     75,031,000      
Predecessor                
Bankruptcy Proceeding and Liquidity [Line Items]                
Shares issued except those reserved for the stock plan 75,000,000              
Common stock, shares outstanding           21,339,000    
Commitment fee | $     $ 23,600          
Predecessor | Common Shares                
Bankruptcy Proceeding and Liquidity [Line Items]                
Common stock, shares outstanding     21,368,000     21,339,000 21,184,000 21,121,000
Predecessor | Common Shares | Holders of Term Loan B, 2017 Notes and 2020 Notes                
Bankruptcy Proceeding and Liquidity [Line Items]                
Shares issued in exchange for claims     24,416,442          
Percentage of shares outstanding     32.60%          
Predecessor | Common Shares | Holders of Term Loan B, 2017 Notes and 2020 Notes subscribed equity rights offering                
Bankruptcy Proceeding and Liquidity [Line Items]                
Issuance of common shares     44,174,136          
Value of shares issued | $     $ 460,000          
Percentage of shares outstanding     58.90%          
Predecessor | Common Shares | Holders of Term Loan B, 2017 Notes and 2020 Notes backstopping equity rights offering                
Bankruptcy Proceeding and Liquidity [Line Items]                
Issuance of common shares     2,566,056          
Percentage of shares outstanding     3.40%          
Predecessor | Common Shares | Existing shareholders of common stock                
Bankruptcy Proceeding and Liquidity [Line Items]                
Percentage of shares outstanding     0.003%          
Predecessor | Common Shares | Pacific Drilling Administrator Limited                
Bankruptcy Proceeding and Liquidity [Line Items]                
Issuance of common shares     7,500,000          
Predecessor | Quantum Pacific Gibraltar Limited | Common Shares                
Bankruptcy Proceeding and Liquidity [Line Items]                
Issuance of common shares     3,841,229          
Value of shares issued | $     $ 40,000          
Percentage of shares outstanding     5.10%          
First Lien Notes                
Bankruptcy Proceeding and Liquidity [Line Items]                
Aggregate principal amount | $         $ 750,000      
Debt instrument, interest rate     8.375%          
First Lien Notes | Predecessor                
Bankruptcy Proceeding and Liquidity [Line Items]                
Aggregate principal amount | $     $ 750,000 $ 750,000        
Debt instrument, interest rate       8.375%        
Second Lien PIK Notes                
Bankruptcy Proceeding and Liquidity [Line Items]                
Aggregate principal amount | $         $ 273,600      
Second Lien PIK Notes | Predecessor                
Bankruptcy Proceeding and Liquidity [Line Items]                
Aggregate principal amount | $     $ 273,600 $ 273,600        
Commitment fee | $       $ 23,600        
Second Lien PIK Notes | Cash Interest                
Bankruptcy Proceeding and Liquidity [Line Items]                
Debt instrument, interest rate     11.00% 11.00% 11.00%      
Second Lien PIK Notes | Interest Payment in Kind                
Bankruptcy Proceeding and Liquidity [Line Items]                
Debt instrument, interest rate     12.00% 12.00% 12.00%      
v3.19.1
Emergence from Bankruptcy Proceedings - Components of liabilities and reorganization (Details) - USD ($)
$ in Thousands
1 Months Ended 11 Months Ended 12 Months Ended
Dec. 31, 2018
Nov. 19, 2018
Dec. 31, 2017
Components of reorganization items:      
Professional fees $ 1,300    
Total reorganization items $ 1,300    
Predecessor      
Components of liabilities subject to compromise:      
Debt     $ 3,043,967
Accounts payable and other estimated allowed claims     4,092
Liabilities subject to compromise   $ 3,084,874 3,087,677
Components of reorganization items:      
Professional fees   82,787 6,447
Gain on settlement of liabilities subject to compromise   (794,218)  
Discharge of claims upon emergence from bankruptcy   (80)  
Revision of estimated claims     27
Escrow interest income   (2,940)  
Fresh start accounting adjustments   2,514,115  
Total reorganization items   $ 1,799,664 6,474
Predecessor | 2017 Senior Secured Notes      
Components of liabilities subject to compromise:      
Debt     439,364
Predecessor | 2018 Senior Secured Term Loan B      
Components of liabilities subject to compromise:      
Debt     718,125
Predecessor | 2013 Revolving Credit Facility      
Components of liabilities subject to compromise:      
Debt     475,000
Predecessor | SSCF      
Components of liabilities subject to compromise:      
Debt     661,478
Predecessor | 2020 Senior Secured Notes      
Components of liabilities subject to compromise:      
Debt     750,000
Predecessor | Accrued Interest      
Components of liabilities subject to compromise:      
Debt     $ 39,618
v3.19.1
Fresh Start Accounting (Details)
Nov. 19, 2018
Predecessor  
Fresh-Start Adjustment [Line Items]  
Maximum percentage of voting shares of emerging entity to qualify for fresh-start accounting under ASC 852 (as a percent) 50.00%
v3.19.1
Fresh Start Accounting - Enterprise value to estimated fair value of Common Stock (Details)
$ in Thousands
Nov. 19, 2018
USD ($)
Fresh-Start Adjustment [Line Items]  
Enterprise Value $ 2,075,000
Plus: Cash and cash equivalents (excludes funds held in professional fee escrow of $50.2 million) 401,910
Plus: Estimated fair value of the assets associated with the Zonda Arbitration 204,700
Less: Fair value of debt (1,035,641)
Fair value of Successor common shares 1,645,969
Professional fee escrow 50,200
Predecessor | Minimum  
Fresh-Start Adjustment [Line Items]  
Enterprise Value 1,650,000
Predecessor | Maximum  
Fresh-Start Adjustment [Line Items]  
Enterprise Value 2,500,000
Predecessor | Average  
Fresh-Start Adjustment [Line Items]  
Enterprise Value $ 2,075,000
v3.19.1
Fresh Start Accounting - Enterprise value to reorganization value (Details) - USD ($)
$ in Thousands
Dec. 31, 2018
Nov. 19, 2018
Dec. 31, 2017
Fresh-Start Adjustment [Line Items]      
Enterprise Value   $ 2,075,000  
Plus: Cash and cash equivalents (excludes funds held in professional fee escrow of $50.2 million)   401,910  
Plus: Estimated fair value of the assets associated with the Zonda Arbitration   204,700  
Plus: Current liabilities $ 57,261 83,663  
Plus: Non-current liabilities excluding long-term debt   29,266  
Reorganization value of Successor’s assets to be allocated   2,794,539  
Professional fee escrow   50,200  
Predecessor      
Fresh-Start Adjustment [Line Items]      
Plus: Current liabilities   $ 182,994 $ 78,187
v3.19.1
Fresh Start Accounting - Drillships and related equipment and Intangible asset (Details) - Predecessor - Discount Rate
Nov. 19, 2018
Fresh-Start Adjustment [Line Items]  
Intangible assets measurement input 2.9
Drillships and related equipment  
Fresh-Start Adjustment [Line Items]  
Drillship measurement input 14
v3.19.1
Fresh Start Accounting - Balance Sheet (Details) - USD ($)
$ in Thousands
Dec. 31, 2018
Nov. 20, 2018
Nov. 19, 2018
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2015
Assets:            
Cash and cash equivalents $ 367,577   $ 388,500      
Restricted cash 21,498   58,675      
Accounts receivable, net 40,549   28,879      
Other receivable 28,000   28,000      
Materials and supplies 40,429   40,307      
Deferred costs, current 482          
Prepaid expenses and other current assets 8,667   10,815      
Total current assets 507,202   555,176      
Property and equipment, net 1,915,172   1,920,474      
Receivable from unconsolidated subsidiaries 204,790   204,790      
Intangible asset 85,053   100,000      
Investment in unconsolidated subsidiaries 11,876   5,032      
Other assets 24,120   9,067      
Total assets 2,748,213   2,794,539      
Liabilities and shareholders’ equity:            
Accounts payable 14,941   12,147      
Accrued expenses 25,744   62,094      
Accrued interest 16,576   9,422      
Total current liabilities 57,261   83,663      
Long-term debt 1,039,335   1,035,641      
Payable to Unconsolidated Subsidiaries 4,400   1,725      
Other long-term liabilities 28,259   27,541      
Total liabilities not subject to compromise 1,129,255   1,148,570      
Commitments and contingencies          
Shareholders’ equity:            
Common Stock, Value, Issued 750   750      
Additional Paid in Capital, Common Stock 1,645,692   1,645,219      
Retained Earnings (Accumulated Deficit) (27,484)          
Stockholders' Equity Attributable to Parent 1,618,958 $ 1,645,969        
Total stockholders' equity     1,645,969      
Total liabilities and shareholders’ equity $ 2,748,213   2,794,539      
Predecessor            
Assets:            
Cash and cash equivalents     154,238 $ 308,948    
Restricted cash     1,034,470 8,500    
Accounts receivable, net     28,881 40,909    
Other receivable     28,000      
Materials and supplies     83,800 87,332    
Deferred costs, current     11,371 14,892    
Prepaid expenses and other current assets     13,281 14,774    
Total current assets     1,354,041 475,355    
Property and equipment, net     4,422,709 4,652,001    
Long-term receivable     202,575 202,575    
Other assets     27,279 33,030    
Total assets     6,006,604 5,362,961    
Liabilities and shareholders’ equity:            
Accounts payable     14,161 11,959    
Accrued expenses     56,817 36,174    
Debtor-in-possession financing     50,000      
Accrued interest     45,770 6,088    
Deferred revenue, current     16,246 23,966    
Total current liabilities     182,994 78,187    
Long-term debt     969,158      
Other long-term liabilities     30,253 32,323    
Total liabilities not subject to compromise     1,182,405 123,483    
Liabilities subject to compromise     3,084,874 3,087,677    
Commitments and contingencies          
Shareholders’ equity:            
Common Stock, Value, Issued     214 213    
Additional Paid in Capital, Common Stock     2,368,232 2,366,464    
Accumulated Other Comprehensive Income (Loss), Net of Tax     (13,850) (14,493)    
Retained Earnings (Accumulated Deficit)     (615,271) (200,383)    
Stockholders' Equity Attributable to Parent     106 2,151,801 $ 2,666,200 $ 2,692,055
Total stockholders' equity     1,739,325      
Total liabilities and shareholders’ equity     6,006,604 $ 5,362,961    
Reorganization Adjustments            
Assets:            
Cash and cash equivalents     239,172      
Restricted cash     (975,795)      
Prepaid expenses and other current assets     (958)      
Total current assets     (737,581)      
Other assets     (1,356)      
Total assets     (738,937)      
Liabilities and shareholders’ equity:            
Accounts payable     1,247      
Accrued expenses     11,264      
Debtor-in-possession financing     (50,000)      
Accrued interest     (36,348)      
Total current liabilities     (73,837)      
Other long-term liabilities     1,782      
Total liabilities not subject to compromise     (72,055)      
Liabilities subject to compromise     (3,084,386)      
Shareholders’ equity:            
Common Stock, Value, Issued     536      
Additional Paid in Capital, Common Stock     1,646,097      
Retained Earnings (Accumulated Deficit)     770,871      
Total stockholders' equity     2,417,504      
Total liabilities and shareholders’ equity     (738,937)      
Deconsolidation Of Zonda Debtors            
Assets:            
Cash and cash equivalents     (4,910)      
Accounts receivable, net     (2)      
Prepaid expenses and other current assets     (815)      
Total current assets     (5,727)      
Property and equipment, net     (68,102)      
Long-term receivable     (202,575)      
Receivable from unconsolidated subsidiaries     262,925      
Investment in unconsolidated subsidiaries     5,774      
Other assets     (1,845)      
Total assets     (9,550)      
Liabilities and shareholders’ equity:            
Accounts payable     (3,261)      
Accrued expenses     (5,987)      
Total current liabilities     (9,248)      
Payable to Unconsolidated Subsidiaries     1,725      
Other long-term liabilities     (1,539)      
Total liabilities not subject to compromise     (9,062)      
Liabilities subject to compromise     (488)      
Shareholders’ equity:            
Total liabilities and shareholders’ equity     (9,550)      
Fresh Start Accounting Adjustments            
Assets:            
Materials and supplies     (43,493)      
Deferred costs, current     (11,371)      
Prepaid expenses and other current assets     (693)      
Total current assets     (55,557)      
Property and equipment, net     (2,434,133)      
Receivable from unconsolidated subsidiaries     (58,135)      
Intangible asset     100,000      
Investment in unconsolidated subsidiaries     (742)      
Other assets     (15,011)      
Total assets     (2,463,578)      
Liabilities and shareholders’ equity:            
Deferred revenue, current     (16,246)      
Total current liabilities     (16,246)      
Long-term debt     66,483      
Other long-term liabilities     (2,955)      
Total liabilities not subject to compromise     47,282      
Shareholders’ equity:            
Additional Paid in Capital, Common Stock     (2,369,110)      
Accumulated Other Comprehensive Income (Loss), Net of Tax     13,850      
Retained Earnings (Accumulated Deficit)     (155,600)      
Total stockholders' equity     (2,510,860)      
Total liabilities and shareholders’ equity     $ (2,463,578)      
v3.19.1
Fresh Start Accounting - Changes in cash and cash equivalents (Details) - Reorganization Adjustments
$ in Thousands
Nov. 19, 2018
USD ($)
Changes in cash and cash equivalents  
Net change in cash and cash equivalents $ 239,172
Transfer Of Restricted Cash | First Lien Notes  
Changes in cash and cash equivalents  
Net change in cash and cash equivalents 767,578
Transfer Of Restricted Cash | Second Lien PIK Notes  
Changes in cash and cash equivalents  
Net change in cash and cash equivalents 258,160
Proceeds From Equity Offerings  
Changes in cash and cash equivalents  
Net change in cash and cash equivalents 500,000
Payment Of Debt | 2013 Revolving Credit Facility  
Changes in cash and cash equivalents  
Net change in cash and cash equivalents (475,000)
Payment Of Debt | SSCF  
Changes in cash and cash equivalents  
Net change in cash and cash equivalents (661,478)
Payment Of Debt | Debtor-In-Possession Financing  
Changes in cash and cash equivalents  
Net change in cash and cash equivalents (50,354)
Accrued interest (354)
Payment Of Accrued Interest  
Changes in cash and cash equivalents  
Net change in cash and cash equivalents (35,994)
Funding Of Professional Fee Escrow  
Changes in cash and cash equivalents  
Net change in cash and cash equivalents (50,175)
Payment Of Professional Fees  
Changes in cash and cash equivalents  
Net change in cash and cash equivalents (13,557)
Payment Of Bank Fees  
Changes in cash and cash equivalents  
Net change in cash and cash equivalents $ (8)
v3.19.1
Fresh Start Accounting - Changes in restricted cash (Details) - Reorganization Adjustments
$ in Thousands
Nov. 19, 2018
USD ($)
Restricted Cash [Abstract]  
Net change in restricted cash $ (975,795)
Transfer Of Restricted Cash | First Lien Notes  
Restricted Cash [Abstract]  
Net change in restricted cash (767,578)
Transfer Of Restricted Cash | Second Lien PIK Notes  
Restricted Cash [Abstract]  
Net change in restricted cash (258,160)
Funding Of Professional Fee Escrow  
Restricted Cash [Abstract]  
Net change in restricted cash 50,175
Payment Of Bank Fees  
Restricted Cash [Abstract]  
Net change in restricted cash $ (232)
v3.19.1
Fresh Start Accounting - Changes in accrued expenses (Details) - Reorganization Adjustments
$ in Thousands
Nov. 19, 2018
USD ($)
Fresh-Start Adjustment [Line Items]  
Net change in accrued expenses $ 11,264
Accrual Of Professional Fees  
Fresh-Start Adjustment [Line Items]  
Net change in accrued expenses 9,450
Accrual Of Equity Issuance Costs  
Fresh-Start Adjustment [Line Items]  
Net change in accrued expenses 6,580
Accrual Of Other Fees  
Fresh-Start Adjustment [Line Items]  
Net change in accrued expenses 1,593
Payment Of Professional Fees  
Fresh-Start Adjustment [Line Items]  
Net change in accrued expenses (6,342)
Reduction In Net Income Taxes Implementation Of The Plan  
Fresh-Start Adjustment [Line Items]  
Net change in accrued expenses $ (17)
v3.19.1
Fresh Start Accounting - Changes in accrued interest (Details) - Reorganization Adjustments
$ in Thousands
Nov. 19, 2018
USD ($)
Fresh-Start Adjustment [Line Items]  
Net change in accrued interest $ (36,348)
Payment Of Accrued Interest | 2013 Revolving Credit Facility And SSCF  
Fresh-Start Adjustment [Line Items]  
Net change in accrued interest (35,994)
Payment Of Accrued Interest | Debtor-In-Possession Financing  
Fresh-Start Adjustment [Line Items]  
Net change in accrued interest $ (354)
v3.19.1
Fresh Start Accounting - Liabilities subject to compromise settled (Details) - Reorganization Adjustments
$ in Thousands
Nov. 19, 2018
USD ($)
Liabilities Subject to Compromise [Abstract]  
Gain on settlement of liabilities subject to compromise $ 794,218
Liabilities Subject To Compromise  
Liabilities Subject to Compromise [Abstract]  
Increase (decrease ) in liabilities subject to compromise 3,084,874
Unconsolidated Subsidiaries  
Liabilities Subject to Compromise [Abstract]  
Increase (decrease ) in liabilities subject to compromise (488)
Payment Of Debt | 2013 Revolving Credit Facility  
Liabilities Subject to Compromise [Abstract]  
Increase (decrease ) in liabilities subject to compromise (475,000)
Payment Of Debt | SSCF  
Liabilities Subject to Compromise [Abstract]  
Increase (decrease ) in liabilities subject to compromise (661,478)
Reinstatement Of Claims Expected To Be Paid  
Liabilities Subject to Compromise [Abstract]  
Increase (decrease ) in liabilities subject to compromise (1,247)
Issuance Of Successor Common Shares to Holders Of Debt  
Liabilities Subject to Compromise [Abstract]  
Increase (decrease ) in liabilities subject to compromise $ (1,152,443)
v3.19.1
Fresh Start Accounting - Increase in common shares (Details) - Reorganization Adjustments
$ in Thousands
Nov. 19, 2018
USD ($)
Fresh-Start Adjustment [Line Items]  
Net change in common shares $ 536
Issuance Of Successor Common Shares to Holders Of Debt  
Fresh-Start Adjustment [Line Items]  
Net change in common shares 244
Proceeds From Equity Offerings  
Fresh-Start Adjustment [Line Items]  
Net change in common shares 506
Reduction Of Share Capital For Reverse Stock Split  
Fresh-Start Adjustment [Line Items]  
Net change in common shares $ (214)
v3.19.1
Fresh Start Accounting - Increase in Additional paid-in capital (Details) - Reorganization Adjustments
$ in Thousands
Nov. 19, 2018
USD ($)
Adjustments to Additional Paid in Capital [Abstract]  
Net change in additional paid-in-capital $ 1,646,097
Issuance Of Successor Common Shares to Holders Of Debt  
Adjustments to Additional Paid in Capital [Abstract]  
Net change in additional paid-in-capital 1,152,199
Proceeds From Equity Offerings  
Adjustments to Additional Paid in Capital [Abstract]  
Net change in additional paid-in-capital 499,494
Reduction Of Share Capital For Reverse Stock Split  
Adjustments to Additional Paid in Capital [Abstract]  
Net change in additional paid-in-capital 214
Cancellation Of Predecessor Share Based Compensation Awards  
Adjustments to Additional Paid in Capital [Abstract]  
Net change in additional paid-in-capital 770
Accrual Of Equity Issuance Costs  
Adjustments to Additional Paid in Capital [Abstract]  
Net change in additional paid-in-capital $ (6,580)
v3.19.1
Fresh Start Accounting - Decrease in Accumulated Deficit (Details) - Reorganization Adjustments
$ in Thousands
Nov. 19, 2018
USD ($)
Fresh-Start Adjustment [Line Items]  
Net change in accumulated deficit $ 770,871
Gain On Settlement Of Liabilities Subject To Compromise  
Fresh-Start Adjustment [Line Items]  
Net change in accumulated deficit 794,218
Accrual Of Professional Fees  
Fresh-Start Adjustment [Line Items]  
Net change in accumulated deficit (9,450)
Accrual Of Other Fees  
Fresh-Start Adjustment [Line Items]  
Net change in accumulated deficit (1,593)
Elimination Of Prepaid Directors And Officers Insurance Policies Related To Predecessor  
Fresh-Start Adjustment [Line Items]  
Net change in accumulated deficit (958)
Cancellation Of Predecessor Share Based Compensation Awards  
Fresh-Start Adjustment [Line Items]  
Net change in accumulated deficit (770)
Professional And Success Fees Paid On Plan Effective Date  
Fresh-Start Adjustment [Line Items]  
Net change in accumulated deficit (7,215)
Payment Of Bank Fees  
Fresh-Start Adjustment [Line Items]  
Net change in accumulated deficit (240)
Elimination Of Deferred Tax Assets Implementation Of The Plan  
Fresh-Start Adjustment [Line Items]  
Net change in accumulated deficit (1,356)
Recognition Of Deferred Tax Liability Implementation Of The Plan  
Fresh-Start Adjustment [Line Items]  
Net change in accumulated deficit (1,782)
Reduction In Net Income Taxes Implementation Of The Plan  
Fresh-Start Adjustment [Line Items]  
Net change in accumulated deficit $ 17
v3.19.1
Fresh Start Accounting - Fair Value of Property and Equipment (Details) - USD ($)
$ in Thousands
Dec. 31, 2018
Nov. 19, 2018
Dec. 31, 2017
Fresh-Start Adjustment [Line Items]      
Total Property and equipment $ 1,927,455 $ 1,920,474  
Accumulated depreciation (12,283)    
Property and equipment, net 1,915,172 1,920,474  
Drillships and related equipment      
Fresh-Start Adjustment [Line Items]      
Total Property and equipment 1,926,773 1,919,791  
Other property and equipment      
Fresh-Start Adjustment [Line Items]      
Total Property and equipment $ 682 683  
Predecessor      
Fresh-Start Adjustment [Line Items]      
Total Property and equipment   5,949,624 $ 5,932,358
Accumulated depreciation   (1,526,915) (1,280,357)
Property and equipment, net   4,422,709 4,652,001
Predecessor | Drillships and related equipment      
Fresh-Start Adjustment [Line Items]      
Total Property and equipment   5,928,887 5,911,792
Predecessor | Other property and equipment      
Fresh-Start Adjustment [Line Items]      
Total Property and equipment   $ 20,737 $ 20,566
v3.19.1
Fresh Start Accounting - Fresh Start Adjustments (Details) - Fresh Start Accounting Adjustments
$ in Millions
Nov. 19, 2018
USD ($)
Revaluation of Assets  
Fresh-Start Adjustment [Line Items]  
Deferred costs $ (15.1)
Deferred tax balances on capitalized cost 0.1
Revaluation of Liabilities  
Fresh-Start Adjustment [Line Items]  
Unamortized deferred financing costs 59.4
Estimated fair values of the debt 7.1
Deferred tax balances on capitalized cost $ (3.0)
v3.19.1
Significant Accounting Policies - Principal of Consolidation (Detail)
12 Months Ended
Dec. 31, 2018
subsidiary
Variable Interest Entity [Line Items]  
Number of Rig Holding Subsidiaries 2
PDNL  
Variable Interest Entity [Line Items]  
Percentage of ownership in joint venture 50.10%
Pacific Bora Ltd and Pacific Scirocco Ltd  
Variable Interest Entity [Line Items]  
Percentage of ownership in joint venture 49.00%
Derotech Offshore Services Limited | PIDWAL  
Variable Interest Entity [Line Items]  
Percentage of ownership in joint venture 51.00%
PIDWAL | PDNL  
Variable Interest Entity [Line Items]  
Percentage of ownership in joint venture 99.90%
PIDWAL | Pacific Bora Ltd and Pacific Scirocco Ltd  
Variable Interest Entity [Line Items]  
Percentage of ownership in joint venture 50.10%
PDL  
Variable Interest Entity [Line Items]  
Percentage of ownership in joint venture 49.90%
PDL | PDNL  
Variable Interest Entity [Line Items]  
Percentage of ownership in joint venture 0.10%
PDL | Pacific Bora Ltd and Pacific Scirocco Ltd  
Variable Interest Entity [Line Items]  
Percentage of ownership in joint venture 49.90%
v3.19.1
Significant Accounting Policies - Restricted cash (Detail) - USD ($)
$ in Thousands
Dec. 31, 2018
Nov. 19, 2018
Dec. 31, 2017
Restricted cash      
Restricted cash $ 21,498 $ 58,675  
Treasury Management Services      
Restricted cash      
Restricted cash 8,500    
Professional Fee Escrow      
Restricted cash      
Restricted cash $ 13,000    
Predecessor      
Restricted cash      
Restricted cash   $ 1,034,470 $ 8,500
Predecessor | Treasury Management Services      
Restricted cash      
Restricted cash     $ 8,500
v3.19.1
Significant Accounting Policies - Other Receivable and Materials supplies (Details) - USD ($)
$ in Thousands
Dec. 31, 2018
Nov. 19, 2018
Dec. 31, 2017
Other receivable $ 28,000 $ 28,000  
Allowances for excess or obsolete materials and supplies $ 0    
Predecessor      
Other receivable   $ 28,000  
Allowances for excess or obsolete materials and supplies     $ 11,100
v3.19.1
Significant Accounting Policies - Estimated Useful Lives of Property And Equipment (Detail)
1 Months Ended 11 Months Ended
Dec. 31, 2018
Nov. 19, 2018
Drillships and related equipment | Minimum    
Property, Plant and Equipment [Line Items]    
Property plant and equipment, useful life 8 years  
Drillships and related equipment | Maximum    
Property, Plant and Equipment [Line Items]    
Property plant and equipment, useful life 32 years  
Other property and equipment | Minimum    
Property, Plant and Equipment [Line Items]    
Property plant and equipment, useful life 1 year  
Other property and equipment | Maximum    
Property, Plant and Equipment [Line Items]    
Property plant and equipment, useful life 6 years  
Predecessor | Drillships and related equipment | Minimum    
Property, Plant and Equipment [Line Items]    
Property plant and equipment, useful life   15 years
Predecessor | Drillships and related equipment | Maximum    
Property, Plant and Equipment [Line Items]    
Property plant and equipment, useful life   35 years
Predecessor | Other property and equipment | Minimum    
Property, Plant and Equipment [Line Items]    
Property plant and equipment, useful life   2 years
Predecessor | Other property and equipment | Maximum    
Property, Plant and Equipment [Line Items]    
Property plant and equipment, useful life   7 years
v3.19.1
Significant Accounting Policies - Long-lived Asset Impairment and Foreign Exchange Gains Losses (Details) - USD ($)
$ in Thousands
1 Months Ended 11 Months Ended 12 Months Ended
Dec. 31, 2018
Nov. 19, 2018
Dec. 31, 2017
Dec. 31, 2016
Long-lived asset impairments $ 0      
Foreign exchange losses $ (100)      
Predecessor        
Long-lived asset impairments   $ 0 $ 0 $ 0
Foreign exchange losses   $ (100) $ (700) $ (500)
v3.19.1
Significant Accounting Policies - Recently Issued Accounting Standards (Details) - Forecast
$ in Millions
Jan. 01, 2019
USD ($)
New Accounting Pronouncements or Change in Accounting Principle [Line Items]  
Right-of use assets for operating leases $ 7.0
ASU 2016-02  
New Accounting Pronouncements or Change in Accounting Principle [Line Items]  
Lease liabilities for operating leases $ (7.0)
v3.19.1
Property and Equipment - Components of Property and Equipment (Detail) - USD ($)
$ in Thousands
1 Months Ended 11 Months Ended 12 Months Ended
Dec. 31, 2018
Nov. 19, 2018
Dec. 31, 2017
Dec. 31, 2016
Property, Plant and Equipment [Line Items]        
Property and equipment, cost $ 1,927,455 $ 1,920,474    
Accumulated depreciation (12,283)      
Property and equipment, net 1,915,172 1,920,474    
Depreciation 12,300      
Drillships and related equipment        
Property, Plant and Equipment [Line Items]        
Property and equipment, cost 1,926,773 1,919,791    
Other property and equipment        
Property, Plant and Equipment [Line Items]        
Property and equipment, cost $ 682 683    
Predecessor        
Property, Plant and Equipment [Line Items]        
Property and equipment, cost   5,949,624 $ 5,932,358  
Accumulated depreciation   (1,526,915) (1,280,357)  
Property and equipment, net   4,422,709 4,652,001  
Depreciation   247,700 278,200 $ 275,100
Predecessor | Drillships and related equipment        
Property, Plant and Equipment [Line Items]        
Property and equipment, cost   5,928,887 5,911,792  
Predecessor | Other property and equipment        
Property, Plant and Equipment [Line Items]        
Property and equipment, cost   $ 20,737 $ 20,566  
v3.19.1
Intangible Asset (Detail) - USD ($)
$ in Thousands
1 Months Ended
Dec. 31, 2018
Nov. 19, 2018
Intangible Asset    
Client-related intangible asset $ 100,000  
Accumulated amortization (14,947)  
Intangible asset, net 85,053 $ 100,000
Amortization expense $ 14,900  
Amortization period 9 months 18 days  
Estimated 2019 amortization expense $ 85,100  
v3.19.1
Receivable related to Zonda Arbitration (Details) - USD ($)
$ in Thousands
Oct. 29, 2015
Dec. 31, 2018
Nov. 19, 2018
Dec. 31, 2017
Jan. 25, 2013
Asset related to Zonda Arbitration          
Assets related to Zonda Arbitration     $ 204,700    
Capital Addition Purchase Commitments | Drillships and related equipment | SHI          
Asset related to Zonda Arbitration          
Property and equipment   $ 75,000   $ 75,000  
Predecessor          
Asset related to Zonda Arbitration          
Long-term receivable     $ 202,575 $ 202,575  
Predecessor | Capital Addition Purchase Commitments | Drillships and related equipment | SHI          
Asset related to Zonda Arbitration          
Aggregate purchase price of vessels under construction         $ 517,500
Carrying value at date of rescission $ 315,700        
Payments of advances on contract to purchase drillship $ 181,100        
v3.19.1
Debt - Summary of Debt (Detail) - USD ($)
$ in Thousands
Dec. 31, 2018
Nov. 19, 2018
Sep. 26, 2018
Dec. 31, 2017
Jun. 30, 2015
Debt Instrument [Line Items]          
Long-term debt gross $ 1,023,614        
Total debt 1,039,335        
Long-term debt 1,039,335 $ 1,035,641      
Predecessor          
Debt Instrument [Line Items]          
Total debt       $ 3,043,967  
Less: liabilities subject to compromise       (3,043,967)  
Long-term debt   $ 969,158      
2017 Senior Secured Notes | Predecessor          
Debt Instrument [Line Items]          
Long-term debt gross       439,364  
Less: liabilities subject to compromise       (439,364)  
2018 Senior Secured Term Loan B | Predecessor          
Debt Instrument [Line Items]          
Long-term debt gross       718,125  
Less: liabilities subject to compromise       (718,125)  
2013 Revolving Credit Facility | Predecessor          
Debt Instrument [Line Items]          
Long-term debt gross       475,000  
Less: liabilities subject to compromise       (475,000)  
SSCF | Predecessor          
Debt Instrument [Line Items]          
Long-term debt gross       661,478  
Total debt         $ 985,000
Less: liabilities subject to compromise       (661,478)  
2020 Senior Secured Notes | Predecessor          
Debt Instrument [Line Items]          
Long-term debt gross       750,000  
Less: liabilities subject to compromise       $ (750,000)  
First Lien Notes          
Debt Instrument [Line Items]          
Long-term debt gross 747,400        
Second Lien PIK Notes          
Debt Instrument [Line Items]          
Long-term debt gross $ 291,935        
Second Lien PIK Notes | Predecessor          
Debt Instrument [Line Items]          
Long-term debt gross     $ 250,000    
v3.19.1
Debt - Lien Notes (Details) - USD ($)
$ in Thousands
12 Months Ended
Nov. 19, 2018
Sep. 26, 2018
Dec. 31, 2018
Debt Instrument [Line Items]      
Long-term Debt, Gross     $ 1,023,614
Predecessor      
Debt Instrument [Line Items]      
Commitment fee $ 23,600    
Redemption Period One | Redemption Scenario With Premium      
Debt Instrument [Line Items]      
Redemption price (as a percent)     100.00%
Redemption Period One | Redemption Scenario Paid With Certain Equity Offerings      
Debt Instrument [Line Items]      
Redemption price (as a percent)     112.00%
Percentage of principal amount that may be redeemed     35.00%
Redemption Period Three      
Debt Instrument [Line Items]      
Redemption price (as a percent)     102.094%
First Lien Notes      
Debt Instrument [Line Items]      
Aggregate principal amount     $ 750,000
Debt instrument, interest rate 8.375%    
Long-term Debt, Gross     $ 747,400
First Lien Notes | Minimum      
Debt Instrument [Line Items]      
Original principal amount (as a percent)     25.00%
First Lien Notes | Maximum      
Debt Instrument [Line Items]      
Payment priority amount of certain super priority first lien debt     $ 50,000
First Lien Notes | Predecessor      
Debt Instrument [Line Items]      
Aggregate principal amount $ 750,000 $ 750,000  
Debt instrument, interest rate   8.375%  
First Lien Notes | Redemption Scenario Change Of Control      
Debt Instrument [Line Items]      
Redemption price (as a percent)   101.00%  
First Lien Notes | Redemption Scenario Certain Other Circumstances      
Debt Instrument [Line Items]      
Redemption price (as a percent)   100.00%  
First Lien Notes | Redemption Scenario Pacific Zonda Arbitration Settlement Award Proceeds      
Debt Instrument [Line Items]      
Long-term Debt, Gross   $ 75,000  
Redemption price (as a percent)   100.00%  
Cash proceeds (as a percent)   50.00%  
First Lien Notes | Redemption Period One | Redemption Scenario With Premium      
Debt Instrument [Line Items]      
Redemption price (as a percent)     100.00%
First Lien Notes | Redemption Period One | Redemption Scenario Paid With Certain Equity Offerings      
Debt Instrument [Line Items]      
Redemption price (as a percent)     108.375%
Percentage of principal amount that may be redeemed     35.00%
First Lien Notes | Redemption Period One | Redemption Scenario Once Per Year Amount Plus Accrued And Unpaid Interest      
Debt Instrument [Line Items]      
Redemption price (as a percent)     103.00%
First Lien Notes | Redemption Period One | Redemption Scenario Once Per Year Amount Plus Accrued And Unpaid Interest | Maximum      
Debt Instrument [Line Items]      
Percentage of principal amount that may be redeemed     10.00%
First Lien Notes | Redemption Period Two      
Debt Instrument [Line Items]      
Redemption price (as a percent)     104.188%
First Lien Notes | Redemption Period Four      
Debt Instrument [Line Items]      
Redemption price (as a percent)     100.00%
Second Lien PIK Notes      
Debt Instrument [Line Items]      
Aggregate principal amount     $ 273,600
Long-term Debt, Gross     $ 291,935
Cash interest (as a percent)     50.00%
PIK Interest (as a percent)     50.00%
Second Lien PIK Notes | Minimum      
Debt Instrument [Line Items]      
Original principal amount (as a percent)     25.00%
Second Lien PIK Notes | Predecessor      
Debt Instrument [Line Items]      
Aggregate principal amount $ 273,600 $ 273,600  
Long-term Debt, Gross   250,000  
Commitment fee   $ 23,600  
Second Lien PIK Notes | Redemption Scenario Change Of Control      
Debt Instrument [Line Items]      
Redemption price (as a percent)     101.00%
Second Lien PIK Notes | Redemption Scenario Certain Other Circumstances      
Debt Instrument [Line Items]      
Redemption price (as a percent)     100.00%
Second Lien PIK Notes | Redemption Scenario Pacific Zonda Arbitration Settlement Award Proceeds      
Debt Instrument [Line Items]      
Long-term Debt, Gross     $ 75,000
Redemption price (as a percent)     100.00%
Cash proceeds (as a percent)     50.00%
Second Lien PIK Notes | Cash Interest      
Debt Instrument [Line Items]      
Debt instrument, interest rate 11.00% 11.00% 11.00%
Second Lien PIK Notes | Interest Payment in Kind      
Debt Instrument [Line Items]      
Debt instrument, interest rate 12.00% 12.00% 12.00%
Second Lien PIK Notes | Redemption Period Two      
Debt Instrument [Line Items]      
Redemption price (as a percent)     112.00%
Second Lien PIK Notes | Redemption Period Two | Redemption Scenario Change Of Control      
Debt Instrument [Line Items]      
Redemption price (as a percent)     106.00%
Second Lien PIK Notes | Redemption Period Three      
Debt Instrument [Line Items]      
Redemption price (as a percent)     109.00%
Second Lien PIK Notes | Redemption Period Three | Redemption Scenario Change Of Control      
Debt Instrument [Line Items]      
Redemption price (as a percent)     109.00%
Second Lien PIK Notes | Redemption Period Four      
Debt Instrument [Line Items]      
Redemption price (as a percent)     106.00%
Second Lien PIK Notes | Redemption Period Four | Redemption Scenario Change Of Control      
Debt Instrument [Line Items]      
Redemption price (as a percent)     106.00%
Second Lien PIK Notes | Redemption Period Five      
Debt Instrument [Line Items]      
Redemption price (as a percent)     103.00%
Second Lien PIK Notes | Redemption Period Five | Redemption Scenario Change Of Control      
Debt Instrument [Line Items]      
Redemption price (as a percent)     103.00%
Second Lien PIK Notes | Redemption Period Six      
Debt Instrument [Line Items]      
Redemption price (as a percent)     100.00%
Second Lien PIK Notes | Redemption Period Six | Redemption Scenario Change Of Control      
Debt Instrument [Line Items]      
Redemption price (as a percent)     100.00%
v3.19.1
Debt - Additional Information (Detail)
$ in Thousands
1 Months Ended 2 Months Ended 11 Months Ended 12 Months Ended
Jun. 03, 2013
USD ($)
Nov. 30, 2015
Dec. 31, 2015
Nov. 19, 2018
USD ($)
Dec. 31, 2018
USD ($)
Dec. 31, 2017
USD ($)
Dec. 31, 2016
USD ($)
Jun. 30, 2015
USD ($)
Feb. 19, 2013
USD ($)
tranche
Nov. 30, 2012
USD ($)
Debt Instrument [Line Items]                    
Long-term debt       $ 1,035,641 $ 1,039,335          
Long-term debt         1,039,335          
Predecessor                    
Debt Instrument [Line Items]                    
Long-term debt       969,158            
Payments on long-term debt       $ 1,136,478   $ 146,473 $ 110,832      
Gain on debt extinguishment             36,233      
Long-term debt           $ 3,043,967        
2017 Senior Secured Notes | Predecessor                    
Debt Instrument [Line Items]                    
Debt instrument, interest rate                   7.25%
Debt repurchase face amount             $ 60,600      
Long-term debt face amount                   $ 500,000
SSCF                    
Debt Instrument [Line Items]                    
Quarterly amortization payments         $ 39,900          
SSCF | Predecessor                    
Debt Instrument [Line Items]                    
Long-term debt               $ 985,000    
Number of tranches of term loan | tranche                 2  
Number of sub-tranches | tranche                 2  
Senior Secured Credit Facility Commercial Tranche | Predecessor                    
Debt Instrument [Line Items]                    
Long-term debt                 $ 492,500  
Senior Secured Credit Facility Commercial Tranche | Predecessor | LIBOR                    
Debt Instrument [Line Items]                    
Applicable margin rate   3.75%                
Senior Secured Credit Facility GIEK Tranche | Predecessor                    
Debt Instrument [Line Items]                    
Long-term debt               $ 492,500    
Senior Secured Credit Facility GIEK Tranche, EKN Sub-Tranche | Predecessor                    
Debt Instrument [Line Items]                    
Debt instrument, interest rate   2.37%                
Long-term debt                 246,300  
Guarantee fee rate     2.00%              
Senior Secured Credit Facility GIEK Tranche, EKN Sub-Tranche | Predecessor | LIBOR                    
Debt Instrument [Line Items]                    
Applicable margin rate   1.50%                
Senior Secured Credit Facility GIEK Tranche, Bank Sub-Tranche                    
Debt Instrument [Line Items]                    
Guarantee fee rate         2.00%          
Senior Secured Credit Facility GIEK Tranche, Bank Sub-Tranche | Predecessor                    
Debt Instrument [Line Items]                    
Long-term debt                 $ 246,300  
Senior Secured Credit Facility GIEK Tranche, Bank Sub-Tranche | Predecessor | LIBOR                    
Debt Instrument [Line Items]                    
Applicable margin rate   1.50%                
2020 Senior Secured Notes | Predecessor                    
Debt Instrument [Line Items]                    
Debt instrument, interest rate 5.375%                  
Long-term debt face amount $ 750,000                  
2018 Senior Secured Term Loan B                    
Debt Instrument [Line Items]                    
Debt payment frequency         Quarterly          
Quarterly amortization payments         $ 1,900          
2018 Senior Secured Term Loan B | Predecessor                    
Debt Instrument [Line Items]                    
Long-term debt face amount $ 750,000                  
2018 Senior Secured Term Loan B | Predecessor | LIBOR                    
Debt Instrument [Line Items]                    
Applicable margin rate 3.50%                  
LIBOR floor 1.00%                  
2018 Senior Secured Term Loan B | Predecessor | Federal Funds Rate                    
Debt Instrument [Line Items]                    
Applicable margin rate 0.50%                  
2018 Senior Secured Term Loan B | Predecessor | One Month LIBOR                    
Debt Instrument [Line Items]                    
Applicable margin rate 2.50%                  
Variable rate percentage added to margin 1.00%                  
2013 Revolving Credit Facility                    
Debt Instrument [Line Items]                    
Debt payment frequency         quarterly          
Maximum borrowing capacity         $ 475,000          
2013 Revolving Credit Facility | LIBOR                    
Debt Instrument [Line Items]                    
Variable rate percentage added to margin         1.00%          
2013 Revolving Credit Facility | Federal Funds Rate                    
Debt Instrument [Line Items]                    
Applicable margin rate         0.50%          
2013 Revolving Credit Facility | Predecessor                    
Debt Instrument [Line Items]                    
Maximum borrowing capacity $ 500,000                  
2013 Revolving Credit Facility | Minimum                    
Debt Instrument [Line Items]                    
Undrawn commitments fee, percentage         1.30%          
2013 Revolving Credit Facility | Minimum | One Month LIBOR                    
Debt Instrument [Line Items]                    
Applicable margin rate         2.25%          
2013 Revolving Credit Facility | Minimum | Predecessor | LIBOR                    
Debt Instrument [Line Items]                    
Applicable margin rate     3.25%              
2013 Revolving Credit Facility | Maximum                    
Debt Instrument [Line Items]                    
Undrawn commitments fee, percentage         1.50%          
2013 Revolving Credit Facility | Maximum | One Month LIBOR                    
Debt Instrument [Line Items]                    
Applicable margin rate         2.75%          
2013 Revolving Credit Facility | Maximum | Predecessor | LIBOR                    
Debt Instrument [Line Items]                    
Applicable margin rate     3.75%              
Letter Of Credit | LIBOR                    
Debt Instrument [Line Items]                    
Applicable margin difference         1.00%          
Letter Of Credit | Predecessor                    
Debt Instrument [Line Items]                    
Maximum borrowing capacity $ 300,000                  
Two Thousand Thirteen Revolving Credit Facility Loans                    
Debt Instrument [Line Items]                    
Maximum borrowing capacity         $ 475,000          
v3.19.1
Debt - Maturities of Long Term Debt (Detail)
$ in Thousands
Dec. 31, 2018
USD ($)
Debt  
Unamortized discount $ 7,100
2023 750,000
Thereafter 273,614
Total $ 1,023,614
v3.19.1
Income Taxes - Additional Information (Detail) - USD ($)
$ in Thousands
1 Months Ended 11 Months Ended 12 Months Ended
Dec. 31, 2018
Nov. 19, 2018
Dec. 31, 2018
Dec. 31, 2017
Dec. 31, 2016
Nov. 19, 2019
Income Taxes [Line Items]            
Corporate income tax and municipal business tax rate 26.00%   26.00%      
Cancellation of debt income     $ 863,100      
Net operating loss carryforwards $ 549,107   549,107      
Valuation allowance 701,727   701,727      
Indefinitely reinvested earnings 20,000   20,000      
Estimated taxes if indefinitely reinvested earnings were distributed 1,000   1,000      
Unrecognized tax benefits 42,457   42,457      
Luxembourg            
Income Taxes [Line Items]            
Gross deferred tax assets expires in 2034 $ 504,200   $ 504,200      
Predecessor            
Income Taxes [Line Items]            
Corporate income tax and municipal business tax rate   26.00%   27.10% 29.20%  
Net operating loss carryforwards       $ 52,568    
Valuation allowance       86,495    
Unrecognized tax benefits   $ 41,831   $ 38,860 $ 34,027 $ 41,831
v3.19.1
Income Taxes - Loss Before Income Taxes (Detail) - USD ($)
$ in Thousands
1 Months Ended 11 Months Ended 12 Months Ended
Dec. 31, 2018
Nov. 19, 2018
Dec. 31, 2017
Dec. 31, 2016
Schedule of Income Before Income Tax [Line Items]        
Loss before income taxes $ (34,253)      
Luxembourg        
Schedule of Income Before Income Tax [Line Items]        
Income (loss) before income taxes domestic (9,738)      
United States        
Schedule of Income Before Income Tax [Line Items]        
Income (loss) before income taxes foreign 3,558      
Other Jurisdictions        
Schedule of Income Before Income Tax [Line Items]        
Income (loss) before income taxes foreign $ (28,073)      
Predecessor        
Schedule of Income Before Income Tax [Line Items]        
Loss before income taxes   $ (2,157,185) $ (512,303) $ (15,050)
Predecessor | Luxembourg        
Schedule of Income Before Income Tax [Line Items]        
Income (loss) before income taxes domestic   (500,317) 349 190,849
Predecessor | United States        
Schedule of Income Before Income Tax [Line Items]        
Income (loss) before income taxes foreign   (10,467) 1,301 3,855
Predecessor | Other Jurisdictions        
Schedule of Income Before Income Tax [Line Items]        
Income (loss) before income taxes foreign   $ (1,646,401) $ (513,953) $ (209,754)
v3.19.1
Income Taxes - Components of Income Tax (Provision) Benefit (Detail) - USD ($)
$ in Thousands
1 Months Ended 11 Months Ended 12 Months Ended
Dec. 31, 2018
Nov. 19, 2018
Dec. 31, 2017
Dec. 31, 2016
Current income tax expense:        
Current income tax expense $ 262      
Deferred tax benefit (expense):        
Deferred tax benefit 6,507      
Income tax expense 6,769      
Luxembourg        
Current income tax expense:        
Current income tax expense 292      
Deferred tax benefit (expense):        
Deferred tax benefit 6,454      
United States        
Current income tax expense:        
Current income tax expense (90)      
Deferred tax benefit (expense):        
Deferred tax benefit (15)      
Other Jurisdictions        
Current income tax expense:        
Current income tax expense 60      
Deferred tax benefit (expense):        
Deferred tax benefit $ 68      
Predecessor        
Current income tax expense:        
Current income tax expense   $ (1,795) $ (5,454) $ (6,613)
Deferred tax benefit (expense):        
Deferred tax benefit   4,103 (7,409) (15,494)
Income tax expense   2,308 (12,863) (22,107)
Predecessor | Luxembourg        
Current income tax expense:        
Current income tax expense   (866) (2,287) 53
Deferred tax benefit (expense):        
Deferred tax benefit   6,924 321 (2,893)
Predecessor | United States        
Current income tax expense:        
Current income tax expense   (641) (3,202) (1,874)
Deferred tax benefit (expense):        
Deferred tax benefit   (1,902) (6,145) (448)
Predecessor | Other Jurisdictions        
Current income tax expense:        
Current income tax expense   (288) 35 (4,792)
Deferred tax benefit (expense):        
Deferred tax benefit   $ (919) $ (1,585) $ (12,153)
v3.19.1
Income Taxes - Reconciliation Between Luxembourg Statutory Rate and Liberian Statutory Rate and Our Effective Tax Rate (Detail)
1 Months Ended 11 Months Ended 12 Months Ended
Dec. 31, 2018
Nov. 19, 2018
Dec. 31, 2018
Dec. 31, 2017
Dec. 31, 2016
Statutory rate 26.00%   26.00%    
Effect of tax rates different from the Luxembourg statutory tax rate (25.30%)        
Change in valuation allowance 18.70%        
Changes in unrecognized tax benefits (1.00%)        
Adjustments related to prior years 1.30%        
Effective tax rate 19.70%        
Predecessor          
Statutory rate   26.00%   27.10% 29.20%
Effect of tax rates different from the Luxembourg statutory tax rate   (18.70%)   (19.20%) (13.20%)
Change in valuation allowance   (4.30%)   (8.00%) (85.10%)
Changes in unrecognized tax benefits   (0.20%)   (0.80%) (75.90%)
Equity based compensation shortfall   (0.10%)   (1.20%) (7.00%)
Change in enacted statutory tax rates       (0.50%)  
Adjustments related to prior years       0.10% 5.10%
Fresh start accounting   (2.60%)      
Effective tax rate   0.10%   (2.50%) (146.90%)
v3.19.1
Income Taxes - Components of Deferred Tax Assets and Liabilities (Detail) - USD ($)
$ in Thousands
Dec. 31, 2018
Dec. 31, 2017
Deferred tax assets:    
Net operating loss carryforwards $ 549,107  
Depreciation and amortization 188,161  
Accrued payroll expenses 2,307  
Deferred revenue 42  
Other 307  
Deferred tax assets 739,924  
Less: valuation allowance (701,727)  
Total deferred tax assets 38,197  
Deferred tax liabilities:    
Depreciation and amortization (22,134)  
Other (5)  
Total deferred tax liabilities (22,139)  
Net deferred tax assets $ 16,058  
Predecessor    
Deferred tax assets:    
Net operating loss carryforwards   $ 52,568
Depreciation and amortization   35,873
Accrued payroll expenses   4,595
Deferred revenue   2,189
Other   1,119
Deferred tax assets   96,344
Less: valuation allowance   (86,495)
Total deferred tax assets   9,849
Deferred tax liabilities:    
Depreciation and amortization   (6,505)
Deferred expenses   (1,459)
Other   (88)
Total deferred tax liabilities   (8,052)
Net deferred tax assets   $ 1,797
v3.19.1
Income Taxes - Reconciliation of Beginning and Ending Amount of Unrecognized Tax Benefits (Detail) - USD ($)
$ in Thousands
1 Months Ended 11 Months Ended 12 Months Ended
Dec. 31, 2018
Nov. 19, 2018
Dec. 31, 2017
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns      
Increases in unrecognized tax benefits as a result of tax positions taken during current year $ 626    
Balance, end of period 42,457    
Penalties and interest accrued 0   $ 0
Predecessor      
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns      
Balance, beginning of period $ 41,831 $ 38,860 34,027
Increases in unrecognized tax benefits as a result of tax positions taken during current year   2,971 4,833
Balance, end of period   $ 41,831 $ 38,860
v3.19.1
Revenue from Contracts with Clients (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2018
Nov. 19, 2018
Dec. 31, 2017
Accounts receivable credit period 30 days    
Allowance for doubtful receivables $ 0    
Contract with Customer, Asset and Liability [Abstract]      
Trade receivables, net $ 40,144    
Predecessor      
Allowance for doubtful receivables     $ 2,600
Contract with Customer, Asset and Liability [Abstract]      
Trade receivables, net     40,398
Current contract liabilities (deferred revenue)   $ 16,246 23,966
Noncurrent contract liabilities (deferred revenue)     $ 12,973
v3.19.1
Revenue from Contracts with Clients - Contract assets and liabilities (Details) - Predecessor
$ in Thousands
11 Months Ended
Nov. 19, 2018
USD ($)
Contract Liabilities  
Balance at the beginning of period $ (36,939)
Decrease due to amortization of deferred revenue 20,212
Decrease due to completion of prepaid services 2,305
Increase due to cash received, excluding amounts recognized as revenue (1,824)
Decrease due to Fresh Start Accounting adjustments $ 16,246
v3.19.1
Revenue from Contracts with Clients - Contract Fulfillment Costs (Details) - USD ($)
$ in Thousands
1 Months Ended 11 Months Ended 12 Months Ended
Dec. 31, 2018
Nov. 19, 2018
Dec. 31, 2018
Deferred costs, current $ 400   $ 400
Amortization of deferred charges 100    
Impairment of deferred contract costs     0
Revenue expected to be recognized in future $ 0   $ 0
Predecessor      
Amortization of deferred charges   $ 7,500  
v3.19.1
Shareholders' Equity - Additional Information (Detail) - USD ($)
$ / shares in Units, shares in Thousands
12 Months Ended
Nov. 19, 2018
May 02, 2016
Dec. 31, 2018
Dec. 31, 2016
Dec. 31, 2017
Equity, Class of Treasury Stock [Line Items]          
Common stock, Value authorized     $ 825,000    
Common stock, shares authorized     82,500    
Common stock, par value (in dollars per share)     $ 0.01   $ 0.01
Shares authorized for future issuance     7,500    
Common stock, shares issued     82,500    
Common stock, shares outstanding 75,000   75,031    
Predecessor          
Equity, Class of Treasury Stock [Line Items]          
Reverse stock split ratio 0.0001        
Common stock, shares authorized         5,000,000
Common stock, shares issued         22,551
Common stock, shares outstanding         21,339
Predecessor | Share Repurchase Program 2014          
Equity, Class of Treasury Stock [Line Items]          
Cancellation of treasury shares (in shares)       700  
Cancellation of treasury shares   $ 30,000,000      
v3.19.1
Share-Based Compensation Expense and Related Tax Benefit (Detail) - USD ($)
$ in Thousands
1 Months Ended 11 Months Ended 12 Months Ended
Dec. 31, 2018
Nov. 19, 2018
Dec. 31, 2017
Dec. 31, 2016
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]        
Share-based compensation expense $ 599      
Tax expense (benefit) (126)      
Total 473      
General and administrative expenses        
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]        
Share-based compensation expense $ 599      
Predecessor        
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]        
Share-based compensation expense   $ 2,543 $ 6,819 $ 7,094
Tax expense (benefit)     (1,147) (2,011)
Total   2,543 5,672 5,083
Predecessor | Operating expenses        
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]        
Share-based compensation expense   177 416 658
Predecessor | General and administrative expenses        
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]        
Share-based compensation expense   $ 2,366 $ 6,403 $ 6,436
v3.19.1
Share-Based Compensation - Additional Information (Detail) - USD ($)
$ in Thousands
1 Months Ended 11 Months Ended 12 Months Ended
Feb. 25, 2019
Dec. 31, 2018
Dec. 31, 2018
Nov. 19, 2018
Dec. 31, 2017
Dec. 31, 2016
Nov. 28, 2018
Restricted Stock Units              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]              
Granted (in shares) 1,232,379            
Restricted Stock Units | Director and Chief Executive Officer              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]              
Granted (in shares)   565,000          
Time-vesting RSU | Chairman and chief executive officer              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]              
Percentage of RSU granted   50.00%          
Performance-based RSU | Chairman and chief executive officer              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]              
Percentage of RSU granted   50.00%          
2018 Stock Plan              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]              
Number of shares authorized             7,500,000
2018 Stock Plan | Stock Options              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]              
Granted (in shares)     0        
2018 Stock Plan | Restricted Stock Units              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]              
Granted (in shares)     565,000        
Predecessor              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]              
Modification of unvested awards from equity to liability         $ 553    
Predecessor | 2011 Stock Plan | Stock Options              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]              
Exercised (in shares)       0 0 0  
Predecessor | 2011 Stock Plan | Restricted Stock Units              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]              
Converted to liability awards (in shares)         300,000    
Modification of unvested awards from equity to liability         $ 600    
v3.19.1
Share-Based Compensation - Summary of Option Activity (Detail) - Predecessor - Stock Options - 2011 Stock Plan - $ / shares
11 Months Ended 12 Months Ended
Nov. 19, 2018
Dec. 31, 2017
Dec. 31, 2016
Number of Shares Under Option      
Outstanding - Beginning of period (in shares) 279,000    
Granted (in shares) 0 0 0
Exercised (in shares) 0 0 0
Cancelled or forfeited (in shares) (279,000)    
Outstanding - End of period (in shares)   279,000  
Weighted-Average Exercise Price      
Outstanding - Beginning of period (in dollars per share) $ 64.76    
Cancelled or forfeited (in dollars per share) $ 64.76    
Outstanding - End of period (in dollars per share)   $ 64.76  
v3.19.1
Share-Based Compensation - Summary of Restricted Stock Units Activity (Detail)
$ / shares in Units, $ in Millions
1 Months Ended 11 Months Ended 12 Months Ended
Feb. 25, 2019
shares
Dec. 31, 2018
USD ($)
item
$ / shares
shares
Dec. 31, 2018
USD ($)
$ / shares
shares
Nov. 19, 2018
USD ($)
$ / shares
shares
Dec. 31, 2018
USD ($)
$ / shares
shares
Dec. 31, 2017
USD ($)
$ / shares
shares
Dec. 31, 2016
USD ($)
Restricted Stock Units              
Number of Restricted Stock Units              
Granted (in shares) 1,232,379            
Director and Chief Executive Officer | Restricted Stock Units              
Number of Restricted Stock Units              
Granted (in shares)   565,000          
2018 Stock Plan | Restricted Stock Units              
Number of Restricted Stock Units              
Granted (in shares)     565,000        
Nonvested - End of period (in shares)   565,000 565,000   565,000    
Weighted-Average Grant-Date Fair Value              
Granted (in dollars per share) | $ / shares     $ 13.00        
Nonvested - End of period (in dollars per share) | $ / shares   $ 13.00 $ 13.00   $ 13.00    
Compensation cost not yet recognized | $   $ 3.8 $ 3.8   $ 3.8    
Recognition period         2 years 10 months 24 days    
2018 Stock Plan | Stock Bonus Awards              
Weighted-Average Grant-Date Fair Value              
Shares issued under share-based compensation plan gross of shares withheld for the payment of taxes   39,614          
Number of participants as stock bonus awards | item   269          
Share based compensation shares withheld for payment of taxes   8,061          
Shares issued under share-based compensation plan (in shares)   31,553          
Predecessor | 2011 Stock Plan | Restricted Stock Units              
Number of Restricted Stock Units              
Nonvested - Beginning of period (in shares)       70,000 70,000    
Converted to liability awards (in shares)           (300,000)  
Vested (in shares)       (37,000)      
Cancelled or forfeited (in shares)       (33,000)      
Nonvested - End of period (in shares)           70,000  
Weighted-Average Grant-Date Fair Value              
Nonvested - Beginning of period (in dollars per share) | $ / shares       $ 45.28 $ 45.28    
Vested (in dollars per share) | $ / shares       54.25      
Cancelled or forfeited (in dollars per share) | $ / shares       $ 33.63      
Nonvested - End of period (in dollars per share) | $ / shares           $ 45.28  
Grant date fair value of RSUs | $       $ 2.0   $ 5.2 $ 4.8
v3.19.1
Share-Based Compensation - Cash-Settled Restricted Share Units (Detail) - Cash-Settled Restricted Share Units - 2011 Stock Plan - shares
shares in Millions
1 Months Ended 11 Months Ended
Dec. 31, 2018
Nov. 19, 2018
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Granted (in shares) 0.0  
Predecessor | Other Employees    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Vested (in shares)   0.1
Forfeited (in sharess)   0.4
v3.19.1
Earnings per Share - Income and Share Data Used In Basic and Diluted Earnings Per Share Computations (Detail) - USD ($)
$ / shares in Units, shares in Thousands, $ in Thousands
1 Months Ended 11 Months Ended 12 Months Ended
Dec. 31, 2018
Nov. 19, 2018
Dec. 31, 2017
Dec. 31, 2016
Numerator:        
Net loss, basic and diluted $ (27,484)      
Denominator:        
Weighted-average number of common shares outstanding, basic 75,010      
Weighted-average number of common shares outstanding, diluted 75,010      
Loss per share:        
Basic (in dollars per share) $ (0.37)      
Diluted (in dollars per share) $ (0.37)      
Predecessor        
Numerator:        
Net loss, basic and diluted   $ (2,154,877) $ (525,166) $ (37,157)
Denominator:        
Weighted-average number of common shares outstanding, basic   21,359 21,315 21,167
Weighted-average number of common shares outstanding, diluted   21,359 21,315 21,167
Loss per share:        
Basic (in dollars per share)   $ (100.89) $ (24.64) $ (1.76)
Diluted (in dollars per share)   $ (100.89) $ (24.64) $ (1.76)
v3.19.1
Earnings per Share - Share Effects of Share-based Compensation Awards Excluded from Computations of Diluted EPS (Detail) - Share-Based Compensation Awards - shares
shares in Thousands
1 Months Ended 11 Months Ended 12 Months Ended
Dec. 31, 2018
Nov. 19, 2018
Dec. 31, 2017
Dec. 31, 2016
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]        
Share-based compensation awards (in shares) 161      
Predecessor        
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]        
Share-based compensation awards (in shares)   314 349 1,217
v3.19.1
Available-for-Sale Securities (Details) - USD ($)
$ in Thousands
12 Months Ended
Dec. 31, 2017
Dec. 31, 2018
Aug. 31, 2017
Debt and Equity Securities, FV-NI [Line Items]      
Fair value of investment   $ 0  
Cost of investment   $ 0  
Predecessor      
Debt and Equity Securities, FV-NI [Line Items]      
Other-than-temporary impairment $ 6,829    
Fair value of investment 0    
Cost of investment $ 0    
Predecessor | Hyperdynamics | Common Shares      
Debt and Equity Securities, FV-NI [Line Items]      
Investment in shares     4,677,450
Predecessor | Hyperdynamics | Warrants to purchase common stock      
Debt and Equity Securities, FV-NI [Line Items]      
Investment in shares     3,082,194
v3.19.1
Derivatives - Additional Information (Detail)
$ in Thousands
12 Months Ended
Dec. 31, 2016
USD ($)
Dec. 31, 2018
USD ($)
Dec. 31, 2017
USD ($)
Dec. 31, 2013
USD ($)
Derivative [Line Items]        
Interest rate swap notional amounts   $ 0    
Predecessor        
Derivative [Line Items]        
Interest rate swap notional amounts     $ 0  
Reclassification adjustment for loss on derivative instruments realized in property and equipment $ (1,789)      
Predecessor | Interest Rate Swap Maturing December 2017 | Cash Flow Hedging        
Derivative [Line Items]        
Interest rate swap notional amounts       $ 712,500
Fixed interest rate swap rates       1.56%
Predecessor | Interest Rate Swap Maturing December 2017 | Cash Flow Hedging | LIBOR        
Derivative [Line Items]        
Derivative variable rate basis spread       1.00%
Predecessor | Interest Rate Swap Maturing July 2018 | Cash Flow Hedging        
Derivative [Line Items]        
Interest rate swap notional amounts       $ 400,000
Fixed interest rate swap rates       1.66%
Predecessor | Foreign currency forward contracts | Minimum        
Derivative [Line Items]        
Forward exchange rate 1.25      
Predecessor | Foreign currency forward contracts | Maximum        
Derivative [Line Items]        
Forward exchange rate 1.27      
v3.19.1
Derivatives - Cash Flow Hedge Gains and Losses (Detail) - Cash Flow Hedging - USD ($)
$ in Thousands
1 Months Ended 11 Months Ended 12 Months Ended
Dec. 31, 2018
Nov. 19, 2018
Dec. 31, 2017
Dec. 31, 2016
Foreign currency forward contracts        
Derivative Instruments, Gain (Loss) [Line Items]        
Loss Reclassified from Accumulated OCI into Income $ 0      
Predecessor | Interest rate swaps        
Derivative Instruments, Gain (Loss) [Line Items]        
Gain (Loss) Recognized in Other Comprehensive Income (OCI)   $ 643 $ 4,700 $ 2,713
Loss Reclassified from Accumulated OCI into Income   $ 643 5,265 8,798
Predecessor | Foreign currency forward contracts        
Derivative Instruments, Gain (Loss) [Line Items]        
Gain (Loss) Recognized in Other Comprehensive Income (OCI)       1,584
Loss Reclassified from Accumulated OCI into Income     $ 0 $ 0
v3.19.1
Derivatives - Reclassified Amounts (Detail) - Predecessor - USD ($)
$ in Millions
11 Months Ended 12 Months Ended
Nov. 19, 2018
Dec. 31, 2017
Dec. 31, 2016
Interest Expense      
Derivative [Line Items]      
Loss Reclassified from Accumulated OCI into Income $ 0.0 $ 4.5 $ 8.0
Depreciation Expense      
Derivative [Line Items]      
Loss Reclassified from Accumulated OCI into Income $ 0.6 $ 0.8 $ 0.8
v3.19.1
Fair Value Measurements - Underlying, Derivative - Carrying Value and Estimated Fair Value of Other Long-term Debt Instruments (Detail) - USD ($)
$ in Thousands
Dec. 31, 2018
Nov. 19, 2018
Dec. 31, 2017
Fair Value Disclosure      
Long-term debt   $ 1,035,641  
Receivable from unconsolidated subsidiaries $ 204,790 $ 204,790  
Fair Value, Inputs, Level 2      
Fair Value Disclosure      
Cash equivalents carrying value 331,300    
Carrying Value      
Fair Value Disclosure      
Cash and cash equivalents 367,577    
Receivable from unconsolidated subsidiaries 204,790    
Carrying Value | First Lien Notes      
Fair Value Disclosure      
Long-term debt 747,400    
Carrying Value | Second Lien PIK Notes      
Fair Value Disclosure      
Long-term debt 291,935    
Estimated Fair Value | Fair Value, Inputs, Level 2      
Fair Value Disclosure      
Cash and cash equivalents 367,577    
Receivable from unconsolidated subsidiaries 205,790    
Estimated Fair Value | Fair Value, Inputs, Level 2 | First Lien Notes      
Fair Value Disclosure      
Long-term debt 714,953    
Estimated Fair Value | Fair Value, Inputs, Level 2 | Second Lien PIK Notes      
Fair Value Disclosure      
Long-term debt $ 285,548    
Predecessor | Fair Value, Inputs, Level 2      
Fair Value Disclosure      
Cash equivalents carrying value     $ 220,700
Predecessor | Carrying Value      
Fair Value Disclosure      
Cash and cash equivalents     308,948
Predecessor | Carrying Value | 2017 Senior Secured Notes      
Fair Value Disclosure      
Long-term debt     438,880
Predecessor | Carrying Value | 2018 Senior Secured Term Loan B      
Fair Value Disclosure      
Long-term debt     722,706
Predecessor | Carrying Value | 2020 Senior Secured Notes      
Fair Value Disclosure      
Long-term debt     750,000
Predecessor | Estimated Fair Value | Fair Value, Inputs, Level 2      
Fair Value Disclosure      
Cash and cash equivalents     308,948
Predecessor | Estimated Fair Value | Fair Value, Inputs, Level 2 | 2017 Senior Secured Notes      
Fair Value Disclosure      
Long-term debt     243,847
Predecessor | Estimated Fair Value | Fair Value, Inputs, Level 2 | 2018 Senior Secured Term Loan B      
Fair Value Disclosure      
Long-term debt     290,841
Predecessor | Estimated Fair Value | Fair Value, Inputs, Level 2 | 2020 Senior Secured Notes      
Fair Value Disclosure      
Long-term debt     $ 307,500
v3.19.1
Commitments and Contingencies - Future Minimum Lease Payments Under Noncancelable Operating Leases (Detail) - USD ($)
$ in Thousands
11 Months Ended 12 Months Ended
Nov. 19, 2018
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2018
2019       $ 1,549
2020       1,472
2021       1,499
2022       1,525
2023       1,552
Thereafter       1,179
Total future minimum lease payments       $ 8,776
Predecessor        
Rent expense $ 1,600 $ 2,400 $ 2,500  
v3.19.1
Commitments and Contingencies - Additional Information (Detail)
$ in Millions
Dec. 31, 2018
USD ($)
Nov. 25, 2015
item
Loss Contingencies [Line Items]    
Commitments to capital upgrades $ 20.8  
Primary Beneficiary | Surety Bond    
Loss Contingencies [Line Items]    
Contingent liability related to letters of credit $ 23.0  
Predecessor | Construction Contract with SHI | Pending Litigation    
Loss Contingencies [Line Items]    
Number of arbitrators | item   3
v3.19.1
Commitments and Contingencies - Loss from Construction Contract Rescission (Detail) - USD ($)
$ in Thousands
1 Months Ended
Oct. 29, 2015
Aug. 31, 2018
Jan. 30, 2019
Dec. 31, 2018
Nov. 19, 2018
Dec. 31, 2017
Jan. 25, 2013
PDVIII and PDSI [Member]              
Asset related to Zonda Arbitration              
Cash     $ 4,600        
Capital Addition Purchase Commitments | Drillships and related equipment | SHI              
Asset related to Zonda Arbitration              
Property and equipment       $ 75,000   $ 75,000  
Predecessor              
Asset related to Zonda Arbitration              
Long-term receivable         $ 202,575 $ 202,575  
Predecessor | Capital Addition Purchase Commitments | Drillships and related equipment | SHI              
Asset related to Zonda Arbitration              
Aggregate purchase price of vessels under construction             $ 517,500
Payments of advances on contract to purchase drillship $ 181,100            
Asserted claims   $ 387,400          
v3.19.1
Concentrations of Credit and Market Risk - Percentage of Revenues Earned from Customers (Detail)
1 Months Ended 11 Months Ended 12 Months Ended
Dec. 31, 2018
Nov. 19, 2018
Dec. 31, 2018
Dec. 31, 2017
Dec. 31, 2016
Sales | Chevron | Customer Concentration Risk          
Concentration Risk [Line Items]          
Concentration risk percentage 82.10%        
Sales | Eni S.p.A. | Customer Concentration Risk          
Concentration Risk [Line Items]          
Concentration risk percentage 17.90%        
Percentage of Workforce Subject to Collective Bargaining Agreements | Labor Force Concentration Risk          
Concentration Risk [Line Items]          
Concentration risk percentage     1.00% 1.00%  
Predecessor | Other          
Concentration Risk [Line Items]          
Concentration risk percentage   1.80%   18.40%  
Predecessor | Sales | Chevron | Customer Concentration Risk          
Concentration Risk [Line Items]          
Concentration risk percentage   84.00%   81.60% 77.10%
Predecessor | Sales | Petronas | Customer Concentration Risk          
Concentration Risk [Line Items]          
Concentration risk percentage   14.20%      
Predecessor | Sales | Total | Customer Concentration Risk          
Concentration Risk [Line Items]          
Concentration risk percentage         22.90%
v3.19.1
Segments and Geographic Areas - Percentage of Revenue Earned by Geographical Area (Detail) - segment
1 Months Ended 11 Months Ended 12 Months Ended
Dec. 31, 2018
Nov. 19, 2018
Dec. 31, 2018
Dec. 31, 2017
Dec. 31, 2016
Concentration Risk [Line Items]          
Number of reportable segment     1    
Geographic Concentration Risk | Sales | United States          
Concentration Risk [Line Items]          
Percentage of revenue earned by geographical area 82.10%        
Geographic Concentration Risk | Sales | Nigeria          
Concentration Risk [Line Items]          
Percentage of revenue earned by geographical area 17.90%        
Predecessor | Geographic Concentration Risk | Sales | United States          
Concentration Risk [Line Items]          
Percentage of revenue earned by geographical area   84.00%   81.60% 56.90%
Predecessor | Geographic Concentration Risk | Sales | Nigeria          
Concentration Risk [Line Items]          
Percentage of revenue earned by geographical area   1.80%   11.20% 43.10%
Predecessor | Geographic Concentration Risk | Sales | Other Geographic Areas          
Concentration Risk [Line Items]          
Percentage of revenue earned by geographical area   14.20%   7.20%  
v3.19.1
Variable Interest Entities - Carrying Amounts (Details) - Primary Beneficiary - USD ($)
$ in Thousands
Dec. 31, 2018
Dec. 31, 2017
Variable Interest Entity [Line Items]    
Assets $ 2,381  
Liabilities (1,037)  
Net carrying amount $ 1,344  
Predecessor    
Variable Interest Entity [Line Items]    
Assets   $ 3,142
Liabilities   (1,548)
Net carrying amount   $ 1,594
v3.19.1
Variable Interest Entities -Joint Venture (Details)
12 Months Ended
Dec. 31, 2018
subsidiary
Variable Interest Entity [Line Items]  
Number of Rig Holding Subsidiaries 2
PDNL  
Variable Interest Entity [Line Items]  
Percentage of ownership in joint venture 50.10%
Pacific Bora Ltd and Pacific Scirocco Ltd  
Variable Interest Entity [Line Items]  
Percentage of ownership in joint venture 49.00%
PIDWAL | PDNL  
Variable Interest Entity [Line Items]  
Percentage of ownership in joint venture 99.90%
PIDWAL | Pacific Bora Ltd and Pacific Scirocco Ltd  
Variable Interest Entity [Line Items]  
Percentage of ownership in joint venture 50.10%
PDL  
Variable Interest Entity [Line Items]  
Percentage of ownership in joint venture 49.90%
PDL | PDNL  
Variable Interest Entity [Line Items]  
Percentage of ownership in joint venture 0.10%
PDL | Pacific Bora Ltd and Pacific Scirocco Ltd  
Variable Interest Entity [Line Items]  
Percentage of ownership in joint venture 49.90%
v3.19.1
Retirement Plan - Additional Information (Detail) - USD ($)
$ in Millions
1 Months Ended 11 Months Ended 12 Months Ended
Dec. 31, 2018
Nov. 19, 2018
Dec. 31, 2017
Dec. 31, 2016
Employer contributions to retirement plans $ 0.3      
Predecessor        
Employer contributions to retirement plans   $ 2.3 $ 2.8 $ 4.1
v3.19.1
Supplemental Cash Flow information - Additional Information (Detail) - USD ($)
$ in Thousands
1 Months Ended 11 Months Ended 12 Months Ended
Nov. 20, 2018
Nov. 19, 2018
Sep. 26, 2018
Dec. 31, 2018
Nov. 19, 2018
Dec. 31, 2017
Dec. 31, 2016
Interest paid net of capitalized       $ 0      
Income taxes paid       200      
Equity conversion $ 1,152,443            
Increase (decrease) in capital expenditure       4,300      
Second Lien PIK Notes              
Payment of cash for reorganization       $ 36,600      
Predecessor              
Interest paid net of capitalized         $ 97,200 $ 120,800 $ 169,800
Income taxes paid         3,900 4,900 12,300
Commitment fee   $ 23,600          
Unpaid debt and equity financing costs         14,600    
Increase (decrease) in capital expenditure         1,100 $ (18,500) $ (9,000)
Predecessor | Holders of Term Loan B, 2017 Notes and 2020 Notes              
Equity conversion         1,200    
Predecessor | Second Lien PIK Notes              
Payment of cash for reorganization         $ 56,000    
Commitment fee     $ 23,600        
Common Shares | Predecessor | Holders of Term Loan B, 2017 Notes and 2020 Notes              
Equity conversion (in shares)         24,416,442    
Issuance of common shares         2,566,056    
v3.19.1
Related Party Transactions (Details) - USD ($)
$ in Millions
1 Months Ended 11 Months Ended 12 Months Ended
Aug. 31, 2018
Nov. 19, 2018
Dec. 31, 2017
Dec. 31, 2018
Sep. 30, 2018
Sep. 26, 2018
Second Lien PIK Notes            
Related Party Transaction [Line Items]            
Long-term debt face amount       $ 273.6    
Predecessor | Second Lien PIK Notes            
Related Party Transaction [Line Items]            
Long-term debt face amount   $ 273.6       $ 273.6
QP            
Related Party Transaction [Line Items]            
Director fees paid   0.7        
Related party legal fees     $ 3.2      
QP | Predecessor | Maximum            
Related Party Transaction [Line Items]            
Pay for fees and out-of-pocket expenses $ 13.0          
QP | Predecessor | Second Lien PIK Notes            
Related Party Transaction [Line Items]            
Long-term debt face amount         $ 20.0  
QP | Predecessor | Reorganization Items            
Related Party Transaction [Line Items]            
Fees and out-of-pocket expenses   $ 12.0        
Principal Shareholders | Second Lien PIK Notes            
Related Party Transaction [Line Items]            
Long-term debt face amount       $ 36.1    
v3.19.1
Summarized Financial Information of Zonda Debtors (Details) - Zonda debtors
$ in Thousands
1 Months Ended
Dec. 31, 2018
USD ($)
Summarized financial information, Income statement  
Intercompany revenues $ 1,410
Costs and expenses (499)
Operating income 911
Net income 392
Summarized financial information  
Current assets 5,569
Noncurrent assets 213,725
Current liabilities 1,864
Noncurrent liabilities $ 331,786
v3.19.1
Subsequent Events (Details) - USD ($)
$ in Millions
Mar. 01, 2019
Feb. 25, 2019
Feb. 22, 2019
Restricted Stock Units      
Subsequent Event [Line Items]      
Granted (in shares)   1,232,379  
Subsequent Event | 2019 Share Repurchase Program      
Subsequent Event [Line Items]      
Stock Repurchase Program, Authorized Amount     $ 15.0
Stock Repurchase Program, Period in Force     2 years
Shares repurchased (in shares) 0