Transocean Announces Proposed Senior Notes Offering
ZUG, SWITZERLAND, Nov 30, 2011 (MARKETWIRE via COMTEX) --
Transocean Ltd. (NYSE: RIG) (SIX: RIGN) today announced theproposed public offering of senior notes of its wholly-ownedsubsidiary, Transocean Inc. Transocean Ltd. expects to fully andunconditionally guarantee the senior notes.
Transocean Inc. intends to use a portion of the net proceeds from theoffering to fund (after the application of the proceeds of TransoceanLtd.'s previously announced equity offering) the expected repurchaseof its 1.50% Series B Convertible Senior Notes due December 2037 thatholders of the Series B Convertible Senior Notes may require it torepurchase in December 2011. In addition, Transocean Inc. intends touse a portion of the net proceeds from the offering to refinance allcommercial paper notes outstanding under its commercial paperprogram. Transocean Inc. plans to use the remainder, if any, of suchnet proceeds for general corporate purposes in its operations,including but not limited to capital expenditures, acquisitions orrepayment or refinancing of debt. Pending application of the netproceeds from the sale of the senior notes, Transocean Inc. intendsto invest such proceeds in cash or cash equivalents.
On November 29, 2011, Transocean Ltd. priced an offering for26,000,000 of its shares and granted the underwriters in suchoffering a 30-day option to purchase up to 3,900,000 additionalshares to cover over-allotments, if any. The closing of this offeringof senior notes is not contingent upon the closing of TransoceanLtd.'s offering of its shares.
Barclays Capital Inc., Credit Suisse Securities (USA) LLC, MitsubishiUFJ Securities (USA), Inc., Wells Fargo Securities, LLC, CitigroupGlobal Markets Inc. and J.P. Morgan Securities LLC are acting asjoint book-running managers of the underwriters in the offering.
The senior notes will be issued under a shelf registration statementfiled by Transocean Ltd. and Transocean Inc. with the Securities andExchange Commission on September 16, 2010, which became automaticallyeffective.
This press release is neither an offer to sell nor a solicitation ofan 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 registrationor qualification under the securities laws of any such jurisdiction.The offering of these securities will be made only by means of aprospectus and related prospectus supplement. The senior notes maynot be publicly offered, sold or advertised, directly or indirectly,in Switzerland. When available, copies of the prospectus and relatedprospectus supplement in respect of any of these securities may beobtained from Barclays Capital Inc., c/o Broadridge FinancialSolutions, 1155 Long Island Avenue, New York, NY 11717, via telephoneat 1-888-603-5847, or by e-mailing:Barclaysprospectus@broadridge.com, Credit Suisse Securities (USA)LLC, Eleven Madison Avenue, New York, NY 10010, via telephone at1-800-221-1037, and Mitsubishi UFJ Securities (USA), Inc., 1633Broadway 29th Floor, New York, NY 10019 or via telephone at1-877-649-6848.
Statements included in this news release regarding purchases of theSeries B Convertible Senior Notes, Transocean Ltd.'s equity offeringand the timing, use of proceeds and other aspects of the proposedoffering are forward-looking statements that involve certainassumptions. These statements involve risks and uncertaintiesincluding, but not limited to, market conditions, closing conditions,actions by holders of the Series B Convertible Senior Notes,Transocean's results of operations and other factors detailed in\"Risk Factors\" and elsewhere 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 proveincorrect, actual outcomes may vary materially from those forecastedor expected. Transocean disclaims any intention or obligation toupdate publicly or revise such statements, whether as a result of newinformation, future events or otherwise.
Transocean is the world's largest offshore drilling contractor andthe leading provider of drilling management services worldwide. Witha fleet of 135 mobile offshore drilling units, excluding twoUltra-Deepwater Drillships and four High-Specification Jackups underconstruction, Transocean's fleet is considered one of the most modernand versatile in the world due to its emphasis on technicallydemanding segments of the offshore drilling business. Transocean ownsor operates a contract drilling fleet of 50 High-SpecificationFloaters (Ultra-Deepwater, Deepwater and Harsh-Environmentsemisubmersibles and drillships), 25 Midwater Floaters, nineHigh-Specification Jackups, 50 Standard Jackups and one swamp barge.
SOURCE: Transocean Ltd.