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

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.

Set forth below are (i) selected historical consolidated financial data as of December 31, 2016 and 2015 and for the years ended December 31, 2016, 2015 and 2014, 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

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December 31, 2014, 2013 and 2012 and for the years ended December 31, 2013 and 2012, which have been derived from our audited consolidated financial statements not included in this annual report.

		Years Ended December 31,
		2016			2015			2014			2013			2012
		(in thousands, except per share information)
Statement of operations data:
Revenues
Contract drilling		$	769,472		$	1,085,063		$	1,085,794		$	745,574		$	638,050
Costs and expenses
Operating expenses			(290,038)			(431,261)			(459,617)			(337,277)			(331,495)
General and administrative expenses			(63,379)			(55,511)			(57,662)			(48,614)			(45,386)
Depreciation expense			(275,901)			(243,457)			(199,337)			(149,465)			(127,698)
			(629,318)			(730,229)			(716,616)			(535,356)			(504,579)
Loss from construction contract rescission			—			(40,155)			—			—			—
Loss of hire insurance recovery			—			—			—			—			23,671
Operating income			140,154			314,679			369,178			210,218			157,142
Other income (expense)
Costs on interest rate swap termination			—			—			—			(38,184)			—
Interest expense			(189,044)			(156,361)			(130,130)			(94,027)			(104,685)
Total interest expense			(189,044)			(156,361)			(130,130)			(132,211)			(104,685)
Gain (loss) on debt extinguishment			36,233			—			—			(28,428)			—
Other income (expense)			(2,393)			(3,217)			(5,171)			(1,554)			3,245
Income (loss) before income taxes			(15,050)			155,101			233,877			48,025			55,702
Income tax expense			(22,107)			(28,871)			(45,620)			(22,523)			(21,713)
Net income (loss)		$	(37,157)		$	126,230		$	188,257		$	25,502		$	33,989
Earnings (loss) per common share, basic (1)		$	(1.76)		$	5.97		$	8.67		$	1.18		$	1.57
Weighted-average number of common shares, basic (1)			21,167			21,145			21,722			21,696			21,690
Earnings (loss) per common share, diluted (1)		$	(1.76)		$	5.97		$	8.66		$	1.17		$	1.57
Weighted-average number of common shares, diluted (1)			21,167			21,156			21,737			21,742			21,690