Timeline

Voting rights breakdown

Notice details

Beneficial owner

Transocean Ltd

Quantum Pacific Drilling Management Limited ("Quantum Pacific "), successor in interest to Pacific Drilling Limited, had the right to exchange its 50%-interest in the joint venture Transocean Pacific Drilling Internation Ltd. (the "Joint Venture") formed by Transocean Offshore International Ventures Limited ("TOIVL") and Quantum Pacific to own and operate two ultra-deepwater drillships named Dhirubhai Deepwater KG1 and Dhirubhai Deepwater KG2 (collectively the "Drillships"). Under the terms of the relevant put option and registration agreement (the "Put Option Agreement"), Quantum Pacific could elect to exchange its interest in (a) registered shares of Transocean Ltd. (the "Exchange Right") or (b) cash. Transocen Ltd. has previously notified a sale position of at a maximum 15%. Based on the facts described below, this sale position has been dissolved: On May 6, 2012, in accordance with the terms of the Put Option Agreement, Quantum irrevocably elected to receive shares in Transocean Ltd., net of Quantum Pacific's share of Joint Venture indebtedness. As determined based upon the procedure specified in the Put Option Agreement and based upon a share price of $49.69 (also determined in accordance with the Put Option Agreement), the number of shares to be delivered to Quantum Pacific will be approximately 8.7 million Transocean Ltd. shares, each with a par value of CHF 15. The closing date regarding the transactions contemplated under the Put Option Agreement has not yet been determined. The ultimate number of newly issued Transocean Ltd. shares will depend on the amount of Joint Venture indebtedness outstanding at closing. Other relevant particulars of the sale position in the form of the Exchange Right are: Issuer: Transocean Ltd. Underlying: Registered shares of Transocean Ltd. (out of authorized share capital) Subscription ratio: See narrative above Exercise price: See narrative above Subscription ratio: See narrative above Day of Exercise: May 6, 2012 Exercise type: Shares Transocean Inc. has granted written conversion and share purchase rights in the form of convertible senior notes (USD 2.2 billion aggregate principal amount of 1.5% Series C Convertible Senior Notes due December 2037 (collectively, the "Convertible Senior Notes"), of which, as of April 24, 2012, USD 1.7 billion were outstanding. 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, as of April 24, 2012, USD 158.97 (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 Each of Transocean Inc. and Transocean Offshore International Ventures Ltd. are fully owned subsidiaries of Transocean Ltd.