Guarantee of Registered Securities

In connection with the Pride acquisition in 2011, Ensco Rowan plc and Pride entered into a supplemental indenture to the indenture dated as of July 1, 2004, between Pride and the Bank of New York Mellon, as indenture trustee, providing for, among other matters, the full and unconditional guarantee by Ensco Rowan plc of Pride’s 6.875% unsecured senior notes due 2020 and 7.875% unsecured senior notes due 2040, which had an aggregate outstanding principal balance of $422.9 million as of March 31, 2019. The Ensco Rowan plc guarantee provides for the unconditional and irrevocable guarantee of the prompt payment, when due, of any amount owed to the holders of the notes.

Ensco Rowan plc is also a full and unconditional guarantor of the 7.2% debentures due 2027 issued by ENSCO International Incorporated during 1997, which had an aggregate outstanding principal balance of $150.0 million as of March 31, 2019.

Pride and Ensco International Incorporated are 100% owned subsidiaries of Ensco Rowan plc. All guarantees are unsecured obligations of Ensco Rowan plc ranking equal in right of payment with all of its existing and future unsecured and unsubordinated indebtedness.

The following tables present the unaudited condensed consolidating statements of operations for the three month periods ended March 31, 2019 and 2018; the unaudited condensed consolidating statements of comprehensive loss for the three month periods ended March 31, 2019 and 2018; the condensed consolidating balance sheets as of March 31, 2019 (unaudited) and December 31, 2018; and the unaudited condensed consolidating statements of cash flows for the three month periods ended March 31, 2019 and 2018, in accordance with Rule 3-10 of Regulation S-X.

ENSCO ROWAN PLC AND SUBSIDIARIES CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS Three Months Ended March 31, 2019 (in millions) (Unaudited)

	Ensco Rowan plc			ENSCO International Incorporated			Pride International LLC			Other Non-Guarantor Subsidiaries			Consolidating Adjustments			Total
OPERATING REVENUES	$	11.4		$	39.5		$	—		$	430.4		$	(75.4	)	$	405.9
OPERATING EXPENSES
Contract drilling (exclusive of depreciation)	11.7			35.7			—			360.6			(75.4		)	332.6
Depreciation	—			3.7			—			121.3			—			125.0
General and administrative	14.9			.1			—			14.6			—			29.6
OPERATING LOSS	(15.2		)	—			—			(66.1		)	—			(81.3		)
OTHER EXPENSE, NET	(16.1		)	(15.4		)	(20.5		)	(27.3		)	4.1			(75.2		)
LOSS FROM CONTINUING OPERATIONS BEFORE INCOME TAXES	(31.3		)	(15.4		)	(20.5		)	(93.4		)	4.1			(156.5		)
INCOME TAX PROVISION	—			16.6			—			14.9			—			31.5
EQUITY IN EARNINGS (LOSSES) OF AFFILIATES, NET OF TAX	(159.1		)	32.1			26.1			—			100.9			—
NET INCOME (LOSS)	(190.4		)	.1			5.6			(108.3		)	105.0			(188.0		)
NET LOSS ATTRIBUTABLE TO NONCONTROLLING INTERESTS	—			—			—			(2.4		)	—			(2.4		)
NET INCOME (LOSS) ATTRIBUTABLE TO ENSCOROWAN	$	(190.4	)	$	.1		$	5.6		$	(110.7	)	$	105.0		$	(190.4	)

ENSCO ROWAN PLC AND SUBSIDIARIES CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS Three Months Ended March 31, 2018 (in millions) (Unaudited)

	Ensco Rowan plc			ENSCO International Incorporated			Pride International LLC			Other Non-Guarantor Subsidiaries			Consolidating Adjustments			Total
OPERATING REVENUES	$	12.3		$	40.3		$	—		$	443.5		$	(79.1	)	$	417.0
OPERATING EXPENSES
Contract drilling (exclusive of depreciation)	13.4			36.6			—			354.3			(79.1		)	325.2
Depreciation	—			3.5			—			111.7			—			115.2
General and administrative	10.2			.2			—			17.5			—			27.9
OPERATING LOSS	(11.3		)	—			—			(40.0		)	—			(51.3		)
OTHER INCOME (EXPENSE), NET	5.6			(28.0		)	(30.3		)	(33.4		)	15.4			(70.7		)
LOSS FROM CONTINUING OPERATIONS BEFORE INCOME TAXES	(5.7		)	(28.0		)	(30.3		)	(73.4		)	15.4			(122.0		)
INCOME TAX PROVISION	—			4.3			—			14.1			—			18.4
DISCONTINUED OPERATIONS, NET	—			—			—			(.1		)	—			(.1		)
EQUITY IN EARNINGS (LOSSES) OF AFFILIATES, NET OF TAX	(134.4		)	20.8			23.4			—			90.2			—
NET LOSS	(140.1		)	(11.5		)	(6.9		)	(87.6		)	105.6			(140.5		)
NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS	—			—			—			.4			—			.4
NET LOSS ATTRIBUTABLE TO ENSCOROWAN	$	(140.1	)	$	(11.5	)	$	(6.9	)	$	(87.2	)	$	105.6		$	(140.1	)

ENSCO ROWAN PLC AND SUBSIDIARIES

CONDENSED CONSOLIDATING STATEMENTS OF COMPREHENSIVE LOSS

Three Months Ended March 31, 2019

(in millions)

(Unaudited)



	Ensco Rowan plc			ENSCO International Incorporated		Pride International LLC		Other Non-Guarantor Subsidiaries			Consolidating Adjustments		Total

NET INCOME (LOSS)	$	(190.4	)	$	.1	$	5.6	$	(108.3	)	$	105.0	$	(188.0	)
OTHER COMPREHENSIVE INCOME (LOSS), NET
Reclassification of net losses on derivative instruments from other comprehensive income into net income	—			1.6		—		—			—		1.6
Other	—			—		—		(.1		)	—		(.1		)
NET OTHER COMPREHENSIVE INCOME (LOSS)	—			1.6		—		(.1		)	—		1.5
COMPREHENSIVE INCOME (LOSS)	(190.4		)	1.7		5.6		(108.4		)	105.0		(186.5		)
COMPREHENSIVE INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS	—			—		—		(2.4		)	—		(2.4		)
COMPREHENSIVE INCOME (LOSS) ATTRIBUTABLE TO ENSCOROWAN	$	(190.4	)	$	1.7	$	5.6	$	(110.8	)	$	105.0	$	(188.9	)

ENSCO ROWAN PLC AND SUBSIDIARIES

CONDENSED CONSOLIDATING STATEMENTS OF COMPREHENSIVE LOSS

Three Months Ended March 31, 2018

(in millions)

(Unaudited)



	Ensco Rowan plc			ENSCO International Incorporated			Pride International LLC			Other Non-Guarantor Subsidiaries			Consolidating Adjustments		Total

NET LOSS	$	(140.1	)	$	(11.5	)	$	(6.9	)	$	(87.6	)	$	105.6	$	(140.5	)
OTHER COMPREHENSIVE INCOME (LOSS), NET
Net change in fair value of derivatives	—			1.9			—			—			—		1.9
Reclassification of net gains on derivative instruments from other comprehensive income into net loss	—			(2.2		)	—			—			—		(2.2		)
Other	—			—			—			(.1		)	—		(.1		)
NET OTHER COMPREHENSIVE INCOME (LOSS)	—			(.3		)	—			(.1		)	—		(.4		)
COMPREHENSIVE LOSS	(140.1		)	(11.8		)	(6.9		)	(87.7		)	105.6		(140.9		)
COMPREHENSIVE LOSS ATTRIBUTABLE TO NONCONTROLLING INTERESTS	—			—			—			.4			—		.4
COMPREHENSIVE LOSS ATTRIBUTABLE TO ENSCOROWAN	$	(140.1	)	$	(11.8	)	$	(6.9	)	$	(87.3	)	$	105.6	$	(140.5	)

ENSCO ROWAN PLC AND SUBSIDIARIES CONDENSED CONSOLIDATING BALANCE SHEETS March 31, 2019 (in millions) (Unaudited)

	Ensco Rowan plc		ENSCO International Incorporated		Pride International LLC			Other Non-Guarantor Subsidiaries			Consolidating Adjustments			Total
ASSETS
CURRENT ASSETS
Cash and cash equivalents	$	245.9	$	—	$	2.3		$	50.2		$	—		$	298.4
Short-term investments	245.0		—		—			—			—			245.0
Accounts receivable, net	4.1		25.4		—			284.2			—			313.7
Accounts receivable from affiliates	1,822.9		78.2		.7			54.2			(1,956.0		)	—
Other	.4		3.5		—			350.9			—			354.8
Total current assets	2,318.3		107.1		3.0			739.5			(1,956.0		)	1,211.9
PROPERTY AND EQUIPMENT, AT COST	1.8		101.4		—			15,265.4			—			15,368.6
Less accumulated depreciation	1.8		71.1		—			2,786.8			—			2,859.7
Property and equipment, net	—		30.3		—			12,478.6			—			12,508.9
DUE FROM AFFILIATES	2,412.6		—		61.1			2,485.7			(4,959.4		)	—
INVESTMENTS IN AFFILIATES	8,372.7		3,745.8		1,226.0			—			(13,344.5		)	—
OTHER ASSETS	8.8		—		—			133.4			—			142.2
	$	13,112.4	$	3,883.2	$	1,290.1		$	15,837.2		$	(20,259.9	)	$	13,863.0
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable and accrued liabilities	$	64.8	$	34.0	$	4.6		$	413.5		$	—		$	516.9
Accounts payable to affiliates	29.2		55.4		8.6			1,862.8			(1,956.0		)	—
Total current liabilities	94.0		89.4		13.2			2,276.3			(1,956.0		)	516.9
DUE TO AFFILIATES	1,439.3		994.5		1,362.2			1,163.4			(4,959.4		)	—
LONG-TERM DEBT	3,678.4		149.4		501.5			689.2			—			5,018.5
OTHER LIABILITIES	0.4		67.2		—			359.7			—			427.3
ENSCOROWAN SHAREHOLDERS' EQUITY (DEFICIT)	7,900.3		2,582.7		(586.8		)	11,348.8			(13,344.5		)	7,900.5
NONCONTROLLING INTERESTS	—		—		—			(.2		)	—			(.2		)
Total equity	7,900.3		2,582.7		(586.8		)	11,348.6			(13,344.5		)	7,900.3
	$	13,112.4	$	3,883.2	$	1,290.1		$	15,837.2		$	(20,259.9	)	$	13,863.0

ENSCO ROWAN PLC AND SUBSIDIARIES CONDENSED CONSOLIDATING BALANCE SHEETS December 31, 2018 (in millions)

	Ensco Rowan plc		ENSCO International Incorporated		Pride International LLC			Other Non-Guarantor Subsidiaries			Consolidating Adjustments			Total
ASSETS
CURRENT ASSETS
Cash and cash equivalents	$	199.8	$	—	$	2.7		$	72.6		$	—		$	275.1
Short-term investments	329.0		—		—			—			—			329.0
Accounts receivable, net	7.3		25.4		—			312.0			—			344.7
Accounts receivable from affiliates	1,861.2		171.4		—			131.7			(2,164.3		)	—
Other	.6		6.0		—			354.3			—			360.9
Total current assets	2,397.9		202.8		2.7			870.6			(2,164.3		)	1,309.7
PROPERTY AND EQUIPMENT, AT COST	1.8		125.2		—			15,390.0			—			15,517.0
Less accumulated depreciation	1.8		91.3		—			2,807.7			—			2,900.8
Property and equipment, net	—		33.9		—			12,582.3			—			12,616.2
DUE FROM AFFILIATES	2,413.8		234.5		125.0			2,715.1			(5,488.4		)	—
INVESTMENTS IN AFFILIATES	8,522.6		3,713.7		1,199.9			—			(13,436.2		)	—
OTHER ASSETS	8.1		—		—			89.7			—			97.8
	$	13,342.4	$	4,184.9	$	1,327.6		$	16,257.7		$	(21,088.9	)	$	14,023.7
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable and accrued liabilities	$	85.3	$	32.0	$	12.7		$	398.5		$	—		$	528.5
Accounts payable to affiliates	59.7		139.5		38.2			1,926.9			(2,164.3		)	—
Total current liabilities	145.0		171.5		50.9			2,325.4			(2,164.3		)	528.5
DUE TO AFFILIATES	1,432.0		1,226.9		1,366.5			1,463.0			(5,488.4		)	—
LONG-TERM DEBT	3,676.5		149.3		502.6			682.0			—			5,010.4
OTHER LIABILITIES	.1		64.3		—			331.6			—			396.0
ENSCOROWAN SHAREHOLDERS' EQUITY (DEFICIT)	8,088.8		2,572.9		(592.4		)	11,458.3			(13,436.2		)	8,091.4
NONCONTROLLING INTERESTS	—		—		—			(2.6		)	—			(2.6		)
Total equity	8,088.8		2,572.9		(592.4		)	11,455.7			(13,436.2		)	8,088.8
	$	13,342.4	$	4,184.9	$	1,327.6		$	16,257.7		$	(21,088.9	)	$	14,023.7



ENSCO ROWAN PLC AND SUBSIDIARIES CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS Three Months Ended March 31, 2019 (in millions) (Unaudited)
	Ensco Rowan plc			ENSCO International Incorporated			Pride International LLC			Other Non-guarantor Subsidiaries			Consolidating Adjustments		Total
OPERATING ACTIVITIES
Net cash provided by (used in) operating activities	$	(45.9	)	$	(43.0	)	$	(55.2	)	$	119.7		$	—	$	(24.4	)
INVESTING ACTIVITIES
Maturities of short-term investments	204.0			—			—			—			—		204.0
Purchases of short-term investments	(120.0		)	—			—			—			—		(120.0		)
Additions to property and equipment	—			—			—			(29.0		)	—		(29.0		)
Other	—			—			—			.3			—		.3
Net cash provided by (used in) in investing activities	84.0			—			—			(28.7		)	—		55.3
FINANCING ACTIVITIES
Cash dividends paid	(4.5		)	—			—			—			—		(4.5		)
Advances from (to) affiliates	15.3			43.0			54.8			(113.1		)	—		—
Other	(2.8		)	—			—			—			—		(2.8		)
Net cash provided by (used in) financing activities	8.0			43.0			54.8			(113.1		)	—		(7.3		)
Effect of exchange rate changes on cash and cash equivalents	—			—			—			(.3		)	—		(.3		)
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS	46.1			—			(.4		)	(22.4		)	—		23.3
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD	199.8			—			2.7			72.6			—		275.1
CASH AND CASH EQUIVALENTS, END OF PERIOD	$	245.9		$	—		$	2.3		$	50.2		$	—	$	298.4



ENSCO ROWAN PLC AND SUBSIDIARIES CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS Three Months Ended March 31, 2018 (in millions) (Unaudited)
	Ensco Rowan plc			ENSCO International Incorporated			Pride International LLC			Other Non-guarantor Subsidiaries			Consolidating Adjustments			Total
OPERATING ACTIVITIES
Net cash provided by (used in) operating activities of continuing operations	$	18.0		$	(36.9	)	$	(45.0	)	$	103.4		$	—		$	39.5
INVESTING ACTIVITIES
Purchases of short-term investments	(349.0		)	—			—			—			—			(349.0		)
Maturities of short-term investments	390.0			—			—						—			390.0
Additions to property and equipment	—			—			—			(269.3		)	—			(269.3		)
Purchase of affiliate debt	(552.5		)	—			—			—			552.5			—
Sale of affiliate debt	479.0			—			—			—			(479.0		)	—
Other	—			—			—			.1			—			.1
Net cash provided by (used in) investing activities of continuing operations	(32.5		)	—			—			(269.2		)	73.5			(228.2		)
FINANCING ACTIVITIES
Proceeds from issuance of senior notes	1,000.0			—			—			—			—			1,000.0
Reduction of long-term borrowings	(159.7		)	—			(537.8		)	—			(73.5		)	(771.0		)
Debt financing costs	(16.8		)	—			—			—			—			(16.8		)
Cash dividends paid	(4.5		)	—			—			—			—			(4.5		)
Advances from (to) affiliates	(666.7		)	36.9			571.7			58.1			—			—
Other	(1.2		)	—			—			—			—			(1.2		)
Net cash provided by financing activities	151.1			36.9			33.9			58.1			(73.5		)	206.5
Net cash provided by discontinued operations	—			—			—			2.5			—			2.5
Effect of exchange rate changes on cash and cash equivalents	—			—			—			(.3		)	—			(.3		)
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS	136.6			—			(11.1		)	(105.5		)	—			20.0
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD	185.2			—			25.6			234.6			—			445.4
CASH AND CASH EQUIVALENTS, END OF PERIOD	$	321.8		$	—		$	14.5		$	129.1		$	—		$	465.4