Transocean Inc. Announces Pricing of Senior Notes Offering
HOUSTON--(BUSINESS WIRE)--Dec. 5, 2007--Transocean Inc. (NYSE:RIG)today announced that it priced a public offering of $0.5 billion of5.25% Senior Notes due 2013, issued at a price of 99.868% of theprincipal amount, $1.0 billion of 6.00% Senior Notes due 2018, issuedat a price of 99.663% of the principal amount, and $1.0 billion of6.80% Senior Notes due 2038, issued at a price of 99.874% of theprincipal amount (together, the \"Senior Notes\"). The offering isexpected to close on December 11, 2007, subject to the satisfaction ofclosing conditions.
Transocean will have the right to redeem the Senior Notes at anytime prior to maturity at a redemption price equal to 100% of theprincipal amount plus accrued and unpaid interest and a \"make-wholepremium.\"
As previously announced on December 3, Transocean intends to raisean additional $6 billion through the issuance of convertible seniornotes due 2037 (\"Convertible Notes\"), issuable in three series (SeriesA, B and C, together the \"Convertible Notes\"). In addition, Transoceanmay issue up to an additional $600 million of Convertible Notes uponexercise of an overallotment option to be granted to the underwriters.Upon conversion, Transocean is obligated to settle the ConvertibleNotes by delivering cash up to the aggregate principal amount of theConvertible Notes to be converted and ordinary shares in respect ofthe remainder, if any, of Transocean's conversion obligation in excessof the aggregate principal amount of the Convertible Notes beingconverted.
Transocean intends to use the $2.5 billion of proceeds from theproposed Senior Notes offering, together with up to $6.6 billion ofthe proceeds from its proposed Convertible Notes offering and $1.5billion of borrowings under its $1.5 billion 364-day revolving creditfacility, to repay a portion of the outstanding borrowings underTransocean's $15.0 billion bridge loan facility that were incurred tofund cash payments to shareholders in connection with Transocean'srecently completed reclassification of its ordinary shares and mergerwith GlobalSantaFe Corporation.
Goldman, Sachs & Co. and Lehman Brothers Inc. are jointbookrunning managers for the Senior Notes offering, Citi is a jointbookrunning manager for the offering of 2013 Senior Notes and JPMorganis a joint bookrunning manager for the offering of 2018 and 2038Senior Notes. Goldman, Sachs & Co. and Lehman Brothers Inc. are jointbookrunning managers for the Convertible Notes offering, Citi is ajoint bookrunning manager for the offering of Series A and CConvertible Notes and Credit Suisse is a joint bookrunning manager forthe offering of Series B Convertible Notes.
The notes will be issued under a shelf registration statementfiled by Transocean with the Securities and Exchange Commission onDecember 3, 2007, which became automatically effective.
This press release is neither an offer to sell nor a solicitationof an offer to buy the securities described herein, nor shall there beany sale of these securities in any jurisdiction in which such anoffer, solicitation or sale would be unlawful prior to registration orqualification under the securities laws of any such jurisdiction. Theoffering of these securities will be made only by means of aprospectus and related prospectus supplement. When available, copiesof the prospectus and related prospectus supplement in respect of anyof these securities may be obtained from Goldman, Sachs & Co., Attn:Prospectus Dept., 85 Broad St., New York, New York 10004, via fax at(212) 902-9316 or e-mail at firstname.lastname@example.org and LehmanBrothers Inc., c/o Broadridge Financial Services, IntegratedDistribution Services, 1155 Long Island Avenue, Edgewood, NY 11717,fax (631) 254-7140 or by e-mail at email@example.com.
Transocean Inc. is the world's largest offshore drillingcontractor and the leading provider of drilling management servicesworldwide. With a fleet of 140 mobile offshore drilling units pluseight ultra-deepwater units under construction, the company's fleet isconsidered one of the most modern and versatile in the world due toits emphasis on technically demanding segments of the offshoredrilling business. The company owns or operates a contract drillingfleet of 39 High-Specification Floaters, 29 Other Floaters, 68 Jackupsand four other assets utilized in the support of offshore drillingactivities worldwide. With a current equity market capitalization inexcess of $43 billion, Transocean Inc.'s ordinary shares are traded onthe New York Stock Exchange under the symbol \"RIG.\"
Statements included in this news release regarding borrowingsunder the company's 364-day revolving credit facility and the timing,amounts, use of proceeds and other aspects of the proposed seniornotes offering or the proposed concurrent convertible notes offering,are forward-looking statements that involve certain assumptions. Thesestatements involve risks and uncertainties including, but not limitedto, market conditions, closing conditions, Transocean's results ofoperations and other factors detailed in Transocean's filings with theSecurities and Exchange Commission. Should one or more of these risksor uncertainties materialize (or the other consequences of such adevelopment worsen), or should underlying assumptions prove incorrect,actual outcomes may vary materially from those forecasted or expected.Transocean disclaims any intention or obligation to update publicly orrevise such statements, whether as a result of new information, futureevents or otherwise.
CONTACT: Transocean Inc., Houston
Gregory S. Panagos, 713-232-7551
Guy A. Cantwell, 713-232-7647
SOURCE: Transocean Inc.