SEC Form SC 13G filed by Noble Corporation plc

 

 

Securities and Exchange Commission

Washington, D.C. 20549

 

 

Schedule 13G

(Rule 13d-102)

Information to be Included in Statements Filed Pursuant

to § 240.13d-1(b), (c) and (d) and Amendments Thereto Filed

Pursuant to § 240.13d-2

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No.     )*

 

 

Noble Corporation

(Name of Issuer)

Ordinary Shares

(Title of Class of Securities)

G6610J209

(CUSIP Number)

December 31, 2021

(Date of Event Which Requires Filing of this Statement)

 

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

 

☐	Rule 13d-1(b)

☐	Rule 13d-1(c)

☒	Rule 13d-1(d)

 

*	The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

 

 

CUSIP No. G6610J209		Schedule 13G		Page 1 of 8

 

1		Names of Reporting Persons     GoldenTree Asset Management LP
2		Check the Appropriate Box if a Member of a Group   (a)  ☐        (b)  ☐
3		SEC Use Only
4		Citizenship or Place of Organization     Delaware

Number of Shares  Beneficially  Owned by Each Reporting Person With				5		Sole Voting Power     0
				6		Shared Voting Power     9,129,146
				7		Sole Dispositive Power     0
				8		Shared Dispositive Power     9,129,146

9		Aggregate Amount Beneficially Owned by Each Reporting Person     9,129,146
10		Check if the Aggregate Amount in Row (9) Excludes Certain Shares     Not Applicable
11		Percent of Class Represented by Amount in Row 9     9.9%
12		Type of Reporting Person     PN

CUSIP No. G6610J209		Schedule 13G		Page 2 of 8

 

1		Names of Reporting Persons     GoldenTree Asset Management LLC
2		Check the Appropriate Box if a Member of a Group   (a)  ☐        (b)  ☐
3		SEC Use Only
4		Citizenship or Place of Organization     Delaware

Number of Shares  Beneficially  Owned by Each Reporting Person With				5		Sole Voting Power     0
				6		Shared Voting Power     9,129,146
				7		Sole Dispositive Power     0
				8		Shared Dispositive Power     9,129,146

9		Aggregate Amount Beneficially Owned by Each Reporting Person     9,129,146
10		Check if the Aggregate Amount in Row (9) Excludes Certain Shares     Not Applicable
11		Percent of Class Represented by Amount in Row 9     9.9%
12		Type of Reporting Person     OO (Limited Liability company)

CUSIP No. G6610J209		Schedule 13G		Page 3 of 8

 

1		Names of Reporting Persons     Steven A. Tananbaum
2		Check the Appropriate Box if a Member of a Group   (a)  ☐        (b)  ☐
3		SEC Use Only
4		Citizenship or Place of Organization     United States

Number of Shares  Beneficially  Owned by Each Reporting Person With				5		Sole Voting Power     25,927
				6		Shared Voting Power     9,129,146
				7		Sole Dispositive Power     25,927
				8		Shared Dispositive Power     9,129,146

9		Aggregate Amount Beneficially Owned by Each Reporting Person     9,155,073
10		Check if the Aggregate Amount in Row (9) Excludes Certain Shares     Not Applicable
11		Percent of Class Represented by Amount in Row 9     9.9%
12		Type of Reporting Person     IN

CUSIP No. G6610J209		Schedule 13G		Page 4 of 8

 

ITEM 1.

(a)       Name of Issuer:

Noble Corporation (the “Issuer”).

 

(b)

Address of Issuer’s Principal Executive Offices:

13135 Dairy Ashford, Suite 800, Sugar Land, Texas, 77478

 

ITEM 2.

(a)       Name of Person Filing:

Each of the following is hereinafter individually referred to as a “Reporting Person” and collectively as the “Reporting Persons.” This statement is filed on behalf of:

GoldenTree Asset Management LP (the “Investment Manager”)

GoldenTree Asset Management LLC (“IMGP”)

Steven A. Tananbaum

 

(b)

Address or Principal Business Office:

The principal business address of each of the Reporting Persons is 300 Park Avenue, 21st Floor, New York, NY 10022.

 

(c)

Citizenship of each Reporting Person is:

Investment Manager and IMGP are organized under the laws of Delaware. Mr. Tananbaum is a citizen of the United States.

 

(d)

Title of Class of Securities:

Ordinary Shares, par value $0.00001 per share (“Ordinary Shares”).

 

(e)

CUSIP Number:

G6610J209

 

ITEM 3.

Not applicable.

CUSIP No. G6610J209		Schedule 13G		Page 5 of 8

 

ITEM 4.

Ownership.

(a-c)

The ownership information presented below represents beneficial ownership of Ordinary Shares of the Issuer as of December 31, 2021, based upon 60,172,178 Ordinary Shares outstanding as of November 3, 2021, based on the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 5, 2021.

 

Reporting Person		Amount beneficially owned				Percent of class:				Sole power to vote or to direct the vote:				Shared power to vote or to direct the vote:				Sole power to dispose or to direct the disposition of:				Shared power to dispose or to direct the disposition of:
GoldenTree Asset Management LP			9,129,146				9.9	%			0				9,129,146				0				9,129,146
GoldenTree Asset Management LLC			9,129,146				9.9	%			0				9,129,146				0				9,129,146
Steven A. Tananbaum			9,155,073				9.9	%			25,927				9,155,073				25,927				9,155,073

The securities reported in the table above include (i) 3,601,104 Ordinary Shares and (ii) 5,528,042 Ordinary Shares issuable upon exercise of certain warrants (the “Warrants”) held of record by certain managed accounts (collectively, the “Accounts”) for which the Investment Manager serves as investment manager. In addition, Mr. Tananbaum is the holder of record of 25,927 Ordinary Shares. Mr. Tananbaum is the managing member of IMGP, which is the general partner of the Investment Manager. As a result of these relationships, each of the Reporting Persons may be deemed to share beneficial ownership of the securities held of record by the Accounts.

Pursuant to the terms of the Warrants, the Investment Manager may exercise the Warrants only to the extent that doing so would not result in the Reporting Persons becoming the beneficial owners of more than 9.9% of the then-outstanding Ordinary Shares, after accounting for the Ordinary Shares to be issued at the time of any such Warrant exercise.

 

ITEM 5.

Ownership of Five Percent or Less of a Class.

Not applicable.

 

ITEM 6.

Ownership of More than Five Percent on Behalf of Another Person.

The Investment Manager is an investment adviser registered under Section 203 of the Investment Advisers Act of 1940, as amended. The business of Investment Manager is the rendering of financial services and as such, it provides discretionary investment advisory services to each of the Accounts, which have the right to receive the proceeds from the sale of, or the power to direct the receipt of dividends from, the securities reported in this Schedule 13G.

CUSIP No. G6610J209		Schedule 13G		Page 6 of 8

 

ITEM 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.

Not applicable.

 

ITEM 8.

Identification and Classification of Members of the Group.

Not applicable.

 

ITEM 9.

Notice of Dissolution of Group.

Not applicable.

 

ITEM 10.

Certification.

Not applicable.

CUSIP No. G6610J209		Schedule 13G		Page 7 of 8

 

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Date: February 10, 2022

 

CUSIP No. G6610J209		Schedule 13G		Page 8 of 8

 

LIST OF EXHIBITS

 

Exhibit No.		Description
99		Joint Filing Agreement.