Case 20-34114 Document 1196 Filed in TXSB on 03/26/21 Page 1 of 7
UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF TEXAS HOUSTON DIVISION
) In re: ) Chapter 11 ) 1 VALARIS PLC, et al., ) Case No. 20-34114 (MI) ) Debtors. ) (Jointly Administered) )
SECOND SUPPLEMENT TO THE DECLARATION OF IAN STUART JOHNSON IN SUPPORT OF THE DEBTORS’ APPLICATION FOR ENTRY OF AN ORDER AUTHORIZING THE RETENTION AND EMPLOYMENT OF SLAUGHTER AND MAY AS SPECIAL CORPORATE COUNSEL EFFECTIVE AS OF AUGUST 19, 2020
I, Ian Stuart Johnson, under penalty of perjury, declare as follows:
1. I am a partner of the law firm of Slaughter and May (“Slaughter and May”) with an office at One Bunhill Row, London, EC1Y 8YY, United Kingdom. I am duly authorized to make and submit this second supplemental declaration (this “Second
Supplemental Declaration”) on behalf of Slaughter and May as a supplement to my declaration dated September 15, 2020 (the “Original Declaration”)2 [Docket No. 212] and my Supplemental Declaration dated October 6, 2020 [Docket 313] (collectively with the Original Declaration, the “Prior Declarations”), in support of the Debtors’ Application
(the “Application”) [Docket 212] for entry of an order authorizing the employment and retention of Slaughter and May as special corporate counsel, nunc pro tunc to the Petition
Date under the terms and conditions set forth in the Engagement Letter. I submit this
1 A complete list of each of the Debtors in these chapter 11 cases may be obtained on the website of the Debtors’ proposed claims and noticing agent at http://cases.stretto.com/Valaris. The location of Debtor Ensco Incorporated’s principal place of business and the Debtors’ service address in these chapter 11 cases is 5847 San Felipe Street, Suite 3300, Houston, Texas 77057.
2 Capitalized terms used in this Supplemental Declaration and not immediately defined have the meanings given to such terms in the Application and Original Declaration. Case 20-34114 Document 1196 Filed in TXSB on 03/26/21 Page 2 of 7
Supplemental Declaration in accordance with sections 327(e) and 330 of title 11 of the
United States Code (the “Bankruptcy Code”), Rules 2014(a) and 2016 of the Federal
Rules of Bankruptcy Procedure (the “Bankruptcy Rules”), and Rules 2014-1 and 2016-1 of the Bankruptcy Local Rules of the United States Bankruptcy Court for the Southern
District of Texas.
2. In connection with the Application and Original Declaration, I submit this
Second Supplemental Declaration to provide additional disclosures in accordance with
Rule 2014(a) and Rule 2016(b) of the Bankruptcy Rules and as required under the order entered by the Court authorizing and approving the Debtors’ employment and retention of Slaughter and May as special corporate counsel in these chapter 11 cases [Docket No.
332].
3. As described in the Supplemental Declaration, based upon information supplied by Debtors’ counsel, Slaughter and May searched its client database to identify any connection or relationship with the parties listed in Schedule 1 to the Original
Declaration (the “Original Potential Parties in Interest”). Slaughter and May’s review consisted of queries of an internal computer database containing names of individuals and entities that are clients of Slaughter and May in order to identify potential relationships.
To the extent I was able to ascertain, using reasonable endeavours, that any of the
Potential Parties in Interest were clients of Slaughter and May, such parties were listed in the Supplemental Declaration.
4. Since the Supplemental Declaration, Slaughter and May has updated the searches described above, including as it has become aware of additional parties in interest in these chapter 11 cases. In addition to the entities searched and disclosed in the
Supplemental Declaration, Slaughter and May has searched its client database for the Case 20-34114 Document 1196 Filed in TXSB on 03/26/21 Page 3 of 7
entities listed in Schedule 1 to this Second Supplemental Declaration (the “Additional
Potential Parties in Interest”).
5. As set forth in the Prior Declarations and herein, Slaughter and May may have in the past represented, may currently represent, and likely in the future will represent, entities that may be parties in interest in these chapter 11 cases in connection with matters unrelated to the Debtors and these chapter 11 cases. To the extent I have been able to ascertain, using reasonable endeavours, that any of the Original Potential
Parties in Interest or Additional Potential Parties in Interest are clients of Slaughter and
May, such parties (to the extent not already disclosed in the Prior Declarations) are listed in Schedule 2 to this Second Supplemental Declaration. None of the entities listed in
Schedule 2 represented more than one percent of Slaughter and May’s fee receipts for the twelve month period ending on May 31, 2020.
6. Slaughter and May reserves the right to further supplement its declarations in the event it becomes aware of any relationship or other information that requires disclosure.
Pursuant to 28 U.S.C. § 1746, I declare under penalty of perjury that the foregoing is true and correct.
Dated: March 26, 2021 By: /s/ Ian Stuart Johnson London, United Kingdom Ian Stuart Johnson Partner Slaughter and May
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Schedule 1
Current Directors and Officers
SPIROS NICHOLAS GEORGAS WINTON, JOHN
Counterparties to Significant Leases/Executory Contracts
CALUMET LUBRICANTS CO. CENOVUS ENERGY US, LLC CHC HELICOPTER SUPPORT SERVICES INC. EC OWNER 2, LP JT THORPE & SONS, INC. M STRATEGIC PARTNERS MODEC INTERNATIONAL, INC. SUMMER ENERGY HOLDINGS, INC. TR ENERGY CROSSING CORP. BRAZILIAN INSTITUTE OF THE ENVIRONMENT AND RENEWABLE NATURAL RESOURCES COMMISSIONER OF INCOME TAX GENERAL AUTHORITY OF ZAKAT AND INCOME TAX INDONESIAN TAX AUTHORITY NETHERLANDS HUMAN ENVIRONMENT AND TRANSPORT INSPECTORATE -MINISTRY OF INFRASTRUCTURE AND WATER MANAGEMENT QATAR GENERAL TAX AUTHORITY SCOTTISH ENVIRONMENT PROTECTION AGENCY SURINAME TAX COLLECTOR TUNISIAN TAX AUTHORITY U.S. BUREAU OF SAFETY AND ENVIRONMENTAL ENFORCEMENT, GULF OF MEXICO OCS REGION UNITED KINGDOM HEALTH AND SAFETY EXECUTIVE HM REVENUE AND CUSTOMS HMRC - UK TAX AUTHORITY TEXAS SECRETARY OF STATE
Government/Regulatory Agencies
BRAZILIAN FEDERAL REVENUE OFFICE
Lenders
WILMINGTON SAVINGS FUND SOCIETY, FSB, AS DIP AGENT
Litigation
GORDON GILLIES
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Parties to Significant Actual or Known Potential Litigation with the Debtors
APACHE DEEPWATER, LLC APEX ANALYTICS, LLC BADGER OIL CORPORATION BAKER HUGHES OILFIELD OPERATIONS LLC BAKER HUGHES, A GE COMPANY, LLC BECKER, JAMIE BOO-KER OIL & GAS CORP. BP AMERICA INC. BP CORPORATION NORTH AMERICA INC. BP PRODUCTS NORTH AMERICA INC. CHEVRON PHILLIPS CHEMICAL COMPANY, LP CHIEF OF THE CUSTOMS REVENUE SERVICE OF THE VICTÓRIA PORT OF THE STATE OF ESPÍRITO SANTO CONOCOPHILLIPS COMPANY CYPRESS ENERGY CORPORATION DIAMOND OFFSHORE DRILLING, INC. EL-OIL, LTD. FLASH GAS & OIL SOUTHWEST, INC. HSIEH, DAVID JAMES BRYCE (MCAUTHOR BELL ET AL. V. CHEVRON PHILLIPS CHEMICAL ET AL.) KEY EXPLORATION COMPANY KLENTOS PRODUCTION CORPORATION KVRE - GVI SHIPYARD DISPUTE MONTELLO, INC. NUSTAR PIPELINE COMPANY, LLC PETRO-CHEM EQUIPMENT COMPANY, INC. PINTAIL MINERALS CORPORATION RANDALL WHITNEY D/B/A TITAN TECHNICAL TRAINING RICELAND PETROLEUM COMPANY RUSHAID, AL SCHLUMBERGER TECHNOLOGY CORPORATION SHELL OFFSHORE, INC. SUNBELT ENERGY, LTD. SWEPI LP TEXACO INC. THE ALLAN COMPANY UNION CARBIDE CORPORATION URSSAF D’ILE DE FRANCE
Professionals
FTI CONSULTING JEFFERIES
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Significant Vendors
BME SERVICES CAPSTONE HEALTH PTY LTD CLOVER TOOL CO. DRILCO WELLBORE INTEGRITY SOLUTIONS EASA SALEH AL GURG CHARITY FOUNDATION EVOKE TECHNOLOGIES PVT LTD FMC TECHNOLOGIES, INC. GRACO MECHANICAL, INC. INDUCTIVE AUTOMATION LABORDE MARINE MANAGEMENT LLC MENERGY ODFJELL OFFSHORE RIG MOVERS INTERNATIONAL, INC. ORACLE AMERICA, INC. PRESSERV LTD. ST ENGINEERING - HALTER MARINE SUN MARINE CORPORATION VMS GROUP A/S WELLCONNECTION (INDEPDENDENT OILFIED) XEROX
Top Unsecured Creditors
CAMERON INTERNATIONAL CITIBANK AS TRUSTEE OF REVOLVING CREDIT FACILTY DEUTSCHE BANK TRUST COMPANY AMERICAS, GLOBAL TRANSACTION BANKING TRUST & AGENCY SERVICES
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Schedule 2
Name of entity searched Name of entity that is a Slaughter and May client
APEX ANALYTICS, LLC Apex Group Limited
BAKER HUGHES Baker Hughes Limited OILFIELD OPERATIONS LLC; BAKER HUGHES, A GE COMPANY, LLC
BP AMERICA INC.; BP BP PLC CORPORATION NORTH AMERICA INC.; BP PRODUCTS NORTH AMERICA INC.
CHC HELICOPTER CHC Group LLC SUPPORT SERVICES INC.
CHEVRON PHILLIPS Chevron Corporation CHEMICAL COMPANY, LP
DIAMOND OFFSHORE Diamond Offshore Drilling Inc. DRILLING, INC.
FMC TECHNOLOGIES, FMC Corporation INC.
KEPPEL FELS LIMITED Keppel AmFELS, Inc.; Keppel REIT Management Limited; Keppel DC REIT Management Pte. Ltd.; Keppel Offshore & Marine Ltd (HK)
OAKTREE Oaktree Opportunities Fund VIIIb, L.P. & Oaktree Opportunities Fund IX, L.P.; Oaktree Fund Administration, LLC
RAHMAT LIM & Rahmat Lim & Partners (HK) PARTNERS
ST ENGINEERING - Singapore Technologies Engineering Ltd (HK) HALTER MARINE
XEROX Xerox Corporation