APMH Invest A/S Amends Noble Corp Stake Filing

TL;DR

APMH Invest A/S updated its 13D filing for Noble Corp plc on 9/5/24. Ownership details changed.

AI Summary

APMH Invest A/S, a group member of A.P. Moller Holding A/S, has filed an amendment (No. 3) to its Schedule 13D on September 5, 2024, regarding its holdings in Noble Corp plc. The filing indicates a change in reporting regarding their beneficial ownership of Noble Corp plc's ordinary shares.

Why It Matters

This filing signals a potential shift or clarification in the ownership structure or intentions of a significant shareholder in Noble Corp plc, which could influence market perception and stock performance.

Risk Assessment

Risk Level: medium — Changes in major shareholder filings can indicate strategic shifts, potentially impacting the company's future direction and stock price.

Key Numbers

• 20240905 — Filing Date (Date of the SC 13D/A amendment)

Key Players & Entities

• APMH Invest A/S (company) — Filing entity
• A.P. Moller Holding A/S (company) — Parent/Group member
• Noble Corp plc (company) — Subject company
• Connie I. Milonakis (person) — Legal counsel
• Davis Polk & Wardwell London LLP (company) — Legal firm

FAQ

Key Financial Figures

• $0.00001 — Issuer) A Ordinary Shares, par value $0.00001 per share (Title of Class of Securiti

Filing Documents

• dp217676_sc13da.htm (SC 13D/A) — 65KB
• 0000950103-24-013219.txt ( ) — 67KB

: Interest in Securities of the Issuer

Item 5: Interest in Securities of the Issuer This Amendment amends and restates Item 5 of Schedule 13D in its entirety as follows: (a)-(b) As of September 4, 2024, the Reporting Persons may be deemed to have beneficially owned an aggregate of 29,020,703 Ordinary Shares, representing approximately 17.35% of the total number of outstanding Ordinary Shares (such percentage calculated based on 167,279,702 Ordinary Shares outstanding as of September 4, 2024, as reported by the Issuer in its notification to Nasdaq Copenhagen on September 4, 2024 of changes in its share capital in connection with its issue of new Ordinary Shares in relation to its acquisition of Diamond Offshore Drilling, Inc.). As of September 4, 2024, APMH Invest was the record and beneficial owner of 29,020,703 Ordinary Shares. Each of APMH, as the sole owner of APMH Invest, and the A.P. Moller Foundation, as the sole owner of APMH, may be deemed to be the beneficial owner of the Ordinary Shares held by APMH Invest. As of September 4, 2024, none of the Covered Persons identified on Schedule I to this Schedule 13D beneficially owned any Ordinary Shares, except that: (i) Lars-Erik Brenøe beneficially owned 4,518 Ordinary Shares. Mr. Brenøe beneficially owned 2,800 Maersk Drilling Shares immediately prior to the Exchange Offer and tendered all of such Maersk Drilling Shares in the Exchange Offer. Upon the completion of the Exchange Offer on October 3, 2022, Mr. Brenøe received 4,518 Ordinary Shares in exchange for his Maersk Drilling Shares. (ii) Claus V. Hemmingsen beneficially owned (x) 8,752 Ordinary Shares and (y) 8,848 restricted stock units each representing a contingent right to receive one Ordinary Share (including 4,320 which have vested already, 2,716 which will vest on January 26, 2025, and 1,812 which will be settled in cash on January 26, 2025; and not including 2,880 restricted stock units which were previously settled in cash). Mr. Hemmingsen beneficially owned 5,4

: Material to be Filed as Exhibits

Item 7: Material to be Filed as Exhibits Exhibit 99.1 Business Combination Agreement, dated as of November 10, 2021, by and among Noble Corporation, Noble Finco Limited, Noble Newco Sub Limited and The Drilling Company of 1972 A/S (incorporated by reference to Exhibit 99.1 to the Original Schedule 13D). Exhibit 99.2 Relationship Agreement, dated as of October 3, 2022 by and among Noble Corporation plc, Noble Corporation, APMH Invest A/S, and the Existing Investors named therein (incorporated by reference to Exhibit 99.2 to the Original Schedule 13D). Exhibit 99.3 Registration Rights Agreement, dated as of October 3, 2022 by and among Noble Corporation plc and APMH Invest A/S (incorporated by reference to Exhibit 99.3 to the Original Schedule 13D). Exhibit 99.4 Power of Attorney of A.P. Møller og Hustru Chastine Mc-Kinney Møllers Fond til almene Formaal, dated as of September 23, 2022 (incorporated by reference to Exhibit 99.4 to the Original Schedule 13D). 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: September 5, 2024 A.P. MØLLER OG HUSTRU CHASTINE MC-KINNEY MØLLERS FOND TIL ALMENE FORMAAL By: /s/ Martin Larsen Name: Martin Larsen Title: Attorney-in-fact A.P. MØLLER HOLDING A/S By: /s/ Martin Larsen Name: Martin Larsen Title: Chief Financial Officer APMH INVEST A/S By: /s/ Martin Larsen Name: Martin Larsen Title: Chief Executive Officer EXHIBIT INDEX Exhibit Description Exhibit 99.1 Business Combination Agreement, dated as of November 10, 2021, by and among Noble Corporation, Noble Finco Limited, Noble Newco Sub Limited and The Drilling Company of 1972 A/S (incorporated by reference to Exhibit 99.1 to the Original Schedule 13D). Exhibit 99.2 Relationship Agreement, dated as of October 3, 2022 by and among Noble Corporation plc, Noble Corporation

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View this SC 13D/A filing on SEC EDGAR