Attached files
file | filename |
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EX-99.4 - EX-99.4 - Valaris Ltd | a17-27683_1ex99d4.htm |
EX-99.3 - EX-99.3 - Valaris Ltd | a17-27683_1ex99d3.htm |
EX-99.2 - EX-99.2 - Valaris Ltd | a17-27683_1ex99d2.htm |
EX-23.1 - EX-23.1 - Valaris Ltd | a17-27683_1ex23d1.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
(Amendment No. 1)
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): October 3, 2017
Ensco plc
(Exact name of registrant as specified in charter)
England and Wales |
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98-0635229 |
(State or other jurisdiction of incorporation) |
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(I.R.S. Employer Identification No.) |
1-8097
(Commission File No.)
6 Chesterfield Gardens
London, England W1J 5BQ
(Address of Principal Executive Offices)
(Zip Code)
Registrants telephone number, including area code: 44 (0) 20 7659 4660
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth company as defined by Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2). Emerging growth company o
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
EXPLANATORY NOTE
On October 6, 2017, Ensco plc (the Company) filed a Current Report on Form 8-K (the Form 8-K) reporting, among other things, the completion of its acquisition of Atwood Oceanics, Inc. (Atwood). Item 9.01 of the Form 8-K stated that the financial statements and pro forma financial information required to be filed under Item 9.01 of the Form 8-K are included in the Companys Registration Statement on Form S-4 (Registration No. 333-218808) filed with the Securities and Exchange Commission on June 16, 2017. The Company is filing this Amendment No. 1 to Current Report on Form 8-K/A (the Amendment) solely to restate Item 9.01 of the Form 8-K in its entirety to file such financial statements and pro forma financial information as exhibits and include the related consent of PricewaterhouseCoopers LLP. No other amendments to the Form 8-K are being made by this Amendment.
Item 9.01 Financial Statements and Exhibits.
(a) Financial Statements of Business Acquired
(b) Pro Forma Financial Information
The financial statements and pro forma financial information required to be filed under Item 9.01 of Form 8-K, which were included or incorporated by reference in the joint proxy statement/prospectus dated August 18, 2017 of the Company and Atwood (the Proxy Statement/Prospectus) included in the Companys Registration Statement on Form S-4 (Registration No. 333-218808) initially filed with the Securities and Exchange Commission on June 16, 2017, are filed as Exhibits 99.2, 99.3 and 99.4 hereto and incorporated by reference herein.
(d) Exhibits
Exhibit |
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Number |
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Description |
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2.1 |
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10.1* |
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23.1 |
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99.1* |
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99.2 |
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99.3 |
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99.4 |
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* Previously filed