Maersk-Noble merger

Noble and Maersk reveal board members for ‘unmatched player in offshore drilling market’

Offshore rig owners Noble Corporation and Maersk Drilling have revealed a board of directors for the new combined company, which will become effective upon the closing of the business combination announced late last year.

A Maersk Drilling semi-sub rig

The combined company’s seven-member board of directors, led by Chairman, Charles M. (Chuck) Sledge, will provide diverse and balanced representation from Noble and Maersk Drilling’s current boards, the two companies said in a statement on Thursday.

Aside from Sledge, the nominees for the combined company’s board of directors are Claus V. Hemmingsen, Alan J. Hirshberg, Kristin H. Holth, Alistair Maxwell, Ann D. Pickard, and Robert W. Eifler.

According to the two companies, each board member has significant leadership experience and brings unique perspectives on strategic planning, capital markets, M&A, E&P customers, legal and regulatory affairs, and sustainability in the offshore oil and gas industry.

Sledge commented, “I look forward to working with this experienced group of directors upon merger completion. The diversity of knowledge and backgrounds will serve the combined company well as the offshore drilling industry begins a new business cycle. Under this board’s governance and Robert’s leadership, I’m confident that the combined company will be the driller of choice for our customers and the equity of choice for investors.”

Maersk Drilling’s Chairperson, Claus V. Hemmingsen, commented, “I am pleased to accept the nomination as a post-closing board member. The combination of Maersk Drilling and Noble rests on a strong industry logic and I remain convinced that the new company will be a unique and unmatched player in the offshore drilling market. I look forward to building on the momentum of both companies, leveraging our shared values, strong focus on enhanced customer experience and commitment to sustainability.”

Noble and Maersk Drilling agreed to combine the two companies in November 2021 and the merger is subject to, among other things, approval by shareholders, some of which were not happy by the proposed plan despite “appealing optics.”

The two companies have already secured clearance from the Norwegian Competition Authority while the UK’s Competition and Markets Authority is still investigating the merger plans. The UK’s regulator has recently invited comments on the transaction from any interested party, with a deadline until 10 March 2022. The deadline by when the decision whether to refer the merger for a Phase 2 investigation will be announced is set for 22 April 2022.

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Board nominees

Sledge has served as chairman of the board of directors of Noble Corporation since early 2021. He currently serves as chairman of Weatherford International and is a board member of Talos Energy. Sledge was Chief Financial Officer of Cameron International from 2008 until 2016 when the oilfield services company was acquired by Schlumberger.

Hemmingsen has served as chairman of the board of directors of Maersk Drilling since 2016. He Hemmingsen currently serves as the chairman of DFDS A/S, HusCompagniet A/S and Innargi Holding A/S, and as a board member of A.P. Møller og Hustru Chastine Mc-Kinney Møllers Fond til Almene Formaal (The A.P. Moller Foundation), A.P. Møller Holding A/S, Den A.P. Møllerske Støttefond, Det Forenede Dampskibs-Selskabs Jubilæumsfond, Fonden Mærsk Mc-Kinney Møller Center for Zero Carbon Shipping, Global Maritime Forum Fonden, and Work Wear Group A/S. Mr. Hemmingsen is a member of the Danish Committee on Corporate Governance.

Hirshberg has served on the board of directors of Noble Corporation since early 2021. Mr. Hirshberg is currently a board member of Falcon Minerals Corporation and McDermott International and formerly served as a Senior Advisor at Blackstone Management Partners. Between 2010 and 2019, Mr. Hirshberg worked for ConocoPhillips as Executive Vice President, Production, Drilling and Projects and Senior Vice President, Planning and Strategy. Prior to joining ConocoPhillips, Mr. Hirshberg worked at Exxon and ExxonMobil for 27 years, serving in various senior leadership positions in upstream research, production operations, major projects, and strategic planning. His last role at ExxonMobil was Vice President of Worldwide Deepwater and Africa Projects.

Holth has served on Maersk Drilling’s Board of Directors since April 2020. Holth currently serves as a board member of GasLog Partners, Maersk Tankers, HitecVision, ABP AS, BI International Advisory board and chair of Equality Check. Before starting her career as a non-executive director, Holth was Executive Vice President and Global Head of Ocean Industries in DNB Bank.

Maxwell has served on Maersk Drilling’s Board of Directors since April 2019. He comes from a position as CFO of Signifier Medical Technologies and has previously held the position as CFO of GasLog. Prior to that, he worked in the investment banking industry for 29 years, most recently with Goldman Sachs from 2010 to 2016 where he was a partner and Co-Head of the Global Energy Group with responsibility for relationships with a wide range of corporate and other clients.

Pickard has served on the board of directors of Noble Corporation since early 2021. Pickard is currently a director of KBR, Woodside Petroleum, and The University of Wyoming Foundation. In addition, Pickard is an active member of Chief Executive Women. Pickard worked for Shell from 2000 to 2016 and held numerous executive management positions of increasing responsibility. She joined Shell after an 11-year tenure with Mobil before its merger with Exxon.