Shaping our Future Noble Corporation 2013 Annual Report Noble Corporation Noble Corporation plc Devonshire House 1 Mayfair Place London W1J8AJ www.noblecorp.com Noble Corporation 2013 Annual Report Noble Corporation Financial Highlights Investor Information Board of Directors 1, 4 Year Ended December 31, Shareholders, brokers, securities analysts or portfolio Ashley Almanza managers seeking information about Noble Corporation Chief Executive Officer – G4S should contact Jeff Chastain, Vice President–Investor The Samuel Roberts Noble Foundation, Inc. 2013 2012 2011 2010 2009 Relations, Noble Drilling Services Inc., by phone at: Director since 2013. 281-276-6100 or by e-mail at: [email protected]. Revenues $4,234,290 $3,547,012 $2,695,832 $2,807,176 $3,640,784 Michael A. Cawley 2, 4 Forward Looking Statements Former President & Chief Executive Officer – Net Income Attributable to Noble 782,697 522,344 370,898 773,429 1,678,642 The Samuel Roberts Noble Foundation, Inc. Any statements included in this 2013 Annual Report that are Director since 1985. not historical facts, including without limitation regarding Diluted Earnings Per Share 3.05 2.05 1.46 3.02 6.42 1, 3 future market trends and results of operations are forward- Lawrence J. Chazen looking statements within the meaning of applicable Chief Executive Officer – Lawrence J. Chazen, Inc. Cash Flow from Operations 1,702,317 1,381,693 740,240 1,636,902 2,131,267 securities law. Please see “Forward-Looking Statements” in Director since 1994. this 2013 Annual Report for more information. Total Assets 16,217,957 14,607,774 13,495,159 11,302,387 8,396,896 Julie H. Edwards 2, 3 Corporate Information Former Senior Vice President Total Debt (1) 5,556,251 4,634,375 4,071,964 2,766,697 750,946 & Chief Financial Officer – Southern Union Company. Transfer Agent and Registrar Director since 2006. Computershare Trust Company, N.A. Total Equity 9,050,028 8,488,290 8,097,852 7,287,634 6,788,432 Canton, Massachusetts Gordon T. Hall 2, 3, 5 Chairman of the Board – Exterran Holdings, Inc. Debt to Total Capitalization 38.0% 35.3% 33.5% 27.5% 10.0% Independent Auditors Director since 2009. PricewaterhouseCoopers LLP 2, 4 Reading, Berkshire UK Jon A. Marshall Former President & Chief Operating Officer – Transocean Inc. ***All numbers in thousands except per share data PricewaterhouseCoopers LLP Houston, Texas Director since 2009. (1) Includes both short-term and long-term debt. Shares Listed on Mary P. Ricciardello 1, 3 New York Stock Exchange Former Senior Vice President & Chief Accounting Trading Symbol “NE” Officer – Reliant Energy, Inc. Director since 2003. Form 10-K A copy of Noble Corporation’s 2013 Annual Report on David W. Williams Form 10-K, as filed with the U.S. Securities and Exchange Chairman, President & Chief Executive Officer On the Cover: Commission, will be furnished without charge to any Noble Corporation From the bridge of the Noble Don Taylor, the shareholder upon written request to: Director since 2008. approching sunrise heralds another promising day in the Gulf of Mexico. The Taylor is one of Julie J. Robertson - Corporate Officers eight ultra-deepwater drillships Noble owns, Executive Vice President & Corporate Secretary providing excellent performance for Noble Corporation plc David W. Williams customers and shareholders alike. Devonshire House Chairman, President & Chief Executive Officer 1 Mayfair Place London W1J8AJ Julie J. Robertson Executive Vice President & Corporate Secretary Annual Meeting James A. MacLennan The Annual Meeting of Shareholders of Noble Corporation Senior Vice President & Chief Financial Officer will be held on June 10, 2014, at 3:00 p.m. local time at Claridge’s Hotel in London, England. William E. Turcotte Senior Vice President & General Counsel Contact the Board Simon W. Johnson If you would like to contact the Noble Corporation Board of Senior Vice President – Marketing & Contracts Directors, write to: Lee M. Ahlstrom Noble Corporation Board of Directors Senior Vice President – Strategic Development Devonshire House 1 Mayfair Place Scott W. Marks London W1J8AJ Senior Vice President – Engineering or send an e-mail to: [email protected] Bernie G. Wolford For additional information about Noble Corporation, please Senior Vice President – Operations refer to our proxy statement which is being mailed or made available with this Annual Report. Dennis J. Lubojacky Vice President & Controller 1 Audit Committee 2 Compensation Committee 3 Nominating and Corporate Governance Committee Randall D. Stilley 4 Health, Safety, Environment and Engineering Committee Executive Vice President 5 Lead Director To Our Shareholders oble exemplifies the true measure of a great company, the ability to shape its future. Building on the underlying strengths of our business, we acted with strategic foresight in 2013 in transforming the Noble fleet, taking steps to establish our standard specification business as a standalone company, and Nexpanding our customer base and global footprint. We believe these actions will drive results today, while building an even stronger platform for creating value in the future. In 2013, a year in which revenues reached a record $4.2 billion, we achieved a number of key milestones in this process, and as a result, the trajectory of the Company is decidedly positive and the future for Noble is bright. The past few years have witnessed the continued increase in demand for more sophisticated and technically capable drilling units. As this reality will undoubtedly continue, we are delighted that we recognized this potential opportunity early and stepped forward with our fleet enhancement program, which began in earnest in the mid-2000s. With the five newbuilds that exited shipyards in 2013, the Company has deployed 15 highly advanced jackups and floaters around the world since 2007. Add to that the six additional new construction projects that our best-in-class projects teams are scheduled to deliver in 2014 and the Company will have developed, constructed, manned and deployed 21 advanced drilling units, which will serve as the foundation of Noble for years to come. Adding equipment is not enough. In 2013, we also made great strides in improving our overall operational effectiveness, with significant gains in reliability and revenue efficiency. These results are not based on a single initiative, but rather the long-held conviction that the pursuit of overall operational excellence is a cornerstone of our success. Working on many fronts, ranging from increased oversight on technical processes to improved contract terms and conditions, we are systematically improving the productive time across our fleet. Drilling simulator training Central to everything we do are the exceptional people who crew, manage and maintain our rigs and the shore-based team members who support them every day. Noble’s reputation as a leader in our industry is no accident. It is the result of the tremendous dedication and true professionalism of our team. In 2013, we achieved outstanding results in hiring, training and retaining the talent needed to ensure our success now and in the future. We also elevated training and development to a whole new level with the opening of our Noble Excellence through Technology (NEXT) Center in Sugar Land, Texas. The NEXT Center, which became operational in the summer of 2013, provides state-of-the-art simulator and classroom training, as well as space where experts from around the world can convene and collaborate to drive productivity and safety performance. We have also high-graded our approach to competency assurance. While formal training programs played a prominent role in the past, we also relied heavily on tenure as one of the measures to gauge competency. Today, we face the twin challenges of not only delivering consistent and complete training on a scale that keeps pace with the rate of change in our industry, but also meeting dramatically higher recruiting requirements and a younger workforce. With the NEXT Center fully operational, we can accelerate the learning process and employee development to create levels of competency that once took years of experience to establish. The NEXT Center will serve as a catalyst for systematic and ongoing improvement in the knowledge and skills of our workforce of tomorrow and drive our performance today. Noble Regina Allen While the offshore drilling industry is inherently cyclical, today we enjoy a level of cycle transparency that is unprecedented in our history. Noble’s contract backlog totaling $15.4 billion at the end of 2013 coupled with our strong and diversified customer base provide us with an element of security in the face of uncertain market dynamics ahead. Our contract coverage provides a strong revenue base through the next few years that will ensure the health of the enterprise and propel us into the future. This financial capability is the result of a well timed and well executed strategy to build and deploy some of the best and most capable rigs in the world. It has also allowed us to increase our dividend. As we look at our allocation of capital going forward, dividends have been an important component of our strategy as demonstrated by our Board’s support for an increasing dividend throughout this period of significant newbuild capital requirements. Today our annualized dividend stands at $1.50 per share, or 250 percent higher than what we paid in 2011. With improvements in our cash flow expected in the coming years, we will continue to review and consider mechanisms for creating value for our shareholders. In September 2013, our Board of Directors approved a plan to reorganize our business by means of a separation and spin-off of a newly formed wholly-owned subsidiary, Paragon Offshore Limited. This action will result in the creation of two separate and highly focused offshore drilling companies. The mobile offshore drilling units to be owned and operated by Paragon Offshore provide outstanding customer, asset and geographic diversity, as well as significant contract backlog.