Timeline

Voting rights breakdown

Notice details

Beneficial owner

Transocean Ltd

Expiry on January 28, 2012 of the individual lock-up undertakings reported on December 6, 2011 (entered into by Transocean Ltd., all members of the Board of Directors and executive management as well as Barclays Capital Inc. and Credit Suisse Securities (USA) LLC (as underwriters) in connection with the issuance and offering of 29,900,000 new registered shares of Transocean Ltd.). Following such expiry, Transocean Ltd. reports its purchase and sale positions in accordance with article 20 SESTA. Transocean Inc. has granted written conversion and share purchase rights in the form of convertible senior notes USD (30 million aggregate principal amount of 1.5% Series B Convertible Senior Notes due December 2037, all of which are expected to be redeemed on February 15, 2012, and USD 2.2 billion aggregate principal amount of 1.5% Series C Convertible Senior Notes due December 2037 (collectively, the "Convertible Senior Notes")). Under the terms and conditions contained within the indentures of the Convertible Senior Notes, Transocean Inc. will, upon occurrence of a conversion event, deliver cash up to the aggregate principal amount of the notes and accrued interest (if any). Transocean Ltd. would only be required to deliver and/or issue shares for the remainder of its conversion obligation. As long as the share price per Transocean Ltd. registered share does not exceed USD 161.55 (as increased and adjusted upon the occurrence of certain events) as quoted on the NYSE during the relevant reference period prior to a conversion event, Transocean Ltd. will not be required to issue and/or deliver any shares in addition to its cash delivery obligation. The Convertible Senior Notes do not provide for a cap on the relevant conversion price and therefore, there is no maximum number of shares issuable and/or deliverable at the date hereof and at any date thereafter prior to the occurrence of a conversion event and the lapse of the relevant reference period. The SIX Disclosure Office has therefore granted Transocean Ltd. an exemption from the requirement to disclose the number and percentage of voting rights attached to the sale positions in the form of the Senior Convertible Senior Notes. The current expectation of Transocean Ltd. is that no shares will be issuable and/or deliverable under the terms of the Convertible Senior Notes. Other relevant particulars of the sale position in the form of the Convertible Senior Notes are: 1. Issuer: Transocean Inc. (Convertible Senior Notes) 2. Underlying: Registered shares of Transocean Ltd. (either out of conditional share capital, authorized share capital or by delivery of treasury shares) 3. Conversion rate: 6.1902 shares per USD 1,000 note (subject to an increase and adjustments upon occurrence of specified events) 4. Conversion price: See the narrative explanation above 5. Exercise period: Holders of Convertible Senior Notes may convert their notes only under the following circumstances: (1) during any calendar quarter after March 31, 2008 if the last reported sale price of Transocean shares for at least 20 trading days in a period of 30 consecutive trading days ending on the last trading day of the preceding calendar quarter is more than 130% of the conversion price, (2) during the five business days after the average trading price per $1,000 principal amount of the notes is equal to or less than 98% of the average conversion value of such notes during the preceding five trading-day period, (3) during specified periods if specified distributions to holders of Transocean shares are made or specified corporate transactions occur, (4) prior to the close of business on the business day preceding the redemption date if the notes are called for redemption, or (5) on or after September 15, 2037 and prior to the close of business on the business day prior to the stated maturity of the notes. 6. Exercise Type: Cash-settled up to the aggregate principal amount of the notes and accrued interest (if Transocean Inc. and Transocean Offshore International Ventures Limited are fully owned subsidiaries of Transocean Ltd. and have granted sale positions as further outlined in this disclosure notice