Transocean offers to exchange 11 series for $750 million new notes

By Wendy Van Sickle

Columbus, Ohio, Aug. 10 – Transocean Ltd. said wholly owned subsidiary Transocean Inc. began offers to exchange 11 series of existing notes for up to $750 million of new notes, according to a press release Monday.

The new notes will be guaranteed by Transocean Ltd. and three indirect holding company subsidiaries, Transocean Mid Holdings 1 Ltd., Transocean Mid Holdings 2 Ltd. and Transocean Mid Holdings 3 Ltd.

The company is offering to exchange the following notes listed in order of acceptance priority:

• $184 million of 6 3/8% senior notes due 2021 (Cusip: 893830BB4) for a total consideration of $825 of new 10% senior notes due 2025 per $1,000 principal amount of existing notes;

• $182 million of 3.8% senior notes due 2022 (Cusip: 893830BC2) for a total consideration of $625 of new 10% senior notes due 2025 per $1,000 principal amount;

• $750 million of 7¼% senior notes due 2025 (Cusip: 893830BK4) for a total consideration of $425 of new 11½% senior notes due 2027 per $1,000 principal amount;

• $750 million of 7½% senior notes due 2026 (Cusip: 893830BF5) for a total consideration of $425 of new 11½% senior notes due 2027 per $1,000 principal amount;

• $750 million of 8% senior notes due 2027 (Cusip: 893830BL2) for a total consideration of $425 of new 11½% senior notes due 2027 per $1,000 principal amount;

• $57 million of 8% debentures due 2027 (Cusip: 893817AB2) for a total consideration of $375 of new 11½% senior notes due 2027 per $1,000 principal amount;

• $88 million of 7.45% notes due 2028 (Cusip: 379352AA4) for a total consideration of $375 of new 11½% senior notes due 2027 per $1,000 principal amount;

• $300 million of 7% notes due 2028 (Cusip: 379352AL1) issued by Global Marine Inc. for a total consideration of $375 of new 11½% senior notes due 2027 per $1,000 principal amount;

• $588 million of 7½% notes due 2031 (Cusip: 893830AF6) for a total consideration of $375 of new 11½% senior notes due 2027 per $1,000 principal amount;

• $1 billion of 6.8% senior notes due 2038 (Cusip: 893830AT6) for a total consideration of $375 of new 11½% senior notes due 2027 per $1,000 principal amount; and

• $300 million of 7.35% senior notes due 2041 (Cusip: 893830AZ2) for a total consideration of $375 of new 11½% senior notes due 2027 per $1,000 principal amount.

In each case, the consideration includes an early exchange premium of $50 of new notes that will be paid only to holders who tender their notes for exchange by the early deadline, 5 p.m. ET on Aug. 21.

Concurrent with the exchange offers, Transocean is also soliciting consents from holders of each series of existing notes.

The offers will expire at 11:59 p.m. ET on Sept. 4.

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

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

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