Case CSS Doc 2023 Filed 12/21/17 Page 1 of 11 UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE

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1 Case CSS Doc 2023 Filed 12/21/17 Page 1 of 11 UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE x In re Chapter 11 PARAGON OFFSHORE PLC, et al. Case No (CSS) (Jointly Administered) Debtors x DEBTORS MOTION FOR AN ORDER CLOSING CERTAIN CHAPTER 11 CASES Hearing Date January 10, 2018 at 200 p.m. (ET) Objection Deadline January 3, 2018 at 400 p.m. (ET) Paragon Offshore plc ( Paragon Parent ) and its affiliated debtors in the abovecaptioned chapter 11 cases (collectively, the Debtors ) hereby file this motion (the Motion ) for entry of an order substantially in the form attached hereto as Exhibit A (the Proposed Order ) closing certain of the above-captioned chapter 11 cases (the Subsidiary Cases ). 2 In support of this Motion, the Debtors respectfully state as follows 1 The Debtors in these chapter 11 cases, along with the last four digits of each Debtor s federal tax identification number, as applicable, are Paragon Offshore plc (in administration) (6017); Paragon Offshore Finance Company (6632); Paragon International Finance Company (8126); Paragon Offshore Holdings US Inc. (1960); Paragon Offshore Drilling LLC (4541); Paragon FDR Holdings Ltd. (4731); Paragon Duchess Ltd.; Paragon Offshore (Luxembourg) S.à r.l. (5897); PGN Offshore Drilling (Malaysia) Sdn. Bhd. (9238); Paragon Offshore (Labuan) Pte. Ltd. (3505); Paragon Holding SCS 2 Ltd. (4108); Paragon Asset Company Ltd. (2832); Paragon Holding SCS 1 Ltd. (4004); Paragon Offshore Leasing (Luxembourg) S.à r.l. (5936); Paragon Drilling Services 7 LLC (7882); Paragon Offshore Leasing (Switzerland) GmbH (0669); Paragon Offshore do Brasil Ltda.; Paragon Asset (ME) Ltd. (8362); Paragon Asset (UK) Ltd.; Paragon Offshore International Ltd. (6103); Paragon Offshore (North Sea) Ltd.; Paragon (Middle East) Limited (0667); Paragon Holding NCS 2 S.à r.l. (5447); Paragon Leonard Jones LLC (8826); Paragon Offshore (Nederland) B.V.; and Paragon Offshore Contracting GmbH (2832). The Debtors mailing address is 3151 Briarpark Drive, Suite 700, Houston, Texas Neville Barry Kahn and David Philip Soden, each of Deloitte LLP, are the joint administrators of Paragon Offshore plc (in administration) (the Joint Administrators ). The affairs, business and property of Paragon Offshore plc (in administration) are managed by the Joint Administrators. 2 The Subsidiary Cases consist of the chapter 11 cases of all the Debtors other than Paragon Offshore plc, Case No (CSS), which the Debtors request that the Court leave open.

2 Case CSS Doc 2023 Filed 12/21/17 Page 2 of 11 Jurisdiction 1. This Court has jurisdiction to consider this Motion pursuant to 28 U.S.C. 157 and 1334, and the Amended Standing Order of Reference from the United States District Court for the District of Delaware, dated February 29, This is a core proceeding pursuant to 28 U.S.C. 157(b) and, pursuant to Rule (f) of the Local Rules of Bankruptcy Practice and Procedure of the United States Bankruptcy Court for the District of Delaware (the Local Rules ), the Debtors consent to the entry of a final order by the Court in connection with this Motion to the extent that it is later determined that the Court, absent consent of the parties, cannot enter final orders or judgments consistent with Article III of the United States Constitution. Venue is proper before this Court pursuant to 28 U.S.C and Background 2. On February 14, 2016 (the Petition Date ), each of the Debtors commenced with this Court a voluntary case under chapter 11 of title 11 of the United States Code (the Bankruptcy Code ). The Debtors chapter 11 cases have been consolidated for procedural purposes only and are being jointly administered pursuant to Rule 1015(b) of the Federal Rules of Bankruptcy Procedure (the Bankruptcy Rules ). 3. On January 27, 2017, the Office of the United States Trustee appointed the Official Committee of Unsecured Creditors [D.I. 1059] (the Creditors Committee ). No trustee has been appointed in these chapter 11 cases. 4. On June 7, 2017, the Court entered its Findings of Fact, Conclusions of Law and Order Confirming the Fifth Joint Chapter 11 Plan of Paragon Offshore plc and its 2

3 Case CSS Doc 2023 Filed 12/21/17 Page 3 of 11 Affiliated Debtors [D.I. 1614] (the Confirmation Order ) confirming the Fifth Joint Chapter 11 Plan of Paragon Offshore plc and its Affiliated Debtors, dated June 7, 2017 (the Plan ). 3 On July 17, 2017, the Court entered the Order (I) Authorizing Modification of the Debtors Fifth Joint Plan of Reorganization Under Chapter 11 of the Bankruptcy Code Pursuant to Section 1127(b) of the Bankruptcy Code and (II) Determining that Further Disclosure and Resolicitation of Votes are not Required Pursuant to Section 1127(c) of the Bankruptcy Code [D.I. 1775] (the Plan Modification Order ) The Effective Date of the Plan occurred on July 18, 2017 [see D.I. 1792], and as a result, the Plan has been substantially consummated. Among other things, as provided in the Plan, Reorganized Paragon was created, the transactions contemplated by the Plan have been consummated, including the U.K. Sale Transaction (as modified by the Plan Modification Order), the General Unsecured Claims Reserve established by the Plan has been funded, and nearly all distributions under the Plan have been made. Although certain outstanding claims have not yet been paid, section 7.2 of the Plan provides the Debtors the authority to resolve such Claims without approval of the Bankruptcy Court. 6. The claims register, prepared and provided by Kurtzman Carson Consultants, LLC ( KCC ), shows that approximately 513 proofs of claim (the Proofs of Claim ) were filed in these chapter 11 cases. The Debtors have been reviewing and reconciling the Proofs of Claim. The ongoing claims reconciliation process involves the collective effort of the Debtors employees, counsel to the Debtors, Weil, Gotshal & Manges LLP, the Debtors 3 Capitalized terms used but not otherwise defined herein, shall have the meaning ascribed to such terms in the Plan. 4 On December 4, 2017, Michael Hammersley filed the Motion of Michael R. Hammersley to Revoke the Order (I) Authorizing Modification of the Debtors Fifth Joint Plan of Reorganization Under Chapter 11 of the Bankruptcy Code Pursuant to Section 1127(b) of the Bankruptcy Code and (II) Determining that Further Disclosure and Resolicitation of Votes are not Required Pursuant to Section 1127(c) of the Bankruptcy Code [D.I. 2000] (the Motion to Revoke the Plan Modification Order ). 3

4 Case CSS Doc 2023 Filed 12/21/17 Page 4 of 11 restructuring advisor, AlixPartners, LLP, and the Debtors Claims Agent, KCC. Although the Debtors have made substantial progress resolving a significant number of pending claims, there are approximately 32 claims asserted by approximately 19 claimants that require further review and ongoing negotiation with creditors. As discussed below, to the extent that any outstanding claims were filed against the Debtors in the Subsidiary Cases, the Debtors propose that such claims be handled as though they were filed against Paragon Parent. 7. Moreover, all requisite United States Trustee ( U.S. Trustee ) quarterly fees have been paid in these chapter 11 cases through the quarter ending September 30, 2017 in the amount of approximately $140,175. The next quarterly payment for the period ending December 31, 2017 will be due on or before January 30, The Debtors estimate that U.S. Trustee fees for such quarter will be approximately $145,000. The Debtors seek to close the Subsidiary Cases to avoid incurring further unnecessary and burdensome fees. Relief Requested 8. By this Motion, the Debtors request, pursuant to section 350(a) of the Bankruptcy Code, Bankruptcy Rule 3022, and Local Rule , entry of a final decree substantially in the form attached hereto as Exhibit A closing the Subsidiary Cases. 5 Basis for Relief 9. Section 350(a) of the Bankruptcy Code provides that [a]fter an estate is fully administered and the court has discharged the trustee, the court shall close the case. 11 U.S.C. 350(a). Bankruptcy Rule 3022, which implements section 350 of the Bankruptcy Code, 5 If the Court grants the relief requested in this Motion, the chapter 11 case of Paragon Parent will remain open at this time to provide the Debtors with an opportunity to reconcile and object to claims and address certain other issues before seeking authority to close the Paragon Parent case. Upon the filing of a further motion to close the chapter 11 case of Paragon Parent, the Debtors intend to file a final report with respect to all of the chapter 11 cases pursuant to Local Rule (c). Consequently, the Debtors in the Subsidiary Cases are not filing a final report concurrently herewith. 4

5 Case CSS Doc 2023 Filed 12/21/17 Page 5 of 11 further provides that [a]fter an estate is fully administered in a chapter 11 reorganization case, the court, on its own motion or on motion of a party in interest, shall enter a final decree closing the case. Fed. R. Bankr. P Local Rule (a) provides that, [u]pon written motion, a party in interest may seek the entry of a final decree at any time after the confirmed plan has been fully administered provided that all required fees due under 28 U.S.C have been paid. 10. The term fully administered is not defined in either the Bankruptcy Code or the Bankruptcy Rules. The Advisory Committee Note to Bankruptcy Rule 3022, however, sets forth the following non-exclusive factors to be considered in determining whether a case has been fully administered a) whether the order confirming the plan has become final; b) whether deposits required by the plan have been distributed; c) whether the property proposed by the plan to be transferred has been transferred; d) whether the debtor or its successor has assumed the business or the management of the property dealt with by the plan; e) whether payments under the plan have commenced; and f) whether all motions, contested matters, and adversary proceedings have been finally resolved. Fed. R. Bankr. P advisory committee s note. 11. Delaware bankruptcy courts have adopted the view that these factors are but a guide in determining whether a case has been fully administered, and not all factors need to be present before the case is closed. In re SLI, Inc., No (WS), 2005 WL , at *2 (Bankr. D. Del. June 24, 2005) (citing In re Mold Makers, Inc., 124 B.R. 766, (Bankr. N.D. Ill. 1991)); see also In re Kliegl Bros. Universal Elec. Stage Lighting Co., Inc., 238 B.R. 5

6 Case CSS Doc 2023 Filed 12/21/17 Page 6 of , 542 (Bankr. E.D.N.Y. 1999) (recognizing that bankruptcy courts weigh the factors contained in the Advisory Committee Note when deciding whether to close a case); In re Jay Bee Enters., Inc., 207 B.R. 536, 538 (Bankr. E.D. Ky. 1997) (same); Walnut Assocs. v. Saidel, 164 B.R 487, 493 (E.D. Pa. 1994) ( [A]ll of the factors in the Committee Note need not be present before the Court will enter a final decree. ). 12. In addition to the factors set forth in the Advisory Committee Note, courts have considered whether the plan has been substantially consummated. See e.g., In re Gates Cmty. Chapel of Rochester, Inc., 212 B.R. 220, 224 (Bankr. W.D.N.Y. 1997) (considering substantial consummation as a factor in determining whether to close a case); Walnut Assocs., 164 B.R. at 493 (same). Section 1101(2) of the Bankruptcy Code defines substantial consummation as (a) transfer of all or substantially all of the property proposed by the plan to be transferred; (b) assumption by the debtor or by the successor to the debtor under the plan of the business or of the management of all or substantially all of the property dealt with by the plan; and (c) commencement of distribution under the plan. 13. The Advisory Committee Note further indicates that entry of a final decree should not be delayed solely because the payments required by the plan have not been completed, and the Court should not keep the case open only because of the possibility that the court s jurisdiction may be invoked in the future. Id. Additionally, a final decree closing the case after the estate is fully administered does not deprive the court of jurisdiction to enforce or interpret its own orders and does not prevent the court from reopening the case for cause pursuant to 350(b) of the [Bankruptcy] Code. Id. 14. Indeed, Bankruptcy Rule 3022 was amended in order to set forth a flexible Rule to permit the court to determine that an estate is fully administered and should be closed even though payments or other activities 6

7 Case CSS Doc 2023 Filed 12/21/17 Page 7 of 11 involving the debtor and its creditors might continue.... As is evident by the Committee note, the Advisory Committee interprets fully administered very loosely and encourages courts to use substantially more discretion in deciding whether to close a [c]hapter 11 case th[a]n Code 350 and the Rule literally read. In re Gould, 437 B.R. 34, (Bankr. D. Conn. 2010) (quoting Fed. R. Bankr. P ed. cmt.) (emphasis added). 15. The Subsidiary Cases have been fully administered within the meaning of section 350 of the Bankruptcy Code, making it appropriate for the Court to enter a final decree closing these cases. The Confirmation Order was entered on June 7, 2017, and the Plan has been substantially consummated. Among other things a) the Confirmation Order has become final and is non-appealable; b) no further Plan distributions will be made from the estates of the Subsidiary Cases; c) the transactions contemplated by the Plan have been consummated, including, without limitation, the U.K. Sale Transaction, the Take Back Debt Agreement, the New Letter of Credit Agreement, and the Existing L/C Escrow Agreement(s); d) Reorganized Paragon was created and the New Equity Interests have been distributed to holders of Allowed Secured Lender Claims and Allowed Senior Notes Claims; e) there are no pending contested matters or adversary proceedings against the Debtors or Reorganized Debtors other than the pro se Motion of Mr. Hammersley to Revoke the Plan Modification Order [D.I. 2000]; f) the General Unsecured Claims Reserve has been funded; and g) pursuant to Section 7.2 of the Plan, the Reorganized Debtors have the authority to litigate, compromise, settle, otherwise resolve, or withdraw any objections to all Claims against the Debtors and to compromise and settle any such Disputed Claims without any further notice to or action, order, or approval by the Bankruptcy Court or any other party. 16. The foregoing factors support closing the Subsidiary Cases. The fact that the Debtors are still reviewing and resolving claims does not require that the Subsidiary Cases 7

8 Case CSS Doc 2023 Filed 12/21/17 Page 8 of 11 remain open until all such claims are resolved and distributions are made. Jay Bee Enters., 207 B.R. at 539 (finding that Bankruptcy Rule 3022 does not require that a chapter 11 case be kept open until all awarded fees and allowed claims have been paid in accordance with the confirmed plan or until the statutory fees... have been paid ). All remaining proofs of claim filed against the Debtors in the Subsidiary Cases will be treated as though filed against Paragon Parent, and the Debtors are not seeking to close the case of Paragon Parent at this time. This is consistent with section 3.2 of the Plan, which provides that [the] Plan groups the Debtors together solely for the purpose of describing treatment under [the] Plan, confirmation of [the] Plan, and making Plan Distributions in respect of Claims against and Interests in the Debtors under [the] Plan. Moreover, as mentioned above, pursuant to Section 7.2 of the Plan, the Reorganized Debtors have the authority to resolve all outstanding Claims against the Debtors without the Bankruptcy Court s approval. 17. To the extent necessary, however, the Court will retain jurisdiction over any issues relating to the Subsidiary Cases, including the resolution of Claims, given that the Paragon Parent case will remain open. Therefore, leaving Paragon Parent s case open will provide an additional avenue for resolving any issues that may arise that relate to the Subsidiary Cases, without the need to reopen those cases. Other than resolving outstanding claims (which the Debtors propose to effectuate through the case of Paragon Parent), there is no other purpose for keeping the Subsidiary Cases open. 18. In addition to the reasons explained above, closing the Subsidiary Cases will relieve the Court, the Office of the United States Trustee for the District of Delaware, and the Debtors from each of their administrative burdens with respect to the Subsidiary Cases. Indeed, closing the Subsidiary Cases will alleviate the Debtors obligation to pay quarterly fees 8

9 Case CSS Doc 2023 Filed 12/21/17 Page 9 of 11 under section 1930 of title 28 of the United States Code for the Subsidiary Cases. See In re A.H. Robins Co., Inc., 219 B.R. 145, 149 (Bankr. E.D. Va. 1998) (finding that the obligation to pay UST fees terminates upon closure, dismissal, or conversion of a Chapter 11 case, and will not be paid ad infinitum ). The Debtors have paid approximately $1,053,000 in U.S. Trustee fees in these cases and estimate that approximately $145,000 in U.S. Trustee fees will be due for the next quarterly payment period ending December 31, Unless and until the Bankruptcy Court enters a final decree closing the Subsidiary Cases, the Reorganized Debtors must continue paying U.S. Trustee fees while the Subsidiary Cases unnecessarily remain open. 19. In light of the factors noted above, the Debtors submit that ample justification exists for entry of a final decree closing the Subsidiary Cases. Notice 20. No trustee has been appointed in these Chapter 11 Cases. Notice of this Motion has been provided to (i) the Office of the United States Trustee for the District of Delaware; (ii) Simpson Thacher & Bartlett LLP, 425 Lexington Avenue, New York, NY (Attn Sandeep Qusba, Esq., Kathrine A. McLendon, Esq., and Morris J. Massel, Esq.), counsel to JPMorgan Chase Bank, N.A. (a) as administrative agent under the Senior Secured Revolving Credit Agreement, dated as of June 17, 2014, and (b) as collateral agent under the Guaranty and Collateral Agreement, dated as of July 18, 2014; (iii) Arnold & Porter Kaye Scholer LLP, 250 West 55th Street, New York, NY (Attn Scott D. Talmadge, Esq. and Mark F. Liscio, Esq.), counsel to Cortland Capital Market Services L.L.C. as administrative agent under the Senior Secured Term Loan Agreement, dated as of July 18, 2014; (iv) Morgan, Lewis, & Bockius LLP, 101 Park Avenue, New York, NY (Attn James O. Moore, Esq., Glenn E. Siegel, Esq., and Joshua Dorchak, Esq.), counsel to Deutsche Bank Trust Company Americas as trustee under the Senior Notes Indenture, dated as of July 18, 2014, for the 6.75% Senior Notes 9

10 Case CSS Doc 2023 Filed 12/21/17 Page 10 of 11 due 2022 and the 7.25% Senior Notes due 2024; (v) Paul, Weiss, Rifkind, Wharton, & Garrison LLP, 1285 Avenue of the Americas, New York, NY (Attn Andrew N. Rosenberg, Esq. and Elizabeth R. McColm, Esq.), counsel to the Creditors Committee; (vi) the Securities and Exchange Commission; (vii) the Internal Revenue Service; (viii) the United States Attorney s Office for the District of Delaware; and (ix) all parties who filed a request for service of notices under Bankruptcy Rule No Prior Request 21. No previous request for relief sought herein has been made to this Court or any other court. 10

11 Case CSS Doc 2023 Filed 12/21/17 Page 11 of 11 WHEREFORE the Debtors respectfully request that the Court enter the Proposed Order, substantially in the form attached hereto as Exhibit A, granting the relief requested herein, and ordering such other and further relief as is just and proper. Dated December 21, 2017 Wilmington, Delaware /s/ Mark D. Collins RICHARDS, LAYTON & FINGER, P.A. Mark D. Collins (No. 2981) Amanda R. Steele (No. 5530) Joseph C. Barsalona II (No. 6102) One Rodney Square 920 North King Street Wilmington, Delaware Telephone (302) Facsimile (302) and- WEIL, GOTSHAL & MANGES LLP Gary T. Holtzer (admitted pro hac vice) Stephen A. Youngman (admitted pro hac vice) Alfredo R. Pérez (admitted pro hac vice) 767 Fifth Avenue New York, New York Telephone (212) Facsimile (212) Attorneys for the Debtors 11

12 Case CSS Doc Filed 12/21/17 Page 1 of 3 UNITED STATES BANKRUPTCY COURT DISTRICT OF DELAWARE In re Chapter 11 PARAGON OFFSHORE PLC, et al., Case No (CSS) Jointly Administered Debtors. 1 Hearing Date Jan. 10, 2018 at 200 p.m. (ET) Obj. Deadline Jan. 3, 2018 at 400 p.m. (ET) NOTICE OF MOTION AND HEARING PLEASE TAKE NOTICE that, on December 21, 2017, Paragon Offshore plc (in administration) and its affiliated debtors in the above-captioned chapter 11 cases (collectively, the Debtors ) filed the Debtors Motion for an Order Closing Certain Chapter 11 Cases (the Motion ) with the United States Bankruptcy Court for the District of Delaware (the Bankruptcy Court ). PLEASE TAKE FURTHER NOTICE that any responses or objections to the Motion must be in writing, filed with the Clerk of the Bankruptcy Court, 824 North Market Street, 3rd 1 The Debtors in these chapter 11 cases, along with the last four digits of each Debtor s federal tax identification number, as applicable, are Paragon Offshore plc (in administration) (6017); Paragon Offshore Finance Company (6632); Paragon International Finance Company (8126); Paragon Offshore Holdings US Inc. (1960); Paragon Offshore Drilling LLC (4541); Paragon FDR Holdings Ltd. (4731); Paragon Duchess Ltd.; Paragon Offshore (Luxembourg) S.à r.l. (5897); PGN Offshore Drilling (Malaysia) Sdn. Bhd. (9238); Paragon Offshore (Labuan) Pte. Ltd. (3505); Paragon Holding SCS 2 Ltd. (4108); Paragon Asset Company Ltd. (2832); Paragon Holding SCS 1 Ltd. (4004); Paragon Offshore Leasing (Luxembourg) S.à r.l. (5936); Paragon Drilling Services 7 LLC (7882); Paragon Offshore Leasing (Switzerland) GmbH (0669); Paragon Offshore do Brasil Ltda.; Paragon Asset (ME) Ltd. (8362); Paragon Asset (UK) Ltd.; Paragon Offshore International Ltd. (6103); Paragon Offshore (North Sea) Ltd.; Paragon (Middle East) Limited (0667); Paragon Holding NCS 2 S.à r.l. (5447); Paragon Leonard Jones LLC (8826); Paragon Offshore (Nederland) B.V.; and Paragon Offshore Contracting GmbH (2832). The Debtors mailing address is 3151 Briarpark Drive, Suite 700, Houston, Texas Neville Barry Kahn and David Philip Soden, each of Deloitte LLP, are the joint administrators of Paragon Offshore plc (in administration) (the Joint Administrators ). The affairs, business and property of Paragon Offshore plc (in administration) are managed by the Joint Administrators. RLF v.1

13 Case CSS Doc Filed 12/21/17 Page 2 of 3 Floor, Wilmington, Delaware 19801, and served upon and received by the undersigned counsel for the Debtors on or before January 3, 2018 at 400 p.m. (ET). PLEASE TAKE FURTHER NOTICE that if any objections to the Motion are received, the Motion and such objections shall be considered at a hearing before The Honorable Christopher S. Sontchi, United States Bankruptcy Judge for the District of Delaware, at the Bankruptcy Court, 824 North Market Street, 5th Floor, Courtroom 6, Wilmington, Delaware on January 10, 2018 at 200 p.m. (ET). PLEASE TAKE FURTHER NOTICE THAT IF NO OBJECTIONS TO THE MOTION ARE TIMELY FILED, SERVED AND RECEIVED IN ACCORDANCE WITH THIS NOTICE, THE BANKRUPTCY COURT MAY GRANT THE RELIEF REQUESTED IN THE MOTION WITHOUT FURTHER NOTICE OR HEARING. RLF v.1 2

14 Case CSS Doc Filed 12/21/17 Page 3 of 3 Dated December 21, 2017 Wilmington, Delaware /s/ Mark D. Collins RICHARDS, LAYTON & FINGER, P.A. Mark D. Collins (No. 2981) Paul N. Heath (No. 3704) Amanda R. Steele (No. 5530) Joseph C. Barsalona II (No. 6102) One Rodney Square 920 North King Street Wilmington, Delaware Telephone (302) Facsimile (302) and- WEIL, GOTSHAL & MANGES LLP Gary T. Holtzer (admitted pro hac vice) Stephen A. Youngman (admitted pro hac vice) Alfredo R. Pérez (admitted pro hac vice) 767 Fifth Avenue New York, New York Telephone (212) Facsimile (212) Attorneys for the Debtors 3 RLF v.1

15 Case CSS Doc Filed 12/21/17 Page 1 of 11 Exhibit A Proposed Order

16 Case CSS Doc Filed 12/21/17 Page 2 of 11 UNITED STATES BANKRUPTCY COURT DISTRICT OF DELAWARE In re Chapter 11 PARAGON OFFSHORE DRILLING Case No (CSS) LLC Debtor. Tax I.D. No In re Chapter 11 PARAGON OFFSHORE FINANCE Case No (CSS) COMPANY Debtor. Tax I.D. No In re Chapter 11 PARAGON INTERNATIONAL Case No (CSS) FINANCE COMPANY Debtor. Tax I.D. No In re Chapter 11 PARAGON OFFSHORE HOLDINGS Case No (CSS) US INC. Debtor. Tax I.D. No

17 Case CSS Doc Filed 12/21/17 Page 3 of 11 In re Chapter 11 PARAGON FDR HOLDINGS LTD. Case No (CSS) Debtor. Tax I.D. No In re Chapter 11 PARAGON DUCHESS LTD. Case No (CSS) Debtor. No Tax I.D. In re Chapter 11 PARAGON OFFSHORE Case No (CSS) (LUXEMBOURG) S.À R.L. Debtor. Tax I.D. No In re Chapter 11 PGN OFFSHORE DRILLING Case No (CSS) (MALAYSIA) SDN. BHD. Debtor. Tax I.D. No

18 Case CSS Doc Filed 12/21/17 Page 4 of 11 In re Chapter 11 PARAGON OFFSHORE (LABUAN) Case No (CSS) PTE. LTD. Debtor. Tax I.D. No In re Chapter 11 PARAGON HOLDING SCS 2 LTD. Case No (CSS) Debtor. Tax I.D. No In re Chapter 11 PARAGON ASSET COMPANY Case No (CSS) LTD. Debtor. Tax I.D. No In re Chapter 11 PARAGON HOLDING SCS 1 LTD. Case No (CSS) Debtor. Tax I.D. No

19 Case CSS Doc Filed 12/21/17 Page 5 of 11 In re Chapter 11 PARAGON OFFSHORE LEASING Case No (CSS) (LUXEMBOURG) S.À R.L. Debtor. Tax I.D. No In re Chapter 11 PARAGON DRILLING SERVICES 7 Case No (CSS) LLC Debtor. Tax I.D. No In re Chapter 11 PARAGON OFFSHORE LEASING Case No (CSS) (SWITZERLAND) GMBH Debtor. Tax I.D. No In re Chapter 11 PARAGON OFFSHORE DO BRASIL Case No (CSS) LTDA. Debtor. No Tax I.D. 4

20 Case CSS Doc Filed 12/21/17 Page 6 of 11 In re Chapter 11 PARAGON ASSET (ME) LTD. Case No (CSS) Debtor. Tax I.D. No In re Chapter 11 PARAGON ASSET (UK) LTD. Case No (CSS) Debtor. No Tax I.D. In re Chapter 11 PARAGON OFFSHORE Case No (CSS) INTERNATIONAL LTD. Debtor. Tax I.D. No In re Chapter 11 PARAGON OFFSHORE (NORTH Case No (CSS) SEA) LTD. Debtor. No Tax I.D. 5

21 Case CSS Doc Filed 12/21/17 Page 7 of 11 In re Chapter 11 PARAGON (MIDDLE EAST) Case No (CSS) LIMITED Debtor. Tax I.D. No In re Chapter 11 PARAGON HOLDING NCS 2 S.À R.L. Case No (CSS) Debtor. Tax I.D. No In re Chapter 11 PARAGON LEONARD JONES LLC Case No (CSS) Debtor. Tax I.D. No In re Chapter 11 PARAGON OFFSHORE Case No (CSS) (NEDERLAND) B.V. Debtor. No Tax I.D. 6

22 Case CSS Doc Filed 12/21/17 Page 8 of 11 In re Chapter 11 PARAGON OFFSHORE Case No (CSS) CONTRACTING GMBH Debtor. Re Docket No. Tax I.D. No ORDER CLOSING CERTAIN CHAPTER 11 CASES This matter having come before the Court upon Debtors Motion for an Order Closing Certain Chapter 11 Cases (the Motion ); 1 and due and sufficient notice of the Motion having been given under the particular circumstances; and it appearing that no other or further notice need be provided; and it appearing that the relief requested by the Motion is in the best interests of the Debtors, their creditors and other parties in interest; and after due deliberation thereon; and good and adequate cause appearing therefor; IT IS HEREBY ORDERED THAT 1. The Motion is granted. 2. The chapter 11 cases of the twenty-five (25) Debtors identified on Exhibit 1 attached hereto (the Subsidiary Cases ) are hereby closed. 3. Case No (CSS), Paragon Offshore plc, shall remain open pending further order of this Court. 4. The Clerk of this Court shall enter this Order individually on each of the dockets of the chapter 11 cases and each of the dockets of the Subsidiary Cases shall be marked as Closed. 1 Capitalized terms not otherwise defined herein have the meanings given to them in the Motion. 7

23 Case CSS Doc Filed 12/21/17 Page 9 of The Debtors are authorized to take all actions necessary to effectuate the relief granted pursuant to this Order in accordance with the Motion. 6. Entry of this final decree is without prejudice to the rights of the Debtors or any party in interest to seek to reopen the Subsidiary Cases for cause. 7. Following entry of this Order, the caption for Case No (CSS), Paragon Offshore plc, shall read as follows In re Chapter 11 PARAGON OFFSHORE PLC Case No (CSS) Debtor The debtor in this case, along with the last four digits of the debtor s federal tax identification number is Paragon Offshore plc (in administration) (6017). 8. The Court shall retain jurisdiction to hear and determine all matters arising from or related to the implementation, interpretation and/or enforcement of this Order. Dated, 2017 Wilmington, Delaware THE HONORABLE CHRISTOPHER SONTCHI UNITED STATES BANKRUPTCY JUDGE 8

24 Case CSS Doc Filed 12/21/17 Page 10 of 11 Exhibit 1 Subsidiary Cases

25 Case CSS Doc Filed 12/21/17 Page 11 of 11 Subsidiary Cases DEBTOR CASE NO. Paragon Offshore Drilling LLC Case No Paragon Offshore Finance Company Case No Paragon International Finance Company Case No Paragon Offshore Holdings US Inc. Case No Paragon FDR Holdings Ltd. Case No Paragon Duchess Ltd. Case No Paragon Offshore (Luxembourg) S.á r.l. Case No Pgn Offshore Drilling (Malaysia) Sdn. Bhd. Case No Paragon Offshore (Labuan) Pte. Ltd. Case No Paragon Holding SCS 2 Ltd. Case No Paragon Asset Company Ltd. Case No Paragon Holding SCS 1 Ltd. Case No Paragon Offshore Leasing (Luxembourg) S.á r.l. Case No Paragon Drilling Services 7 LLC Case No Paragon Offshore Leasing (Switzerland) GmbH Case No Paragon Offshore do Brasil Ltda. Case No Paragon Asset (ME) Ltd. Case No Paragon Asset (UK) Ltd. Case No Paragon Offshore International Ltd. Case No Paragon Offshore (North Sea) Ltd. Case No Paragon (Middle East) Limited Case No Paragon Holding NCS 2 S.á r.l. Case No Paragon Leonard Jones LLC Case No Paragon Offshore (Nederland) B.V. Case No Paragon Offshore Contracting GmbH Case No