If the filing person has
previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following
box. ☐
The information required on the remainder of this cover page shall not be
deemed to be filed for the purpose of section 18 of the Securities Exchange Act of 1934 (the Exchange Act) or otherwise subject to the liabilities of that section of the Exchange Act but shall be subject to all other
provisions of the Exchange Act (however, see the Notes).
Scheduled 13D
CUSIP No. Y7545W 109
|
|
|
|
|
|
|
1
|
|
Name of
Reporting Person
Seadrill Partners LLC
HoldCo Limited
|
2
|
|
Check the appropriate box if a member
of a group
(a) ☐ (b) ☐
|
3
|
|
SEC use only
|
4
|
|
Source of Funds
OO
|
5
|
|
Check Box if Disclosure of Legal
Proceedings is Required Pursuant to Items 2(d) or 2(e)
☐
|
6
|
|
Citizenship or Place of
Organization
Bermuda
|
|
|
|
|
|
|
|
Number of Shares Beneficially
Owned by Each Reporting Person With
|
|
7
|
|
Sole Voting Power:
26,275,750 Common Units*
|
|
8
|
|
Shared Voting Power:
-0-
|
|
9
|
|
Sole Dispositive Power:
26,275,750 Common Units*
|
|
10
|
|
Shared Dispositive Power:
-0-
|
|
|
|
|
|
|
|
11
|
|
Aggregate Amount Beneficially Owned by each Reporting Person:
26,275,750 Common Units*
|
12
|
|
Check Box if the Aggregate Amount in
Row (11) Excludes Certain Shares
☐
|
13
|
|
Percent of Class Represented by
Amount in Row (11)
34.9%**
|
14
|
|
Type of Reporting Person
OO
|
*
|
Seadrill Partners LLC HoldCo Limited also beneficially owns 16,543,350 subordinated units representing limited liability company interests (Subordinated Units) in Seadrill Partners LLC (the
Company), which may be converted into common units representing limited liability company interests (Common Units) in the Company on a
one-for-one
basis (or, in certain circumstances, at a ratio that may be less than
one-to-one)
at the times set forth in, and subject to the terms and conditions of, the First Amended and Restated Operating Agreement of Seadrill Partners LLC, as
amended (the Operating Agreement). The Reporting Person may also be deemed to beneficially own (i) the Seadrill member interest, which represents a
non-economic
limited liability company
interest in the Company (the Seadrill Member Interest) and (ii) the incentive distribution rights (the Incentive Distribution Rights), which represent the right to receive increasing percentages of the cash distributed
by the Company in excess of $0.4456 per Common Unit and Subordinated Unit per quarter, each of which is owned of record by Seadrill Member LLC, an indirect wholly-owned subsidiary of Seadrill Limited.
|
**
|
Calculation of percentage is based on a total of 75,278,250 common units outstanding as of March 31, 2018.
|
2
Scheduled 13D
CUSIP No. Y7545W 109
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|
|
|
|
|
|
1
|
|
Name of
Reporting Person
Seadrill JU NewCo
Bermuda Limited
|
2
|
|
Check the appropriate box if a member
of a group
(a) ☐ (b) ☐
|
3
|
|
SEC use only
|
4
|
|
Source of Funds
OO
|
5
|
|
Check Box if Disclosure of Legal
Proceedings is Required Pursuant to Items 2(d) or 2(e)
☐
|
6
|
|
Citizenship or Place of
Organization
Bermuda
|
|
|
|
|
|
|
|
Number of Shares Beneficially
Owned by Each Reporting Person With
|
|
7
|
|
Sole Voting Power:
26,275,750 Common Units*
|
|
8
|
|
Shared Voting Power:
-0-
|
|
9
|
|
Sole Dispositive Power:
26,275,750 Common Units*
|
|
10
|
|
Shared Dispositive Power:
-0-
|
|
|
|
|
|
|
|
11
|
|
Aggregate Amount Beneficially Owned by each Reporting Person:
26,275,750 Common Units*
|
12
|
|
Check Box if the Aggregate Amount in
Row (11) Excludes Certain Shares
☐
|
13
|
|
Percent of Class Represented by
Amount in Row (11)
34.9%**
|
14
|
|
Type of Reporting Person
OO
|
*
|
Seadrill JU NewCo Bermuda Limited is the sole shareholder of Seadrill Partners LLC HoldCo Limited and may also be deemed to beneficially own 16,543,350 Subordinated Units, which may be converted into Common Units on a
one-for-one
basis (or, in certain circumstances, at a ratio that may be less than
one-to-one)
at the times set forth in, and subject to the terms and conditions of, the Operating Agreement. The Reporting Person is also the indirect beneficial owner of the Seadrill Member Interest and the Incentive Distribution Rights.
|
**
|
Calculation of percentage is based on a total of 75,278,250 common units outstanding as of March 31, 2018.
|
3
Scheduled 13D
CUSIP No. Y7545W 109
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|
|
|
|
|
|
1
|
|
Name of
Reporting Person
Seadrill New Finance
Limited
|
2
|
|
Check the appropriate box if a member
of a group
(a) ☐ (b) ☐
|
3
|
|
SEC use only
|
4
|
|
Source of Funds
OO
|
5
|
|
Check Box if Disclosure of Legal
Proceedings is Required Pursuant to Items 2(d) or 2(e)
☐
|
6
|
|
Citizenship or Place of
Organization
Bermuda
|
|
|
|
|
|
|
|
Number of Shares Beneficially
Owned by Each Reporting Person With
|
|
7
|
|
Sole Voting Power:
26,275,750 Common Units*
|
|
8
|
|
Shared Voting Power:
-0-
|
|
9
|
|
Sole Dispositive Power:
26,275,750 Common Units*
|
|
10
|
|
Shared Dispositive Power:
-0-
|
|
|
|
|
|
|
|
11
|
|
Aggregate Amount Beneficially Owned by each Reporting Person:
26,275,750 Common Units*
|
12
|
|
Check Box if the Aggregate Amount in
Row (11) Excludes Certain Shares
☐
|
13
|
|
Percent of Class Represented by
Amount in Row (11)
34.9%**
|
14
|
|
Type of Reporting Person
OO
|
*
|
Seadrill New Finance Limited is the sole shareholder of Seadrill JU NewCo Bermuda Limited and may also be deemed to beneficially own 16,543,350 Subordinated Units, which may be converted into Common Units on a
one-for-one
basis (or, in certain circumstances, at a ratio that may be less than
one-to-one)
at the times set forth in, and subject to the terms and conditions of, the Operating Agreement. The Reporting Person is also the indirect beneficial owner of the Seadrill Member Interest and the Incentive Distribution Rights.
|
**
|
Calculation of percentage is based on a total of 75,278,250 common units outstanding as of March 31, 2018.
|
4
Scheduled 13D
CUSIP No. Y7545W 109
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|
|
|
|
|
|
1
|
|
Name of
Reporting Person
Seadrill Investment
Holding Company Limited
|
2
|
|
Check the appropriate box if a member
of a group
(a) ☐ (b) ☐
|
3
|
|
SEC use only
|
4
|
|
Source of Funds
OO
|
5
|
|
Check Box if Disclosure of Legal
Proceedings is Required Pursuant to Items 2(d) or 2(e)
☐
|
6
|
|
Citizenship or Place of
Organization
Bermuda
|
|
|
|
|
|
|
|
Number of Shares Beneficially
Owned by Each Reporting Person With
|
|
7
|
|
Sole Voting Power:
26,275,750 Common Units*
|
|
8
|
|
Shared Voting Power:
-0-
|
|
9
|
|
Sole Dispositive Power:
26,275,750 Common Units*
|
|
10
|
|
Shared Dispositive Power:
-0-
|
|
|
|
|
|
|
|
11
|
|
Aggregate Amount Beneficially Owned by each Reporting Person:
26,275,750 Common Units*
|
12
|
|
Check Box if the Aggregate Amount in
Row (11) Excludes Certain Shares
☐
|
13
|
|
Percent of Class Represented by
Amount in Row (11)
34.9%**
|
14
|
|
Type of Reporting Person
OO
|
*
|
Seadrill Investment Holding Company Limited is the sole shareholder of Seadrill New Finance Limited and may also be deemed to beneficially own 16,543,350 Subordinated Units, which may be converted into Common Units on a
one-for-one
basis (or, in certain circumstances, at a ratio that may be less than
one-to-one)
at the times set forth in, and subject to the terms and conditions of, the Operating Agreement. The Reporting Person is also the indirect beneficial owner of
the Seadrill Member Interest and the Incentive Distribution Rights.
|
**
|
Calculation of percentage is based on a total of 75,278,250 common units outstanding as of March 31, 2018.
|
5
Scheduled 13D
CUSIP No. Y7545W 109
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|
|
|
|
|
|
1
|
|
Name of
Reporting Person
Seadrill
Limited
|
2
|
|
Check the appropriate box if a member
of a group
(a) ☐ (b) ☐
|
3
|
|
SEC use only
|
4
|
|
Source of Funds
OO
|
5
|
|
Check Box if Disclosure of Legal
Proceedings is Required Pursuant to Items 2(d) or 2(e)
☐
|
6
|
|
Citizenship or Place of
Organization
Bermuda
|
|
|
|
|
|
|
|
Number of Shares Beneficially
Owned by Each Reporting Person With
|
|
7
|
|
Sole Voting Power:
26,275,750 Common Units*
|
|
8
|
|
Shared Voting Power:
-0-
|
|
9
|
|
Sole Dispositive Power:
26,275,750 Common Units*
|
|
10
|
|
Shared Dispositive Power:
-0-
|
|
|
|
|
|
|
|
11
|
|
Aggregate Amount Beneficially Owned by each Reporting Person:
26,275,750 Common Units*
|
12
|
|
Check Box if the Aggregate Amount in
Row (11) Excludes Certain Shares
☐
|
13
|
|
Percent of Class Represented by
Amount in Row (11)
34.9%**
|
14
|
|
Type of Reporting Person
OO
|
*
|
Seadrill Limited is the sole shareholder of Seadrill Investment Holding Company Limited and may also be deemed to beneficially own 16,543,350 Subordinated Units, which may be converted into Common Units on a
one-for-one
basis (or, in certain circumstances, at a ratio that may be less than
one-to-one)
at the times set forth in, and subject to the terms and conditions of, the Operating Agreement. The Reporting Person is also the indirect beneficial owner of the Seadrill Member Interest and the Incentive Distribution Rights.
|
**
|
Calculation of percentage is based on a total of 75,278,250 common units outstanding as of March 31, 2018.
|
6
Scheduled 13D
CUSIP No. Y7545W 109
|
|
|
|
|
|
|
1
|
|
Name of
Reporting Person
Hemen Investments
Ltd
|
2
|
|
Check the appropriate box if a member
of a group
(a) ☐ (b) ☐
|
3
|
|
SEC use only
|
4
|
|
Source of Funds
OO
|
5
|
|
Check if Disclosure of Legal
Proceedings is Required Pursuant to Items 2(d) or 2(e)
☐
|
6
|
|
Citizenship or Place of
Organization
Cyprus
|
|
|
|
|
|
|
|
Number of Shares Beneficially
Owned by Each Reporting Person With
|
|
7
|
|
Sole Voting Power:
0
|
|
8
|
|
Shared Voting Power:
26,275,750 Common Units*
|
|
9
|
|
Sole Dispositive Power:
0
|
|
10
|
|
Shared Dispositive Power:
26,275,750 Common
Units*
|
|
|
|
|
|
|
|
11
|
|
Aggregate Amount Beneficially Owned by each Reporting Person:
26,275,750 Common Units*
|
12
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares
☐
|
13
|
|
Percent of Class Represented by
Amount in Row (11)
34.9%**
|
14
|
|
Type of Reporting Person
OO
|
*
|
Hemen Investments Ltd is the principal shareholder of Seadrill Limited, and is indirectly controlled by trusts established by John Fredriksen, a Director of Seadrill Limited, for the benefit of his immediate family (the
Trusts), and may also be deemed to beneficially own 16,543,350 Subordinated Units, which may be converted into Common Units on a
one-for-one
basis (or, in
certain circumstances, at a ratio that may be less than
one-to-one)
at the times set forth in, and subject to the terms and conditions of, the Operating Agreement. The
Reporting Person may also be deemed to beneficially own the Seadrill Member Interest and the Incentive Distribution Rights.
|
**
|
Calculation of percentage is based on a total of 75,278,250 common units outstanding as of March 31, 2018.
|
7
Scheduled 13D
CUSIP No. Y7545W 109
|
|
|
|
|
|
|
1
|
|
Name of
Reporting Person
Hemen Holding
Limited
|
2
|
|
Check the appropriate box if a member
of a group
(a) ☐ (b) ☐
|
3
|
|
SEC use only
|
4
|
|
Source of Funds
OO
|
5
|
|
Check if Disclosure of Legal
Proceedings is Required Pursuant to Items 2(d) or 2(e)
☐
|
6
|
|
Citizenship or Place of
Organization
Cyprus
|
|
|
|
|
|
|
|
Number of Shares Beneficially
Owned by Each Reporting Person With
|
|
7
|
|
Sole Voting Power:
0
|
|
8
|
|
Shared Voting Power:
26,275,750 Common Units*
|
|
9
|
|
Sole Dispositive Power:
0
|
|
10
|
|
Shared Dispositive Power:
26,275,750 Common
Units*
|
|
|
|
|
|
|
|
11
|
|
Aggregate Amount Beneficially Owned by each Reporting Person:
26,275,750 Common Units*
|
12
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares
☐
|
13
|
|
Percent of Class Represented by
Amount in Row (11)
34.9%**
|
14
|
|
Type of Reporting Person
OO
|
*
|
Hemen Holding Limited, which is indirectly controlled by the Trusts, may also be deemed to beneficially own 16,543,350 Subordinated Units, which may be converted into Common Units on a
one-for-one
basis (or, in certain circumstances, at a ratio that may be less than
one-to-one)
at the times set forth in, and
subject to the terms and conditions of, the Operating Agreement. The Reporting Person may also be deemed to beneficially own the Seadrill Member Interest and the Incentive Distribution Rights.
|
**
|
Calculation of percentage is based on a total of 75,278,250 common units outstanding as of March 31, 2018.
|
8
Scheduled 13D
CUSIP No. Y7545W 109
|
|
|
|
|
|
|
1
|
|
Name of
Reporting Person
Greenwich Holdings
Limited
|
2
|
|
Check the appropriate box if a member
of a group
(a) ☐ (b) ☐
|
3
|
|
SEC use only
|
4
|
|
Source of Funds
OO
|
5
|
|
Check if Disclosure of Legal
Proceedings is Required Pursuant to Items 2(d) or 2(e)
☐
|
6
|
|
Citizenship or Place of
Organization
Cyprus
|
|
|
|
|
|
|
|
Number of Shares Beneficially
Owned by Each Reporting Person With
|
|
7
|
|
Sole Voting Power:
0
|
|
8
|
|
Shared Voting Power:
26,275,750 Common Units*
|
|
9
|
|
Sole Dispositive Power:
0
|
|
10
|
|
Shared Dispositive Power:
26,275,750 Common
Units*
|
|
|
|
|
|
|
|
11
|
|
Aggregate Amount Beneficially Owned by each Reporting Person:
26,275,750 Common Units*
|
12
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares
☐
|
13
|
|
Percent of Class Represented by
Amount in Row (11)
34.9%**
|
14
|
|
Type of Reporting Person
OO
|
*
|
Greenwich Holdings Limited, which is indirectly controlled by the Trusts, may also be deemed to beneficially own 16,543,350 Subordinated Units, which may be converted into Common Units on a
one-for-one
basis (or, in certain circumstances, at a ratio that may be less than
one-to-one)
at the times set forth in, and subject to the terms and conditions of, the Operating Agreement. The Reporting Person may also be deemed to beneficially own the Seadrill Member Interest and the Incentive Distribution Rights.
|
**
|
Calculation of percentage is based on a total of 75,278,250 common units outstanding as of March 31, 2018.
|
9
Scheduled 13D
CUSIP No. Y7545W 109
|
|
|
|
|
|
|
1
|
|
Name of
Reporting Person
C.K.
Limited
|
2
|
|
Check the appropriate box if a member
of a group
(a) ☐ (b) ☐
|
3
|
|
SEC use only
|
4
|
|
Source of Funds
OO
|
5
|
|
Check if Disclosure of Legal
Proceedings is Required Pursuant to Items 2(d) or 2(e)
☐
|
6
|
|
Citizenship or Place of
Organization
Jersey
|
|
|
|
|
|
|
|
Number of Shares Beneficially
Owned by Each Reporting Person With
|
|
7
|
|
Sole Voting Power:
0
|
|
8
|
|
Shared Voting Power:
26,275,750 Common Units*
|
|
9
|
|
Sole Dispositive Power:
0
|
|
10
|
|
Shared Dispositive Power:
26,275,750 Common
Units*
|
|
|
|
|
|
|
|
11
|
|
Aggregate Amount Beneficially Owned by each Reporting Person:
26,275,750 Common Units*
|
12
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares
☐
|
13
|
|
Percent of Class Represented by
Amount in Row (11)
34.9%**
|
14
|
|
Type of Reporting Person
OO
|
*
|
C.K. Limited, which is the trustee of the Trusts, may also be deemed to beneficially own 16,543,350 Subordinated Units, which may be converted into Common Units on a
one-for-one
basis (or, in certain circumstances, at a ratio that may be less than
one-to-one)
at the times set forth in, and
subject to the terms and conditions of, the Operating Agreement. The Reporting Person may also be deemed to beneficially own the Seadrill Member Interest and the Incentive Distribution Rights.
|
**
|
Calculation of percentage is based on a total of 75,278,250 common units outstanding as of March 31, 2018.
|
10
Scheduled 13D
CUSIP No. Y7545W 109
|
|
|
|
|
|
|
1
|
|
Name of
Reporting Person
John
Fredriksen
|
2
|
|
Check the appropriate box if a member
of a group
(a) ☐ (b) ☐
|
3
|
|
SEC use only
|
4
|
|
Source of Funds
OO
|
5
|
|
Check if Disclosure of Legal
Proceedings is Required Pursuant to Items 2(d) or 2(e)
☐
|
6
|
|
Citizenship or Place of
Organization
Cyprus
|
|
|
|
|
|
|
|
Number of Shares Beneficially
Owned by Each Reporting Person With
|
|
7
|
|
Sole Voting Power:
0
|
|
8
|
|
Shared Voting Power:
26,275,750 Common Units*
|
|
9
|
|
Sole Dispositive Power:
0
|
|
10
|
|
Shared Dispositive Power:
26,275,750 Common
Units*
|
|
|
|
|
|
|
|
11
|
|
Aggregate Amount Beneficially Owned by each Reporting Person:
26,275,750 Common Units*
|
12
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares
☐
|
13
|
|
Percent of Class Represented by
Amount in Row (11)
34.9%**
|
14
|
|
Type of Reporting Person
IN
|
*
|
Mr. Fredriksen may be deemed to beneficially own 26,275,750 Common Units through his indirect influence over Hemen Investments Ltd, Hemen Holding Limited and Greenwich Holdings Limited. The Trusts are the sole
shareholders of Greenwich Holdings Limited and the indirect owners of Hemen Holding Limited and Hemen Investments Ltd. Mr. Fredriksen disclaims beneficial ownership of the 26,275,750 Common Units that may be deemed to be beneficially owned by
Hemen Investments Ltd, Hemen Holding Limited and Greenwich Holdings Limited except to the extent of his voting and dispositive interests in such Common Units. Mr. Fredriksen has no pecuniary interest in the 26,275,750 Common Units that may be
deemed to be beneficially owned by Hemen Investments Ltd, Hemen Holding Limited and Greenwich Holdings Limited. Mr. Fredriksen may also be deemed to beneficially own 16,543,350 Subordinated Units, which may be converted into Common Units on a
one-for-one
basis (or, in certain circumstances, at a ratio that may be less than
one-to-one)
at the times set forth in, and subject to the terms and conditions of, the Operating Agreement. Mr. Fredriksen disclaims beneficial ownership of the 16,543,350 Subordinated Units that may be deemed to be beneficially owned by Hemen Investments
Ltd, Hemen Holding Limited and Greenwich Holdings Limited except to the extent of his voting and dispositive interests in such Subordinated Units and the Common Units in which the Subordinated Units convert. The Reporting Person may also be deemed
to beneficially own the Seadrill Member Interest and the Incentive Distribution Rights.
|
**
|
Calculation of percentage is based on a total of 75,278,250 common units outstanding as of March 31, 2018.
|
11
SCHEDULE 13D
The reporting persons named in Item 2 below are hereby jointly filing this Schedule 13D (this Statement) because, due to certain
affiliations and relationships among the reporting persons, such reporting persons may be deemed to beneficially own some or all of the same securities directly or indirectly acquired from the Company (defined below) by one or more of the reporting
persons. In accordance with Rule
13d-1(k)(1)(iii)
promulgated pursuant to the Securities Exchange Act of 1934, as amended (the Exchange Act), the reporting persons named in Item 2 below have
executed a written agreement relating to the joint filing of this Schedule 13D (the Joint Filing Agreement), a copy of which is annexed hereto as Exhibit A.
Item 1. Security and Issuer.
This
Statement is being filed with respect to the common units representing limited liability company interests (each, a Common Unit) of Seadrill Partners LLC (the Company). The address of the principal executive offices of the
Company is:
Building 11, 2nd Floor
Chiswick Business Park
566
Chiswick High Road, London, W4 5YS
United Kingdom
Item 2. Identity and Background.
This Statement is being filed on behalf of: (i) Seadrill Partners LLC HoldCo Limited, a Bermuda company (Seadrill Partners
HoldCo); (ii) Seadrill JU NewCo Bermuda Limited, a Bermuda company (Seadrill JU NewCo); (iii) Seadrill New Finance Limited, a Bermuda company (Seadrill New Finance); (iv) Seadrill Investment Holding Company Limited, a
Bermuda company (Seadrill IHCo); (v) Seadrill Limited (formerly known as New SDRL Limited), a Bermuda company (Seadrill Limited); (vi) Hemen Investments Ltd, a Cyprus holding company (Hemen Investments), (vii)
Hemen Holding Limited, a Cyprus holding company (Hemen); (viii) Greenwich Holdings Limited, a Cyprus holding company (Greenwich); (ix) C.K. Limited, a Jersey company (C.K. Limited); and (x) John Fredriksen, a
citizen of Cyprus (collectively, the Reporting Persons).
The total Common Units reported as beneficially owned by each of
Seadrill JU NewCo, Seadrill New Finance, Seadrill IHCo, Seadrill Limited, Hemen Investments, Hemen, Greenwich, C.K. Limited and Mr. Fredriksen include the Common Units reported as beneficially owned by Seadrill Partners HoldCo. Seadrill Limited
is the sole shareholder of Seadrill IHCo, which is the sole shareholder of Seadrill New Finance, which is the sole shareholder of Seadrill JU NewCo, which is the sole shareholder of Seadrill Partners HoldCo. As of July 6, 2018, Hemen
Investments and other related companies beneficially owned 30,857,045 common shares of Seadrill Limited, representing approximately 30.9% of the common shares of Seadrill Limited outstanding. Hemen is the sole shareholder of Hemen Investments.
Greenwich is the sole shareholder of Hemen. As such, Hemen Investments, Hemen and Greenwich may be deemed to share beneficial ownership of the Common Units beneficially owned by Seadrill Partners HoldCo, but disclaim such beneficial ownership to the
extent such beneficial ownership exceeds their pecuniary interest. Mr. John Fredriksen, a Director of Seadrill Limited, may be deemed indirectly to have influence over Hemen Investments, Hemen and Greenwich the shares of which are controlled by
the Trusts established by Mr. Fredriksen for the benefit of his immediate family. C.K. Limited is the trustee of the Trusts. The beneficiaries of the Trusts are certain members of Mr. Fredriksens family.
(a., b., c. and f.) (i) The address of the principal business and principal office of Seadrill Partners HoldCo is
Par-la-Ville
Place, 14
Par-la-Ville
Road, Hamilton, HM 08, Bermuda.
12
|
|
|
|
|
Name
|
|
Position
|
|
Principal Address/Other Positions/Citizenship
|
Kate Blankenship
|
|
Director
|
|
Ms. Blankenships principal business address is c/o Frontline Ltd., 4th Floor,
Par-la-Ville
Place, 14
Par-la-Ville
Road, Hamilton HM 08, Bermuda. Ms. Blankenship also serves as a director of the Company, Archer Limited, Avance Gas Holding Ltd., Frontline Ltd., Golden Ocean Group Limited, Independent
Tankers Corporation Limited, North Atlantic Drilling Ltd. and Ship Finance International Limited. Ms. Blankenship is a citizen of the United Kingdom.
|
|
|
|
Georgina Sousa
|
|
Director
|
|
Ms. Sousas principal business address is 4th Floor,
Par-la-Ville
Place, 14
Par-la-Ville
Road, Hamilton HM 08, Bermuda. Ms. Sousa also serves as a director and Head of Corporate Administration for Frontline Ltd.; and is the secretary of
North Atlantic Drilling Ltd., Ship Finance International Limited and Archer Limited. Ms. Sousa is a citizen of the United Kingdom.
|
|
|
|
Claire Burnard
|
|
Director
|
|
Ms. Burnards principal business address is 4th Floor,
Par-la-Ville
Place, 14
Par-la-Ville
Road, Hamilton HM 08, Bermuda. Ms. Burnard also serves as a Senior Corporate Administrator and Assistant Secretary for Frontline Ltd. Ms. Burnard
is a citizen of the British Overseas Territories.
|
(ii) The address of the principal business and principal office of Seadrill JU NewCo is
Par-la-Ville
Place, 14
Par-la-Ville
Road, Hamilton, HM 08, Bermuda.
|
|
|
|
|
Name
|
|
Position
|
|
Principal Address/Other Positions/Citizenship
|
Kate Blankenship
|
|
Director
|
|
Ms. Blankenships principal business address is c/o Frontline Ltd., 4th Floor,
Par-la-Ville
Place, 14
Par-la-Ville
Road, Hamilton HM 08, Bermuda. Ms. Blankenship also serves as a director of the Company, Archer Limited, Avance Gas Holding Ltd., Frontline Ltd., Golden Ocean Group Limited, Independent
Tankers Corporation Limited, North Atlantic Drilling Ltd. and Ship Finance International Limited. Ms. Blankenship is a citizen of the United Kingdom.
|
|
|
|
Georgina Sousa
|
|
Director
|
|
Ms. Sousas principal business address is 4th Floor,
Par-la-Ville
Place, 14
Par-la-Ville
Road, Hamilton HM 08, Bermuda. Ms. Sousa also serves as a director and Head of Corporate Administration for Frontline Ltd.; and is the secretary of
North Atlantic Drilling Ltd., Ship Finance International Limited and Archer Limited. Ms. Sousa is a citizen of the United Kingdom.
|
|
|
|
Claire Burnard
|
|
Director
|
|
Ms. Burnards principal business address is 4th Floor,
Par-la-Ville
Place, 14
Par-la-Ville
Road, Hamilton HM 08, Bermuda. Ms. Burnard also serves as a Senior Corporate Administrator and Assistant Secretary for Frontline Ltd. Ms. Burnard
is a citizen of the British Overseas Territories.
|
(iii) The address of the principal business and principal office of Seadrill New Finance is
Par-la-Ville
Place, 14
Par-la-Ville
Road, Hamilton, HM 08, Bermuda.
13
|
|
|
|
|
Name
|
|
Position
|
|
Principal Address/Other Positions/Citizenship
|
Kate Blankenship
|
|
Director
|
|
Ms. Blankenships principal business address is c/o Frontline Ltd., 4th Floor,
Par-la-Ville
Place, 14
Par-la-Ville
Road, Hamilton HM 08, Bermuda. Ms. Blankenship also serves as a director of the Company, Archer Limited, Avance Gas Holding Ltd., Frontline Ltd., Golden Ocean Group Limited, Independent
Tankers Corporation Limited, North Atlantic Drilling Ltd. and Ship Finance International Limited. Ms. Blankenship is a citizen of the United Kingdom.
|
|
|
|
Georgina Sousa
|
|
Director
|
|
Ms. Sousas principal business address is 4th Floor,
Par-la-Ville
Place, 14
Par-la-Ville
Road, Hamilton HM 08, Bermuda. Ms. Sousa also serves as a director and Head of Corporate Administration for Frontline Ltd.; and is the secretary of
North Atlantic Drilling Ltd., Ship Finance International Limited and Archer Limited. Ms. Sousa is a citizen of the United Kingdom.
|
|
|
|
Claire Burnard
|
|
Director
|
|
Ms. Burnards principal business address is 4th Floor,
Par-la-Ville
Place, 14
Par-la-Ville
Road, Hamilton HM 08, Bermuda. Ms. Burnard also serves as a Senior Corporate Administrator and Assistant Secretary for Frontline Ltd. Ms. Burnard
is a citizen of the British Overseas Territories.
|
(iv) The address of the principal business and principal office of Seadrill IHCo is
Par-la-Ville
Place, 14
Par-la-Ville
Road, Hamilton, HM 08, Bermuda.
|
|
|
|
|
Name
|
|
Position
|
|
Principal Address/Other Positions/Citizenship
|
Kate Blankenship
|
|
Director
|
|
Ms. Blankenships principal business address is c/o Frontline Ltd., 4th Floor,
Par-la-Ville
Place, 14
Par-la-Ville
Road, Hamilton HM 08, Bermuda. Ms. Blankenship also serves as a director of the Company, Archer Limited, Avance Gas Holding Ltd., Frontline Ltd., Golden Ocean Group Limited, Independent
Tankers Corporation Limited, North Atlantic Drilling Ltd. and Ship Finance International Limited. Ms. Blankenship is a citizen of the United Kingdom.
|
|
|
|
Georgina Sousa
|
|
Director
|
|
Ms. Sousas principal business address is 4th Floor,
Par-la-Ville
Place, 14
Par-la-Ville
Road, Hamilton HM 08, Bermuda. Ms. Sousa also serves as a director and Head of Corporate Administration for Frontline Ltd.; and is the secretary of
North Atlantic Drilling Ltd., Ship Finance International Limited and Archer Limited. Ms. Sousa is a citizen of the United Kingdom.
|
|
|
|
Claire Burnard
|
|
Director
|
|
Ms. Burnards principal business address is 4th Floor,
Par-la-Ville
Place, 14
Par-la-Ville
Road, Hamilton HM 08, Bermuda. Ms. Burnard also serves as a Senior Corporate Administrator and Assistant Secretary for Frontline Ltd. Ms. Burnard
is a citizen of the British Overseas Territories.
|
(v) The address of the principal business and principal office of Seadrill Limited is
Par-la-Ville
Place, 14
Par-la-Ville
Road, Hamilton, HM 08, Bermuda. Seadrill Limited is an
offshore drilling contractor providing worldwide offshore drilling services to the oil and gas industry. Its primary business is the ownership and operation of
jack-up
rigs, tender rigs, semi-submersible rigs
and drillships for operations in shallow, mid and deepwater areas, and in benign and harsh environments.
14
|
|
|
|
|
Name
|
|
Position
|
|
Principal Address/Other Positions/Citizenship
|
John Fredriksen
|
|
Director
|
|
Mr. Fredriksens principal business address is c/o Seatankers Consultancy Services (UK) Limited, 15 Sloane Square, London SW1W 8ER, United Kingdom. Mr. Fredriksen is also Chairman, President and a director of
Frontline Ltd., a Bermuda company listed on the New York Stock Exchange and the Oslo Stock Exchange; and a director of Golden Ocean Group Limited, a Bermuda company publicly listed on the Nasdaq Stock Market and Oslo Stock Exchange.
Mr. Fredriksen is a citizen of Cyprus.
|
|
|
|
Harald Thorstein
|
|
Director
|
|
Mr. Thorsteins principal business address is c/o Seatankers Consultancy Services (UK) Limited, 15 Sloane Square, London SW1W 8ER, United Kingdom. Mr. Thorstein serves as a director of the Company, Axactor AB, Ship
Finance International Limited and Solstad Farstad ASA. Mr. Thorstein is a citizen of Norway.
|
|
|
|
Kjell-Erik Østdahl
|
|
Director
|
|
Mr. Østdahls principal business address is 15 Sloanne Square, SW1W8ER, London, United Kingdom. Mr. Østdahl also serves as a senior advisor to Blackstones Private Equity Energy division in London
and as the Chairman of Sekal AS. Mr. Østdahl is a citizen of Norway.
|
|
|
|
Scott D. Vogel
|
|
Director
|
|
Mr. Vogels principal business address is 885 Park Avenue, New York, New York 10075. Mr. Vogel is the Managing Member of Vogel Partners LLC and also serves as a director of Arch Coal, Inc., Avaya Holdings Corp.,
Bonanza Creek Energy, Inc. and Key Energy Services, Inc. Mr. Vogel is a citizen of the United States.
|
|
|
|
Peter J. Sharpe
|
|
Director
|
|
Mr. Sharpes principal business address is Bramley House, St. Ives Road, Hemingford Grey, England PE28 9DX. Mr. Sharpe also serves as the Executive Vice President, Wells for Royal Dutch Shell and is a citizen of the
United Kingdom.
|
|
|
|
Eugene I. Davis
|
|
Director
|
|
Mr. Davis principal business address is 5 Canoe Brook Drive, Livingston, New Jersey 07039. Mr. Davis also serves as the Chairman and Chief Executive Officer of PIRINATE Consulting Group, LLC; the chairman of Atlas
Iron Limited, which executed definitive documentation to be acquired by Mineral Resources with Mr. Davis agreeing to resign at closing; the
co-chairman
of Verso Corporation; and as a director of Titan
Energy, LLC and VICI Properties, Inc. Mr. Davis is a citizen of the United States.
|
|
|
|
Birgitte Ringstad Vartdal
|
|
Director
|
|
Mrs. Vartdals principal business address is c/o Golden Ocean Management AS, PO Box 20015 Vika
NO-0125.
Mrs. Vartdal also serves as the Chief Executive Officer of Golden Ocean
Management AS and as a director of Marine Harvest ASA and as a member of the corporate assembly of Equiner ASA. Mrs. Vartdal is a citizen of Norway.
|
15
|
|
|
|
|
Anton Dibowitz
|
|
Chief Executive Officer, Seadrill Management Ltd.
|
|
Mr. Dibowitzs principal business address is c/o Seadrill Management Ltd., Building 11, 2nd Floor, Chiswick Business Park, 566 Chiswick High Road, London, W4 5YS, United Kingdom. Mr. Dibowitz is a citizen of the
United States.
|
|
|
|
Mark Morris
|
|
Chief Financial Officer and Senior Vice President, Seadrill Management Ltd.
|
|
Mr. Morris principal business address is c/o Seadrill Management Ltd., Building 11, 2nd Floor, Chiswick Business Park, 566 Chiswick High Road, London, W4 5YS, United Kingdom. Mr. Morris is a citizen of the
United Kingdom.
|
|
|
|
Leif Nelson
|
|
Chief Operating Officer and Senior Vice President, Seadrill Management Ltd.
|
|
Mr. Nelsons principal business address is c/o Seadrill Management Ltd., Building 11, 2nd Floor, Chiswick Business Park, 566 Chiswick High Road, London, W4 5YS, United Kingdom. Mr. Nelson is a citizen of the
United States.
|
|
|
|
Chris Edwards
|
|
General Counsel and Senior Vice President, Seadrill Management Ltd.
|
|
Mr. Edwards principal business address is c/o Seadrill Management Ltd., Building 11, 2nd Floor, Chiswick Business Park, 566 Chiswick High Road, London, W4 5YS, United Kingdom. Mr. Edwards is a citizen of the
United Kingdom.
|
(vi) The address of Hemen Investments principal place of business is Deana Beach Apartments, Block 1, 4th
Floor, 33 Promachon Eleftherias Street, Ayios Athanasios, CY 4103 Limassol, Cyprus. The principal business of Hemen Investments is acting as an investment holding company. The name, citizenship, present principal occupation and the name,
principal business and address of any corporation or other organization in which such employment is conducted of Hemen Investments director is set forth below. Hemen Investments does not have any executive officers.
|
|
|
|
|
Name
|
|
Position
|
|
Principal Address/Other Positions/Citizenship
|
Spyros Episkopou
|
|
Director
|
|
Mr. Episkopous principal business address is Deana Beach Apartments, Block 1, 4th Floor, 33 Promachon Eleftherias Street, Ayios Athanasios, CY 4103 Limassol, Cyprus. Mr. Episkopou is a citizen of
Cyprus.
|
|
|
|
Christophis Koufaris
|
|
Director
|
|
Mr. Koufaris principal business address is Iris House 840A, 8 John Kennedy Street, P.O. Box 53510, 3303 Limassol, Cyprus. Mr. Koufaris is a citizen of Cyprus.
|
|
|
|
Marios Saveriades
|
|
Director
|
|
Mr. Saveriades principal business address is John Kennedy, 740B, Iris House, 7th Floor, 3106, Limassol, Cyprus. Mr. Saveriades is a citizen of Cyprus.
|
(vii) The address of Hemens principal place of business is Deana Beach Apartments, Block 1, 4th Floor, 33
Promachon Eleftherias Street, Ayios Athanasios, CY 4103 Limassol, Cyprus. The principal business of Hemen is acting as an investment holding company. The name, citizenship, present principal occupation and the name, principal business and
address of any corporation or other organization in which such employment is conducted of Hemens director is set forth below. Hemen does not have any executive officers.
16
|
|
|
|
|
Name
|
|
Position
|
|
Principal Address/Other Positions/Citizenship
|
Spyros Episkopou
|
|
Director
|
|
Mr. Episkopous principal business address is Deana Beach Apartments, Block 1, 4th Floor, 33 Promachon Eleftherias Street, Ayios Athanasios, CY 4103 Limassol, Cyprus. Mr. Episkopou is a citizen of
Cyprus.
|
|
|
|
Kyriacos Kazamias
|
|
Director
|
|
Mr. Kazamias principal business address is Georgiou Drosini 6, Potamos Germasogeias, CY4043 Limassol, Cyprus. Mr. Kazamias is a citizen of Cyprus.
|
|
|
|
Eirini Santhi Theocharous
|
|
Director
|
|
Ms. Theocharous principal business address is Deana Beach Apartments, Block 1, 4th Floor, 33 Promachon Eleftherias Street, Ayios Athanasios, CY 4103 Limassol, Cyprus. Ms. Theocharous is a citizen of
Cyprus.
|
(viii) The address of Greenwichs principal place of business is Deana Beach Apartments, Block 1, 4th
Floor, 33 Promachon Eleftherias Street, Ayios Athanasios, CY 4103 Limassol, Cyprus. The principal business of Greenwich is acting as an investment holding company. The name, citizenship, present principal occupation and the name, principal
business and address of any corporation or other organization in which such employment is conducted of Greenwichs director is set forth below. Greenwich does not have any executive officers.
|
|
|
|
|
Name
|
|
Position
|
|
Principal Address/Other Positions/Citizenship
|
Christophis Koufaris
|
|
Director
|
|
Mr. Koufaris principal business address is Iris House 840A, 8 John Kennedy Street, P.O. Box 53510, 3303 Limassol, Cyprus. Mr. Koufaris is a citizen of Cyprus.
|
|
|
|
Spyros Episkopou
|
|
Director
|
|
Mr. Episkopous principal business address is Deana Beach Apartments, Block 1, 4th Floor, 33 Promachon Eleftherias Street, Ayios Athanasios, CY 4103 Limassol, Cyprus. Mr. Episkopou is a citizen of
Cyprus.
|
|
|
|
Kyriacos Kazamias
|
|
Director
|
|
Mr. Kazamias principal business address is Georgiou Drosini 6, Potamos Germasogeias, CY4043 Limassol, Cyprus. Mr. Kazamias is a citizen of Cyprus.
|
|
|
|
Eirini Santhi Theocharous
|
|
Director
|
|
Ms. Theocharous principal business address is Deana Beach Apartments, Block 1, 4th Floor, 33 Promachon Eleftherias Street, Ayios Athanasios, CY 4103 Limassol, Cyprus. Ms. Theocharous is a citizen of
Cyprus.
|
(ix) The address of C.K. Limiteds principal place of business is 13 Castle Street, St Helier, Jersey JE4
5UT. The principal business of C.K. Limited is acting as trustee of the Trust. The name, citizenship, present principal occupation and the name, principal business and address of any corporation or other organization in which such employment is
conducted of each director is set forth below. C.K. Limited does not have any executive officers.
17
|
|
|
|
|
Name
|
|
Position
|
|
Principal Address/Other Positions/Citizenship
|
Spyros Episkopou
|
|
Director
|
|
Mr. Episkopous principal business address is Deana Beach Apartments, Block 1, 4th Floor, 33 Promachon Eleftherias Street, Ayios Athanasios, CY 4103 Limassol, Cyprus. Mr. Episkopou is a citizen of
Cyprus.
|
|
|
|
Philip James Jackman Le Vesconte
|
|
Director
|
|
Mr. Le Vescontes principal business address is 13 Castle Street, St. Helier, Jersey JE4 5UT. Mr. Le Vesconte is a citizen of Jersey.
|
|
|
|
Charles Guy Malet de Carteret
|
|
Director
|
|
Mr. Carterets principal business address is 13 Castle Street, St Helier, Jersey JE4 5UT. Mr. Carteret is a citizen of Jersey.
|
(x) The address of Mr. Fredriksens principal place of business is Seatankers Consultancy Services
(UK) Limited, 15 Sloane Square, London SW1W 8ER, United Kingdom. Mr. Fredriksen is a citizen of Cyprus.
(d. and e.) To the best knowledge of the
Reporting Persons, none of the entities or persons identified in this Item 2, has, during the past five years, been convicted of any criminal proceeding (excluding traffic violations or similar misdemeanors), nor been a party to a civil proceeding
of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or
state securities laws or finding any violation with respect to such laws.
Item 3. Sources and Amount of Funds or Other Consideration
Item 3 of this Statement is hereby supplemented by the following:
On September 12, 2017, Seadrill Limited, which was incorporated under the laws of Bermuda in 2005 (Old Seadrill), and certain
of its affiliates commenced prearranged reorganization proceedings under chapter 11 of title 11 of the United States Code (the Chapter 11 Cases) in the U.S. Bankruptcy Court for the Southern District of Texas (the Bankruptcy
Court). On April 17, 2018, the Bankruptcy Court confirmed the Plan of Reorganization (the Plan) contemplated by the Chapter 11 Cases. In connection with the Plan, Old Seadrill contributed 26,275,750 Common Units and 16,543,350
Subordinated Units to Seadrill Partners HoldCo and subsequently (i) contributed its interests in Seadrill Partners HoldCo to Seadrill JU NewCo, (ii) contributed its interests in Seadrill JU NewCo to Seadrill New Finance,
(iii) contributed its interests in Seadrill New Finance to Seadrill IHCo and (iv) contributed its interests in Seadrill IHCo to Seadrill Limited (formerly known as New SDRL Limited). On July 2, 2018, the Plan became effective (the
Effective Date) and Old Seadrill commenced dissolution proceedings in Bermuda in accordance with the Plan. On the Effective Date, New Seadrill issued certain of its shares to holders of existing shares of Old Seadrill, became the
ultimate parent company of Old Seadrills subsidiaries and was renamed Seadrill Limited.
Item 4. Purpose of Transaction
The information contained in Item 3 above is incorporated herein by reference.
Seadrill Partners HoldCo acquired the Common Units and the Subordinated Units that it owned as of the date of this Schedule 13D for investment
purposes and as part of the reorganization contemplated by the Chapter 11 Cases. The Reporting Persons at any time and from time to time may acquire additional Common Units or dispose of any or all of Common Units they own depending upon an ongoing
evaluation of the investment in the Common Units, prevailing market conditions, other investment opportunities, other investment considerations and/or other factors.
The Reporting Persons have no plans or proposals which relate to, or could result in, any of the matters referred to in paragraphs
(a) through (j) inclusive of the instructions to Item 4 of Schedule 13D. The Reporting Persons may, at any time and from time to time, review or reconsider their position and/or change their purpose and/or formulate plans or proposals with
respect thereto.
Item 5. Interest in Securities of the Issuer.
(a) (b) The aggregate number and percentage of shares of Common Units beneficially owned by the Reporting Persons (based on a total of 75,278,250 common
units outstanding as of March 31, 2018) are as follows:
18
|
|
|
|
|
Seadrill Partners HoldCo
|
|
|
|
|
a) Amount beneficially owned: 26,275,750
|
|
Percentage: 34.9%
|
|
|
b) Number of shares to which the Reporting Person has:
|
|
|
|
|
i. Sole power to vote or to direct the vote: 26,275,750
ii. Shared power to vote or to
direct the vote:
-0-
iii. Sole power to dispose or to direct the disposition of: 26,275,750
iv. Shared power to dispose
or to direct the disposition of:
-0-
|
|
|
|
|
Seadrill JU NewCo
|
|
|
|
|
a) Amount beneficially owned: 26,275,750
|
|
Percentage: 34.9%
|
|
|
b) Number of shares to which the Reporting Person has:
|
|
|
|
|
i. Sole power to vote or to direct the vote: 26,275,750
ii. Shared power to vote or to
direct the vote:
-0-
iii. Sole power to dispose or to direct the disposition of: 26,275,750
iv. Shared power to dispose
or to direct the disposition of:
-0-
|
|
|
|
|
Seadrill New Finance
|
|
|
|
|
a) Amount beneficially owned: 26,275,750
|
|
Percentage: 34.9%
|
|
|
b) Number of shares to which the Reporting Person has:
|
|
|
|
|
i. Sole power to vote or to direct the vote: 26,275,750
ii. Shared power to vote or to
direct the vote:
-0-
iii. Sole power to dispose or to direct the disposition of: 26,275,750
iv. Shared power to dispose
or to direct the disposition of:
-0-
|
|
|
|
|
Seadrill IHCo
|
|
|
|
|
a) Amount beneficially owned: 26,275,750
|
|
Percentage: 34.9%
|
|
|
b) Number of shares to which the Reporting Person has:
|
|
|
|
|
i. Sole power to vote or to direct the vote: 26,275,750
ii. Shared power to vote or to
direct the vote:
-0-
iii. Sole power to dispose or to direct the disposition of: 26,275,750
iv. Shared power to dispose
or to direct the disposition of:
-0-
|
|
|
19
|
|
|
|
|
Seadrill Limited
|
|
|
|
|
a) Amount beneficially owned: 26,275,750
|
|
Percentage: 34.9%
|
|
|
b) Number of shares to which the Reporting Person has:
|
|
|
|
|
i. Sole power to vote or to direct the vote: 26,275,750
ii. Shared power to vote or to
direct the vote:
-0-
iii. Sole power to dispose or to direct the disposition of: 26,275,750
iv. Shared power to dispose
or to direct the disposition of:
-0-
|
|
|
|
|
Hemen Investments
|
|
|
|
|
a) Amount beneficially owned: 26,275,750
|
|
Percentage: 34.9%
|
|
|
b) Number of shares to which the Reporting Person has:
|
|
|
|
|
i. Sole power to vote or to direct the vote:
-0-
ii. Shared power to vote or to direct the vote: 26,275,750
iii. Sole power to dispose or
to direct the disposition of:
-0-
iv. Shared power to dispose or to direct the disposition of: 26,275,750
|
|
|
|
|
Hemen
|
|
|
|
|
a) Amount beneficially owned: 26,275,750
|
|
Percentage: 34.9%
|
|
|
b) Number of shares to which the Reporting Person has:
|
|
|
|
|
i. Sole power to vote or to direct the vote:
-0-
ii. Shared power to vote or to direct the vote: 26,275,750
iii. Sole power to dispose or
to direct the disposition of:
-0-
iv. Shared power to dispose or to direct the disposition of: 26,275,750
|
|
|
|
|
Greenwich
|
|
|
|
|
a) Amount beneficially owned: 26,275,750
|
|
Percentage: 34.9%
|
|
|
b) Number of shares to which the Reporting Person has:
|
|
|
|
|
i. Sole power to vote or to direct the vote:
-0-
ii. Shared power to vote or to direct the vote: 26,275,750
iii. Sole power to dispose or
to direct the disposition of:
-0-
iv. Shared power to dispose or to direct the disposition of: 26,275,750
|
|
|
20
|
|
|
|
|
C.K. Limited
|
|
|
|
|
a) Amount beneficially owned: 26,275,750
|
|
Percentage: 34.9%
|
|
|
b) Number of shares to which the Reporting Person has:
|
|
|
|
|
i. Sole power to vote or to direct the vote:
-0-
ii. Shared power to vote or to direct the vote: 26,275,750
iii. Sole power to dispose or
to direct the disposition of:
-0-
iv. Shared power to dispose or to direct the disposition of: 26,275,750
|
|
|
|
|
John Fredriksen
|
|
|
|
|
a) Amount beneficially owned: 26,275,750*
|
|
Percentage: 34.9%
|
|
|
b) Number of shares to which the Reporting Person has:
|
|
|
|
|
i. Sole power to vote or to direct the vote:
-0-
ii. Shared power to vote or to direct the vote: 26,275,750*
iii. Sole power to dispose or
to direct the disposition of:
-0-
iv. Shared power to dispose or to direct the disposition of: 26,275,750*
|
|
|
*
|
Mr. Fredriksen disclaims beneficial ownership of the 26,275,750 Common Units except to the extent of his voting and dispositive interests in such Common Units. Mr. Fredriksen has no pecuniary interest in the
26,275,750 Common Units.
|
(c.) To the best knowledge of the Reporting Persons, no transactions were affected by the persons enumerated in
Item 2 during the past 60 days other than the transactions described herein.
(d.) No other person is known to have the right to receive or the power to
direct the receipt of dividends from, or the proceeds from the sale of, any of the Common Units beneficially owned by the Reporting Persons.
(e.) Not
applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.
Item 6 of the Statement is amended and supplemented by incorporating herein the disclosure contained in Items 3 and 4 of this Amendment No. 6.
Item 7. Material to be Filed as Exhibits.
|
|
|
|
|
Exhibit A
|
|
Joint Filing Agreement
|
|
|
Exhibit B
|
|
First Amended and Restated Operating Agreement of Seadrill Partners LLC, dated as of October 24, 2012 *
|
|
|
Exhibit B(1)
|
|
Amendment No. 1 to the First Amended and Restated Operating Agreement of Seadrill Partners LLC, dated February 23, 2014 **
|
|
|
Exhibit C
|
|
Purchase and Sale Agreement, dated October 11, 2013, among Seadrill Limited and Seadrill Partners LLC and Seadrill Partners Operating LLC *
|
21
|
|
|
Exhibit D
|
|
Unit Purchase Agreement, dated December 3, 2013, between Seadrill Limited and Seadrill Partners LLC *
|
|
|
Exhibit E
|
|
Second Unit Purchase Agreement, dated March 12, 2014, between Seadrill Limited and Seadrill Partners LLC *
|
|
|
Exhibit F
|
|
Third Unit Purchase Agreement, dated June 18, 2014, between Seadrill Limited and Seadrill Partners LLC *
|
|
|
*
|
|
Previously filed
|
|
|
**
|
|
Incorporated by reference from Exhibit 1.2.1 of the Companys Annual Report on Form
20-F
for the year ended December 31, 2014, filed on April 21, 2015
|
22
SIGNATURES
After reasonable inquiry and to the best of their knowledge and belief, the undersigned certify that the information set forth in this
statement is true, complete and correct.
July 10, 2018
|
|
|
SEADRILL PARTNERS LLC HOLDCO LIMITED
|
|
|
By:
|
|
/s/ Claire Burnard
|
Name:
|
|
Claire Burnard
|
Title:
|
|
Director
|
|
SEADRILL JU NEWCO BERMUDA LIMITED
|
|
|
By:
|
|
/s/ Claire Burnard
|
Name:
|
|
Claire Burnard
|
Title:
|
|
Director
|
|
SEADRILL NEW FINANCE LIMITED
|
|
|
By:
|
|
/s/ Claire Burnard
|
Name:
|
|
Claire Burnard
|
Title:
|
|
Director
|
|
SEADRILL INVESTMENT HOLDING
|
COMPANY LIMITED
|
|
|
By:
|
|
/s/ Claire Burnard
|
Name:
|
|
Claire Burnard
|
Title:
|
|
Director
|
|
SEADRILL LIMITED
|
|
|
By:
|
|
/s/ Anton Dibowitz
|
Name:
|
|
Anton Dibowitz
|
Title:
|
|
Chief Executive Officer, Seadrill Management Ltd.
(Principle Executive Officer of Seadrill Limited)
|
23
|
|
|
HEMEN INVESTMENTS LTD
|
|
|
By:
|
|
/s/ Spyros Episkopou
|
Name:
|
|
Spyros Episkopou
|
Title:
|
|
Director
|
|
HEMEN HOLDING LIMITED
|
|
|
By:
|
|
/s/ Spyros Episkopou
|
Name:
|
|
Spyros Episkopou
|
Title:
|
|
Director
|
|
GREENWICH HOLDINGS LIMITED
|
|
|
By:
|
|
/s/ Spyros Episkopou
|
Name:
|
|
Spyros Episkopou
|
Title:
|
|
Director
|
|
C.K. LIMITED
|
|
|
By:
|
|
/s/ Spyros Episkopou
|
Name:
|
|
Spyros Episkopou
|
Title:
|
|
Director
|
|
JOHN FREDRIKSEN
|
|
|
By:
|
|
/s/ John Fredriksen
|
Name:
|
|
John Fredriksen
|
24
Exhibit A
JOINT FILING AGREEMENT
The undersigned, being duly authorized thereunto, hereby executes this agreement as an exhibit to this Amendment No. 6 to Schedule 13D
with respect to the securities of Seadrill Partners LLC to evidence the agreement of the below-named parties, in accordance with the rules promulgated pursuant to the Securities Exchange Act of 1934, as amended, to file this Amendment No. 6
Schedule 13D jointly on behalf of each such party.
July 10, 2018
|
|
|
SEADRILL PARTNERS LLC HOLDCO LIMITED
|
|
|
By:
|
|
/s/ Claire Burnard
|
Name:
|
|
Claire Burnard
|
Title:
|
|
Director
|
|
SEADRILL JU NEWCO BERMUDA LIMITED
|
|
|
By:
|
|
/s/ Claire Burnard
|
Name:
|
|
Claire Burnard
|
Title:
|
|
Director
|
|
SEADRILL NEW FINANCE LIMITED
|
|
|
By:
|
|
/s/ Claire Burnard
|
Name:
|
|
Claire Burnard
|
Title:
|
|
Director
|
|
SEADRILL INVESTMENT HOLDING
|
COMPANY LIMITED
|
|
|
By:
|
|
/s/ Claire Burnard
|
Name:
|
|
Claire Burnard
|
Title:
|
|
Director
|
|
SEADRILL LIMITED
|
|
|
By:
|
|
/s/ Anton Dibowitz
|
Name:
|
|
Anton Dibowitz
|
Title:
|
|
Chief Executive Officer, Seadrill Management Ltd.
(Principle Executive Officer of Seadrill Limited)
|
25
|
|
|
HEMEN INVESTMENTS LTD
|
|
|
By:
|
|
/s/ Spyros Episkopou
|
Name:
|
|
Spyros Episkopou
|
Title:
|
|
Director
|
|
HEMEN HOLDING LIMITED
|
|
|
By:
|
|
/s/ Spyros Episkopou
|
Name:
|
|
Spyros Episkopou
|
Title:
|
|
Director
|
|
GREENWICH HOLDINGS LIMITED
|
|
|
By:
|
|
/s/ Spyros Episkopou
|
Name:
|
|
Spyros Episkopou
|
Title:
|
|
Director
|
|
C.K. LIMITED
|
|
|
By:
|
|
/s/ Spyros Episkopou
|
Name:
|
|
Spyros Episkopou
|
Title:
|
|
Director
|
|
JOHN FREDRIKSEN
|
|
|
By:
|
|
/s/ John Fredriksen
|
Name:
|
|
John Fredriksen
|
26