Rowan Transaction (Tables)

3 Months Ended

Mar. 31, 2020

Schedule of Recognized Identified Assets Acquired and Liabilities Assumed

The provisional amounts for assets acquired and liabilities assumed as of the Transaction Date and respective measurement period adjustments were as follows (in millions):



	Amounts Recognized as of Transaction Date			Measurement Period Adjustments ⁽¹⁾			Estimated Fair Value
Assets:
Cash and cash equivalents	$	931.9		$	—		$	931.9
Accounts receivable ⁽²⁾	207.1			(6.9		)	200.2
Other current assets	101.6			(2.6		)	99.0
Long-term notes receivable from ARO	454.5			—			454.5
Investment in ARO	138.8			2.5			141.3
Property and equipment	2,989.8			(26.0		)	2,963.8
Other assets	41.7			1.1			42.8
Liabilities:
Accounts payable and accrued liabilities	259.4			15.7			275.1
Current portion of long-term debt	203.2			—			203.2
Long-term debt	1,910.9			—			1,910.9
Other liabilities	376.3			34.5			410.8
Net assets acquired	2,115.6			(82.1		)	2,033.5
Less: Merger consideration	(1,402.8		)	—			(1,402.8		)
Estimated bargain purchase gain	$	712.8		$	(82.1	)	$	630.7

⁽¹⁾

The measurement period adjustments reflect changes in the estimated fair values of certain assets and liabilities, primarily related to long-lived assets, deferred income taxes and uncertain tax positions. The measurement period adjustments were recorded to reflect new information obtained about facts and circumstances existing as of the Transaction Date and did not result from subsequent intervening events. The adjustments recorded resulted in a $6.3 million decline to bargain purchase gain during the three-months ended March 31, 2020 and are included in other, net, in our condensed consolidated statements of operations.

⁽²⁾

Gross contractual amounts receivable totaled $208.3 million as of the Transaction Date.

Business Acquisition, Pro Forma Information [Table Text Block]

The following unaudited supplemental pro forma results present consolidated information as if the Rowan Transaction was completed on January 1, 2019. The pro forma results include, among others, (i) the amortization associated with acquired intangible assets and liabilities (ii) a reduction in depreciation expense for adjustments to property and equipment (iii) the amortization of premiums and discounts recorded on Rowan's debt (iv) removal of the historical amortization of unrealized gains and losses related to Rowan's pension plans and (v) the amortization of basis differences in assets and liabilities of ARO. The pro forma results do not include any potential synergies or non-recurring charges that may result directly from the Rowan Transaction.



(in millions, except per share amounts)	Three Months Ended March 31, 2019

Revenues	$	582.0
Net loss	$	(275.0	)
Loss per share - basic and diluted	$	(1.40	)

⁽¹⁾

Pro forma net loss and loss per share were adjusted to exclude an aggregate $9.4 million of transaction - related and integration costs incurred by Ensco and Rowan during three months ended March 31, 2019