Transocean gives early results on any-and-all, capped offers

By Taylor Fox

New York, Oct. 27 –Transocean Ltd. announced on behalf of its wholly owned subsidiary, Transocean Inc., the early tender results of its tender offers to purchase for cash notes from five series, including one any-and-all offer and four capped offers subject to a maximum aggregate purchase price of $200 million.

As of the early tender time of 5 p.m. ET Oct. 26, a total of $347,638,000 of notes had been tendered, according to a news release.

Transocean said it intends to accept all notes validly tendered at or prior to the early tender time.

Under the any-and-all offer, $36,299,000 of the company’s $190,885,000 outstanding 6½% senior notes due 2020 (Cusip: 893830AY5) have been tendered. The total tender consideration for this series is $970 per $1,000 principal amount.

The capped offers cover the following four series, listed in order of acceptance priority, with their current principal amount outstanding and the amount tendered as of the early tender time:

• $75,757,000 tendered of $115,973,000 of 6 3/8% senior notes due 2021 (Cusip: 893830BB4) for a total tender consideration of $700 per $1,000 face amount of notes. This series currently has an interest rate of 8 3/8% from a 2007 indenture;

• $9,168,000 tendered of $37,739,000 of 3.8% senior notes due 2022 (Cusip: 893830BC2) for a total tender consideration of $550 per $1,000 face amount of notes. This series currently has a 5.8% interest rate, also under the 2007 indenture;

• $102,897,000 tendered of $503,509,000 of 5 3/8% senior notes due 2023 issued by Transocean Sentry Ltd. (Cusip: 893835AA3, G9007CAA8) for a total tender consideration of $650 per $1,000 face amount of notes; and

• $123,517,000 tendered of $542,901,000 of 7¼% senior notes due 2025 (Cusip: 893830BK4, G90073AD2) for a total tender consideration of $430 per $1,000 face amount of notes.

As of the early tender time, the aggregate purchase price for notes tendered under the capped offers was $178 million.

As previously reported, the total considerations include a $30 early tender premium for each $1,000 of early tendered notes.

However, Transocean has now elected to offer the total consideration for notes tendered after the early tender time and up to the expiration time of 11:59 p.m. ET on Nov. 9.

The company will also pay accrued interest.

Final settlement is expected within three days of the expiration.

Credit Agricole Securities (USA) Inc. is the dealer manager (212 261-7802, 866 807-6030, us.liabilitymanagement@ca-cib.com).

D.F. King & Co., Inc is the information and tender agent for the offers (800 967-5051, 212 269-5550, transocean@dfking.com).

Transocean is an offshore oil and drilling contractor based in Steinhausen, Switzerland.

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