United states securities and exchange commission

PART I

As used in this annual report, unless the context otherwise requires, references to “Pacific Drilling,” the “Company,” “we,” “us,” “our” and words of similar import refer to Pacific Drilling S.A. and its subsidiaries. Unless otherwise indicated, all references to “$” in this report are to, and amounts are represented in, United States (“U.S.”) dollars.

ITEM 1.     IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS

Not applicable.

ITEM 2.     OFFER STATISTICS AND EXPECTED TIMETABLE

Not applicable.

ITEM 3.    KEY INFORMATION

A. SELECTED FINANCIAL DATA

On November 12, 2017 (the “Petition Date”), Pacific Drilling S.A. and certain of its subsidiaries (collectively, the “Debtors”) filed voluntary petitions (the “Bankruptcy Petitions”) for relief under Chapter 11 of Title 11 of the United States Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the Southern District of New York (the “Bankruptcy Court”).  See Note 2 to our consolidated financial statements for additional information.

You should read the following selected consolidated financial data in conjunction with Item 5, “Operating Results” and our historical consolidated financial statements and related notes thereto included elsewhere in this annual report. The financial information included in this annual report may not be indicative of our future financial position, results of operations or cash flows.

Pacific Drilling S.A. was formed on March 11, 2011 as a Luxembourg public limited liability company ( société anonyme) . The financial information relating to the Company and its subsidiaries has been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) and is presented in U.S. dollars.

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Set forth below are (i) selected historical consolidated financial data as of December 31, 2017 and 2016 and for the years ended December 31, 2017, 2016 and 2015, which have been derived from our audited consolidated financial statements included elsewhere in this annual report, and (ii) selected historical consolidated financial data as of December 31, 2015, 2014 and 2013 and for the years ended December 31, 2014 and 2013, which have been derived from our audited consolidated financial statements not included in this annual report.

		Years Ended December 31,
		2017			2016			2015			2014			2013
		(in thousands, except per share information)
Statement of operations data:
Revenues
Contract drilling		$	319,716		$	769,472		$	1,085,063		$	1,085,794		$	745,574
Costs and expenses
Operating expenses			(244,089)			(290,038)			(431,261)			(459,617)			(337,277)
General and administrative expenses			(87,134)			(63,379)			(55,511)			(57,662)			(48,614)
Depreciation expense			(278,949)			(275,901)			(243,457)			(199,337)			(149,465)
			(610,172)			(629,318)			(730,229)			(716,616)			(535,356)
Loss from construction contract rescission			—			—			(40,155)			—			—
Operating income (loss)			(290,456)			140,154			314,679			369,178			210,218
Other income (expense)
Interest expense			(178,983)			(189,044)			(156,361)			(130,130)			(132,211)
Write-off of deferred financing costs			(30,846)			—			—			—			—
Gain (loss) on debt extinguishment			—			36,233			—			—			(28,428)
Reorganization items			(6,474)			—			—			—			—
Other expense			(5,544)			(2,393)			(3,217)			(5,171)			(1,554)
Income (loss) before income taxes			(512,303)			(15,050)			155,101			233,877			48,025
Income tax expense			(12,863)			(22,107)			(28,871)			(45,620)			(22,523)
Net income (loss)		$	(525,166)		$	(37,157)		$	126,230		$	188,257		$	25,502
Earnings (loss) per common share, basic (1)		$	(24.64)		$	(1.76)		$	5.97		$	8.67		$	1.18
Weighted-average number of common shares, basic (1)			21,315			21,167			21,145			21,722			21,696
Earnings (loss) per common share, diluted (1)		$	(24.64)		$	(1.76)		$	5.97		$	8.66		$	1.17
Weighted-average number of common shares, diluted (1)			21,315			21,167			21,156			21,737			21,742