The following discussion should be read in conjunction with our unaudited condensed consolidated financial statements (including the notes thereto) included in Item 1 of Part I of this report, Item 1A, "Risk Factors," included in Part II of this report and our audited consolidated financial statements (including the notes thereto), Item 7, "Management's Discussion and Analysis of Financial Condition and Results of Operations" and Item 1A, "Risk Factors" included in our Annual Report on Form 10-K/A for the year ended December 31, 2019. References to "Diamond Offshore," "we," "us" or "our" mean Diamond Offshore Drilling, Inc., a Delaware corporation, and its subsidiaries.

We provide contract drilling services to the energy industry around the globe with a fleet of 15 floater rigs (four drillships and 11 semisubmersibles), of which two rigs are currently cold-stacked. As of the date of this report, we are making plans to cold stack an additional two rigs, the Ocean GreatWhite and the Ocean Onyx. The Ocean Confidence was sold in February 2020. See "- Market Overview."

Bankruptcy Filing

On April 26, 2020, Diamond Offshore Drilling, Inc. (the "Company") and certain of its direct and indirect subsidiaries (together with the Company, the "Debtors") filed voluntary petitions (the "Chapter 11 Cases") under Chapter 11 of the United States Bankruptcy Code (the "Bankruptcy Code") with the United States Bankruptcy Court for the Southern District of Texas (the "Bankruptcy Court").

See Note 13 "Subsequent Events" to our unaudited condensed consolidated financial statements included in Item 1 of Part I of this report and "- Liquidity and Capital Resources."

Market Overview

The protracted industry downturn affecting the offshore contract drilling industry sustained a further significant set-back, commencing in mid-March 2020. The COVID-19 outbreak and actions taken by businesses and governments in response to it have precipitated a lockdown in many parts of the world, leading to a dramatic fall in oil demand and economic activity. In addition, amid the ongoing COVID-19 pandemic, the Organization of Petroleum Exporting Countries and other oil producing nations ("OPEC+") were unable to reach an agreement on oil production quotas, at which point Saudi Arabia and Russia initiated efforts to aggressively increase production. The combination of these events created the unprecedented dual impact of a global oil demand decline coupled with the risk of a substantial increase in supply. While OPEC+ agreed in April to cut production, downward pressure on oil prices has remained and could continue for the foreseeable future. As a result of this, crude oil prices have fallen to approximately $15 per barrel as of the date of this report. Consequently, due to the low commodity price and uncertain global demand, many exploration and production companies, including some of our customers, have announced significant reductions in their 2020 capital spending programs.

Floater utilization, which was approximately 67% at the end of the first quarter, is expected to decrease significantly as some industry analysts report that contracting activity has come to a halt as new rig tenders are deferred or canceled. Additionally, some rigs are being released early from drilling programs or are having their contracts terminated, while other programs have been paused in response to the need for COVID-19 containment. Dayrates are also expected to decrease as customers seek lower rates on any new contracts awarded during these unprecedented times.

In April 2020, we received a purported notice of termination by a subsidiary of Beach Energy Limited ("Beach") of its contract for the Ocean Onyx, which contract was scheduled to commence during the second quarter of 2020 and represents approximately $66 million of contract drilling backlog expected to have been earned in 2020 through 2021. We do not believe that Beach has a valid or lawful right to terminate the contract or that the purported notice of termination is effective, and we intend to enforce our rights under the contract. See "- Contract Drilling Backlog" for future commitments of our rigs during 2020 through 2023.

Global rig attrition is projected by industry analysts to increase as a market recovery is not expected in the near term. During this time, drilling contractors may elect to forego upcoming special surveys of rigs rolling off contract



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with no future work, resulting in the cold stacking or ultimate retirement of a rig. Historically, the longer a drilling rig remains cold stacked, the cost of reactivation increases and the likelihood of reactivation decreases.

During the first quarter of 2020, we recognized asset impairments aggregating $774.0 million to write down four of our semisubmersible rigs to their estimated fair values. If market fundamentals in the offshore oil and gas industry deteriorate further or a market recovery is further delayed, we may be required to recognize additional impairment charges in future periods. As of the date of this report, we have two cold-stacked semisubmersible rigs and are making plans to cold stack an additional two semisubmersible rigs.

Contract Drilling Backlog

Our contract drilling backlog, as presented below, includes only firm commitments (typically represented by signed contracts) and is calculated by multiplying the contracted operating dayrate by the firm contract period. Our calculation also assumes full utilization of our drilling equipment for the contract period (excluding scheduled shipyard and survey days); however, the amount of actual revenue earned and the actual periods during which revenues are earned will be different than the amounts and periods shown in the tables below due to various factors. Our utilization rates, which generally approach 92-98% during contracted periods, can be adversely impacted by downtime due to various operating factors including effects of COVID-19 and efforts to mitigate the spread of the virus, weather conditions and unscheduled repairs and maintenance. Contract drilling backlog excludes revenues for mobilization, demobilization, contract preparation and customer reimbursables. No revenue is generally earned during periods of downtime for regulatory surveys. Changes in our contract drilling backlog between periods are generally a function of the performance of work on term contracts, as well as the extension or modification of existing term contracts and the execution of additional contracts. In addition, under certain circumstances, our customers may seek to terminate or renegotiate our contracts, which could adversely affect our reported backlog.

The backlog information presented below does not, nor is it intended to, align with the disclosures related to revenue expected to be recognized in the future related to unsatisfied performance obligations, which are presented in Note 3 "Revenue from Contracts with Customers" to our unaudited condensed consolidated financial statements included in Item 1 of Part I of this report. Contract drilling backlog includes only future dayrate revenue as described above, while the disclosure in Note 3 excludes dayrate revenue and reflects expected future revenue for mobilization, demobilization and capital modifications to our rigs, which are related to non-distinct promises within our signed contracts. See "- Important Factors That May Impact Our Operating Results, Financial Condition or Cash Flows."

The following table reflects our contract drilling backlog as of April 1, 2020 (based on information available at that time), January 1, 2020 (the date reported in our Annual Report on Form 10-K/A for the year ended December 31, 2019), and April 1, 2019 (the date reported in our Quarterly Report on Form 10-Q for the quarter ended March 31, 2019) (in millions).





                              April 1,         January 1,       April 1,
                             2020 (1)(2)        2020 (1)        2019 (1)
Contract Drilling Backlog   $       1,393     $      1,611     $    1,762

(1) Contract drilling backlog as of April 1, 2020, January 1, 2020 and April 1,


    2019 excludes future commitment amounts totaling approximately $100.0
    million, $100.0 million and $135.0 million, respectively, payable by a
    customer in the form of a guarantee of gross margin to be earned on future
    contracts or by direct payment, pursuant to terms of an existing contract.

(2) Contract drilling backlog as of April 1, 2020 includes approximately $66

million of backlog attributable to the upcoming contract for the Ocean

Onyx, which Beach has attempted to terminate. See " - Market Overview."

The following table reflects the amount of revenue related to our contract drilling backlog by year as of April 1, 2020 (in millions).





                                         For the Years Ending December 31,
                                   Total        2020 (1)     2021    2022    2023

Contract Drilling Backlog (2)(3) $ 1,393 $ 521 $ 493 $ 266 $ 113




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(1) Represents the nine-month period beginning April 1, 2020.

(2) Contract drilling backlog as of April 1, 2020 excludes future gross margin


    commitments totaling approximately $100.0 million, which is comprised of
    approximately $25.0 million for 2020 and an aggregate of approximately $75.0
    million for the three-year period ending December 31, 2023. These amounts are
    payable by a customer in the form of a guarantee of gross margin to be earned
    on future contracts or by direct payment at the end of each of the two
    respective periods, pursuant to terms of an existing contract.

(3) Contract drilling backlog as of April 1, 2020 includes $33.1 million and

$32.6 million for the years 2020 and 2021, respectively, of backlog
    attributable to the upcoming contract for the Ocean Onyx, which Beach has
    attempted to terminate. See " - Market Overview."

The following table reflects the percentage of rig days committed by year as of April 1, 2020. The percentage of rig days committed is calculated as the ratio of total days committed under contracts, as well as scheduled shipyard, survey and mobilization days for all rigs in our fleet, to total available days (number of rigs, including cold-stacked rigs, multiplied by the number of days in a particular year).





                                 For the Years Ending December 31,
                          2020 (1)         2021          2022         2023
Rig Days Committed (2)           64 %          45 %          21 %         8 %



(1) Represents the nine-month period beginning April 1, 2020.

(2) As of April 1, 2020, includes approximately 245 rig days, 125 rig days and 30


    rig days currently known and scheduled for contract preparation, mobilization
    of rigs, surveys and extended repair and maintenance projects for the
    remainder of 2020 and for the years 2021 and 2022, respectively.

Important Factors That May Impact Our Operating Results, Financial Condition or Cash Flows

Restructuring Costs. In April 2020, we initiated a plan to reduce the number of employees in our world-wide organization in an effort to lower operating costs and restructure our business. As a result, we expect to incur incremental costs of approximately $7.0 million during the remainder of 2020, primarily in the second quarter, for severance and outplacement services related to our former employees. In addition, we expect to incur incremental costs of approximately $55.0 million during the remainder of 2020 for attorneys, financial advisors and other professionals in connection with our Chapter 11 Cases.

Coronavirus Pandemic. The most immediate impacts and risks to our business as a result of the COVID-19 outbreak and efforts to mitigate the spread of the virus have been the safety of our personnel, as well as travel restrictions that have challenged the ability to move personnel, equipment and services to-and-from drilling rigs. In some instances, we have asked our rig crews to quarantine in-country before offshore rotations, as well as to remain in country after their offshore rotation, which has resulted in incremental costs for salaries and other employee-related expenses. In addition, we have incurred additional costs to deep-clean facilities, purchase medical supplies and personal protective equipment. To date such costs have not been significant, but we cannot predict the future financial impact of our response to the pandemic in this fluid environment.

Regulatory Surveys and Planned Downtime. Our operating income is negatively impacted when we perform certain regulatory inspections, which we refer to as a special survey, that are due every five years for most of our rigs. The inspection interval for our North Sea rigs is two-and-one-half years. In addition, our operating income is negatively impacted by planned downtime for upgrades, contract preparation and mobilization of rigs; however, in some cases, we may be compensated for all or a portion of this downtime. During the remainder of 2020, we expect to spend approximately 245 days for upgrades, surveys, contract preparation and mobilization of rigs, which includes an aggregate of approximately 200 days for special surveys, upgrades and contract preparation for the Ocean BlackRhino and Ocean BlackLion and approximately 45 days for the mobilization of the Ocean Monarch and Ocean Onyx related to their upcoming contracts. We can provide no assurance as to the exact timing and/or duration of downtime associated with regulatory inspections, upgrades, contract preparation, rig mobilizations and other shipyard projects. See " - Contract Drilling Backlog."

Physical Damage and Marine Liability Insurance. We are self-insured for physical damage to rigs and equipment caused by named windstorms in the U.S. Gulf of Mexico, as defined by the relevant insurance policy. If a



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named windstorm in the U.S. Gulf of Mexico causes significant damage to our rigs or equipment, it could have a material adverse effect on our financial condition, results of operations and cash flows. Under our current insurance policy, we carry physical damage insurance for certain losses other than those caused by named windstorms in the U.S. Gulf of Mexico for which our deductible for physical damage is $25.0 million per occurrence. We do not typically retain loss-of-hire insurance policies to cover our rigs.

In addition, we carry marine liability insurance covering certain legal liabilities, including coverage for certain personal injury claims, and generally covering liabilities arising out of or relating to pollution and/or environmental risk. We believe that the policy limit for our marine liability insurance is within the range that is customary for companies of our size in the offshore drilling industry and is appropriate for our business. Under these policies our deductibles for marine liability coverage related to insurable events arising due to named windstorms in the U.S. Gulf of Mexico are $25.0 million for the first occurrence and vary in amounts ranging between $25.0 million and, if aggregate claims exceed certain thresholds, up to $100.0 million for each subsequent occurrence, depending on the nature, severity and frequency of claims that might arise during the policy year. Our deductibles for other marine liability coverage, including personal injury claims not related to named windstorms in the U.S. Gulf of Mexico, are $5.0 million for the first occurrence and vary in amounts ranging between $5.0 million and, if aggregate claims exceed certain thresholds, up to $100.0 million for each subsequent occurrence, depending on the nature, severity and frequency of claims that might arise during the policy year.

Critical Accounting Policies

Our significant accounting policies are discussed in Note 1 of our notes to the audited consolidated financial statements included in our Annual Report on Form 10-K/A for the year ended December 31, 2019.





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Results of Operations



Our operating results for contract drilling services are dependent on three
primary metrics or key performance indicators: revenue-earning days, rig
utilization and average daily revenue. The following table presents these three
key performance indicators and other comparative data relating to our revenues
and operating expenses for the three-month periods ended March 31, 2020 and
2019.



                                                                   Three Months Ended
                                                                       March 31,
                                                              2020                    2019
                                                           (In thousands, except days, daily
                                                                amounts and percentages)
REVENUE-EARNING DAYS (1)                                              795                    734
UTILIZATION (2)                                                        56 %                   48 %
AVERAGE DAILY REVENUE (3)                               $         273,900       $        309,000

REVENUE RELATED TO CONTRACT DRILLING


  SERVICES                                              $         217,866       $        226,697

REVENUE RELATED TO REIMBURSABLE


  EXPENSES                                                         11,304                  6,845
TOTAL REVENUES                                          $         229,170       $        233,542

CONTRACT DRILLING EXPENSE, EXCLUDING


  DEPRECIATION                                          $         184,511       $        167,429
REIMBURSABLE EXPENSES                                   $          11,113       $          6,743
OPERATING LOSS
Contract drilling services, net                         $          33,355       $         59,268
Reimbursable expenses, net                                            191                    102
Depreciation                                                      (93,043 )              (86,898 )
General and administrative expense                                (16,345 )              (17,312 )
Impairment of assets                                             (774,028 )                    -
Gain (loss) on disposition of assets                                3,433                 (4,287 )
Total Operating Loss                                    $        (846,437 )     $        (49,127 )
Other income (expense):
Interest income                                                       389                  2,414
Interest expense, net of amounts capitalized                      (32,321 )              (29,925 )
Foreign currency transaction gain (loss)                              207                 (1,085 )
Other, net                                                            323                    333
Loss before income tax benefit                                   (877,839 )              (77,390 )
Income tax benefit                                                 15,899                  4,062
NET LOSS                                                $        (861,940 )     $        (73,328 )

(1) A revenue-earning day is defined as a 24-hour period during which a rig earns

a dayrate after commencement of operations and excludes mobilization,

demobilization and contract preparation days.

(2) Utilization is calculated as the ratio of total revenue-earning days divided


    by the total calendar days in the period for all specified rigs in our fleet
    (including two and three cold-stacked rigs at March 31, 2020 and 2019,
    respectively).

(3) Average daily revenue is defined as total contract drilling revenue for all

of the rigs in our fleet per revenue-earning day.

Three Months Ended March 31, 2020 and 2019

Net results for the first quarter of 2020 decreased $788.6 million compared to the first quarter of 2019, primarily due to an impairment charge of $774.0 million recognized in the first quarter of 2020 combined with lower margins from our contract drilling services. Contract drilling services contributed operating income of $33.4 million during the first quarter of 2020 compared to operating income of $59.3 million in the first quarter of 2019. Our results for the first quarter of 2020 were also negatively impacted by higher depreciation expense of $6.1 million, primarily due to capital



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expenditures made during 2019. These unfavorable impacts to our net results were partially offset by a $3.5 million gain recognized for the sale of a drilling rig and incremental tax benefit of $11.8 million recognized during the first quarter of 2020.

Operating Results. Contract drilling revenue decreased $8.8 million during the first quarter of 2020 compared to the first quarter of 2019, primarily due to lower average daily revenue earned ($28.0 million), partially offset by the effect of 61 incremental revenue-earning days ($19.1 million). The decrease in average daily revenue is primarily due to the completion of a long-term contract for the Ocean BlackHornet in July 2019, which was at a significantly higher dayrate than the rig's current contract, partially offset by $8.8 million of revenue recognized during the first quarter of 2020 related to the reimbursement of withholding taxes related to one of our rigs in Brazil. Revenue-earning days increased, compared to the first quarter of 2019, primarily due to incremental revenue-earning days for the Ocean Endeavor (90 days), which was reactivated for a new contract that commenced during the second quarter of 2019, and less downtime for planned shipyard projects and mobilization of rigs (77 days), partially offset by the unfavorable impact of incremental non-productive days (58 days).

Contract drilling expense, excluding depreciation, increased $17.1 million during the first quarter of 2020 compared to the first quarter of 2019, primarily due to higher costs for repairs and maintenance ($7.6 million), labor and personnel ($7.3 million), primarily related to the newly reactivated Ocean Endeavor and Ocean Onyx, equipment rental ($2.2 million) and inspections ($2.2 million), partially offset by a net reduction in other rig costs ($2.2 million).

Impairment of Assets. During the first quarter of 2020, we evaluated five of our drilling rigs that had indicators of impairment and determined that the carrying values of four of the rigs were impaired. As a result, we recognized an aggregate impairment charge of $774.0 million during the quarter. See Notes 4 and 7 to our unaudited condensed consolidated financial statements included in Item 1 of Part I of this report.

Gain (Loss) on Disposition of Assets. During the first quarter of 2020, we sold the Ocean Confidence, a previously impaired semisubmersible rig that was cold stacked in 2015, for a net pre-tax gain of $3.5 million. In the first quarter of 2019, we recognized a $4.3 million loss on the sale of certain scrapped rig equipment.

Income Tax Benefit. On March 27, 2020, the President of the United States signed into law the Coronavirus Aid, Relief and Economic Security Act ("CARES Act"). The CARES Act allows a carryback of net operating losses generated in 2018, 2019 and 2020 to each of the five preceding taxable years. As a result of the carryback, we recognized a tax benefit of $9.7 million due to a partial release of a previously recognized valuation allowance and tax rate change.

We recorded a net income tax benefit of $15.9 million (1.8% effective tax rate) for the first quarter of 2020, compared to an income tax benefit of $4.1 million (5.3% effective tax rate) for the same quarter of 2019. The decrease in the effective tax rate was primarily due to an increase in valuation allowance for tax attributes that are not likely to be realized and our mix of domestic and international pre-tax profits and losses, partially offset by the benefit recognized from the CARES Act.

Liquidity and Capital Resources

In April 2020, as a result of continued challenges in the offshore drilling industry and the current uncertainty in the global markets resulting from, among other things, the COVID-19 outbreak and a significant decline in oil prices, we commenced the Chapter 11 Cases described in Note 13 "Subsequent Events" to our unaudited condensed consolidated financial statements included in Item 1 of Part I of this report and "- Bankruptcy Filing".

Although we anticipate that the Chapter 11 Cases will help address our liquidity concerns, uncertainty remains over the Bankruptcy Court's approval of a plan of reorganization, and therefore substantial doubt exists over our ability to continue as a going concern at this time. Financial information in this report has been prepared on the basis that we will continue as a going concern, which presumes that we will be able to realize our assets and discharge our liabilities in the normal course of business as they come due. Financial information in this report does not reflect the adjustments to the carrying values of assets and liabilities and the reported expenses and balance sheet classifications that would be necessary if we were unable to realize our assets and settle our liabilities as a going concern in the normal course of operations. Such adjustments could be material. Our long-term liquidity requirements, the adequacy of capital resources and ability to continue as a going concern are difficult to predict at this time and ultimately cannot be determined until a Chapter 11 plan has been confirmed, if at all, by the



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Bankruptcy Court. If our future sources of liquidity are insufficient, we could face substantial liquidity constraints and be unable to continue as a going concern and will likely be required to significantly reduce, delay or eliminate capital expenditures, implement further cost reductions, or seek other financing alternatives.

We have historically relied on our cash flows from operations and cash reserves to meet our liquidity needs, which primarily include the servicing of our debt repayments and interest payments, as well as funding our working capital requirements and capital expenditures. As of April 1, 2020, our contractual backlog was $1.4 billion, of which $0.5 billion is expected to be realized during the remaining nine months of 2020. Also, during the fourth quarter of 2020, we expect to receive a $25.0 million payment from a customer for a gross margin commitment pursuant to terms of an existing contract if the commitment is not satisfied by the signing of a new contract commencing in 2020. At March 31, 2020, we had cash available for current operations of $499.1 million.

Sources and Uses of Cash

During the first quarter of 2020, net cash usage for operating activities and capital expenditures was $22.8 million and $74.9 million, respectively. Our primary sources of cash during the same period were $436.0 million in borrowings under our credit facility and proceeds from the sale of the Ocean Confidence of $4.6 million.

Cash Flow from Operations. Cash flow from operations for the first quarter of 2020 decreased $25.7 million compared to the first quarter of 2019, primarily due to higher net cash expenditures related to contract drilling, shorebase support and general and administrative costs ($44.2 million). The incremental cash used for operations during the first quarter of 2020 was partially offset by an increase in cash receipts for contract drilling services ($20.1 million) and lower foreign income tax payments, net of refunds ($1.6 million).

Upgrades and Other Capital Expenditures. As of the date of this report, we expect cash capital expenditures for the remaining nine months of 2020 to be approximately $115 million to $135 million for a total spend of approximately $190 million to $210 million in 2020. Planned spending for the remainder of 2020 primarily consists of equipment upgrades for the Ocean BlackRhino and Ocean BlackLion. At March 31, 2020, we had no significant purchase obligations, except for those related to our direct rig operations, which arise during the normal course of business.

Other Obligations. As of March 31, 2020, the total net unrecognized tax benefits related to uncertain tax positions was $245.6 million. Due to the high degree of uncertainty regarding the timing of future cash outflows associated with the liabilities recognized in these balances, we are unable to make reasonably reliable estimates of the period of cash settlement with the respective taxing authorities.

See Note 9 "Credit Agreements and Credit Ratings" to our unaudited condensed consolidated financial statements included in Item 1 of Part I of this report for a discussion of the recent downgrades of our credit ratings.

Other Commercial Commitments - Letters of Credit

See Note 10 "Commitments and Contingencies" to our unaudited condensed consolidated financial statements included in Item 1 of Part I of this report for a discussion of our other commercial commitments.

Off-Balance Sheet Arrangements

At March 31, 2020 and December 31, 2019, we had no off-balance sheet debt or other off-balance sheet arrangements.

New Accounting Pronouncements

See Note 1 "General Information - Recently Adopted Accounting Pronouncements" to our unaudited condensed consolidated financial statements included in Item 1 of Part I of this report for a discussion of recently issued accounting pronouncements.



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Forward-Looking Statements

We or our representatives may, from time to time, either in this report, in periodic press releases or otherwise, make or incorporate by reference certain written or oral statements that are "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, or the Exchange Act. All statements other than statements of historical fact are, or may be deemed to be, forward-looking statements. Forward-looking statements include, without limitation, any statement that may project, indicate or imply future results, events, performance or achievements, and may contain or be identified by the words "expect," "intend," "plan," "predict," "anticipate," "estimate," "believe," "should," "could," "would," "may," "might," "will," "will be," "will continue," "will likely result," "project," "forecast," "budget" and similar expressions. In addition, any statement concerning future financial performance (including, without limitation, future revenues, earnings or growth rates), ongoing business strategies or prospects, and possible actions taken by or against us, which may be provided by management, are also forward-looking statements as so defined. Statements made by us in this report that contain forward-looking statements may include, but are not limited to, information concerning our possible or assumed future results of operations and statements about the following subjects:



  • our ability to continue as a going concern;


     •   covenant compliance and availability of borrowings under our Credit
         Agreement or other financings;


     •   any potential debt restructuring or refinancing and access to sources of
         liquidity;


     •   our ability to obtain Bankruptcy Court approval with respect to motions
         or other requests made to the Bankruptcy Court in the Chapter 11 Cases,
         including maintaining strategic control as debtors-in-possession?


     •   our ability to negotiate, develop, confirm and consummate a plan of
         reorganization that restructures our debt obligations to address our
         liquidity issues and allows emergence from the Chapter 11 Cases;


     •   the effects of the Chapter 11 Cases on our operations, including our
         relationships with employees, regulatory authorities, customers,
         suppliers, banks, insurance companies and other third parties, and
         agreements;


     •   the effects of the Chapter 11 Cases on the Company and its subsidiaries
         and on the interests of various constituents, including holders of our
         common stock and debt instruments?


     •   the length of time that we will operate under chapter 11 protection and
         the continued availability of operating capital during the pendency of
         the proceedings?


     •   risks associated with third-party motions in the Chapter 11 Cases, which
         may interfere with our ability to confirm and consummate a plan of
         reorganization and restructuring generally?


     •   increased advisory costs to execute a plan of reorganization and
         increased administrative and legal costs related to the Chapter 11 Cases
         and other litigation and the inherent risks involved in a bankruptcy
         process?


     •   our ability to access adequate debtor-in-possession financing, if needed,
         or use cash collateral?


     •   the potential adverse effects of the Chapter 11 Cases on our liquidity,
         results of operations, or business prospects?


     •   the impact of the delisting of our common stock by the New York Stock
         Exchange on the liquidity and market price of our common stock;


     •   market conditions and the effect of such conditions on our future results
         of operations;


     •   sources and uses of and requirements for financial resources and sources
         of liquidity;


  • customer spending programs;


  • contractual obligations and future contract negotiations;


  • interest rate and foreign exchange risk;


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  • operations outside the United States;


  • business strategy;


  • growth opportunities;


     •   competitive position, including without limitation, competitive rigs
         entering the market;


  • expected financial position;


  • cash flows and contract backlog;


     •   future amounts payable by a customer in the form of a guarantee of gross
         margin to be earned on future contracts or by direct payment, pursuant to
         terms of an existing contract, including the timing of such payments;


  • idling drilling rigs or reactivating stacked rigs;


  • outcomes of litigation and legal proceedings;


  • financing plans;


  • market outlook;


  • tax planning and effects of the CARES Act;


     •   changes in tax laws and policies or adverse outcomes resulting from
         examination of our tax returns;


     •   debt levels and the impact of changes in the credit markets and credit
         ratings for us and our debt;


  • budgets for capital and other expenditures;


     •   financial and operational impacts of and duration of the COVID-19
         pandemic and any related actions taken by businesses and governments;


     •   timing and duration of required regulatory inspections for our drilling
         rigs and other planned downtime;


     •   process and timing for acquiring regulatory permits and approvals for our
         drilling operations;


  • timing and cost of completion of capital projects;


  • delivery dates and drilling contracts related to capital projects;


     •   Beach's attempt to terminate its contract for the Ocean Onyx and future
         backlog for the Ocean Onyx;


  • plans and objectives of management;


  • scrapping retired rigs;


  • asset impairments and impairment evaluations;


  • assets held for sale;


  • our internal controls and internal control over financial reporting;


  • performance of contracts;


  • compliance with applicable laws; and


  • availability, limits and adequacy of insurance or indemnification.

These types of statements are based on current expectations about future events and inherently are subject to a variety of assumptions, risks and uncertainties, many of which are beyond our control, that could cause actual results to differ materially from those expected, projected or expressed in forward-looking statements. These risks and uncertainties include, among others, those described or referenced under "Risk Factors" in Item 1A in our Annual Report on Form 10-K/A for the year ended December 31, 2019 and Item 1A, "Risk Factors," included in Part II of this report.



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The risks and uncertainties referenced above are not exhaustive. Other sections of this report and our other filings with the Securities and Exchange Commission include additional factors that could adversely affect our business, results of operations and financial performance. Given these risks and uncertainties, investors should not place undue reliance on forward-looking statements. Forward-looking statements included in this report speak only as of the date of this report. We expressly disclaim any obligation or undertaking to release publicly any updates or revisions to any forward-looking statement to reflect any change in our expectations or beliefs with regard to the statement or any change in events, conditions or circumstances on which any forward-looking statement is based. In addition, in certain places in this report, we may refer to reports published by third parties that purport to describe trends or developments in energy production or drilling and exploration activity. While we believe that these reports are reliable, we have not independently verified the information included in such reports. We specifically disclaim any responsibility for the accuracy and completeness of such information and undertake no obligation to update such information.

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