SUPPLEMENTAL INDENTURESupplemental Indenture • September 4th, 2024 • Diamond Offshore Drilling, Inc. • Drilling oil & gas wells
THIS SUPPLEMENTAL INDENTURE is entered into as of September 4, 2024 (this “Supplemental Indenture”) among DIAMOND FOREIGN ASSET COMPANY, an exempted company incorporated under the laws of the Cayman Islands (“Cayman Issuer”), DIAMOND FINANCE, LLC, a Delaware limited liability company (“FinanceCo” and, together with the Cayman Issuer, the “Issuers”), DIAMOND OFFSHORE DRILLING, INC., a Delaware corporation (the “Existing Company”), DOLPHIN MERGER SUB 2, INC., a Delaware corporation (to be known as Noble Offshore Drilling, Inc. on or around the date hereof) (the “New Company”), and HSBC BANK USA, NATIONAL ASSOCIATION (“HSBC”), as trustee (in such capacity, the “Trustee”) and collateral agent (in such capacity, the “Collateral Agent”).
ASSIGNMENT AND ASSUMPTION AGREEMENTAssignment and Assumption Agreement • September 4th, 2024 • Diamond Offshore Drilling, Inc. • Drilling oil & gas wells
THIS ASSIGNMENT AND ASSUMPTION AGREEMENT (this “Agreement”), dated as of September 4, 2024, is by and among Noble Corporation plc, a public limited company incorporated under the laws of England and Wales (“Noble”) and Computershare, Inc., a Delaware corporation (“Computershare”), and its affiliate, Computershare Trust Company, N.A., a federally chartered trust company, collectively as warrant agent (the “Warrant Agent”) and Diamond Offshore Drilling, Inc., a Delaware corporation (“Diamond Offshore”). Capitalized terms used but not defined in this Agreement have the respective meanings ascribed to such terms in the Warrant Agreement (as defined below).
