Deal Description: On May 15, 2019, Transocean Ltd. (NYSE: RIG) announced that Transocean Sentry Limited (“Transocean Sentry”), a wholly owned indirect subsidiary of Transocean, had priced an offering of U.S. $525 million in aggregate principal amount of senior secured notes due 2023 (the “Notes”) to eligible purchasers pursuant to Rule 144A/Regulation S.

The Notes will be guaranteed by Transocean Ltd., Transocean Inc. and wholly owned indirect subsidiaries that own the harsh environment semi-submersible drilling rigs Transocean Endurance and Transocean Equinox, and will be secured by a lien on each of the rigs and certain other related assets.

The Notes will bear interest at the rate of 5.375% per annum and will be callable after May 15, 2021. The offering is expected to close on or about May 24, 2019, subject to customary closing conditions. Transocean Sentry expects to receive aggregate net proceeds of approximately $517 million from the offering, after deducting the initial purchasers’ discount and estimated offering costs.

The net proceeds from the Notes will be used for general corporate purposes.

For more information, please see Transocean’s press release.

Client: Transocean

Outside Counsel to the Initial Purchasers: Vinson & Elkins LLP

In-House Counsel to Transocean: Daniel Ro-Trock and Simone Ramcharitar

Value: $525 million

Baker Botts Lawyers/Office Involved:

Corporate: Gene Oshman (Partner, Houston), A.J. Ericksen (Partner, Houston), Laura Katherine Mann (Senior Associate, Houston), Ieuan List (Associate, Houston) and Emmie Proctor (Associate, Houston)

Finance: Luke Weedon (Partner, Dallas), Clint Culpepper (Senior Associate, Austin) and Taylor Courtade (Associate, Dallas)

Tax: Derek Green (Partner, Houston), Jon Lobb (Partner, Houston) and Dominick Constantino (Associate, Houston)

Environmental: Laura Williams (Associate, Houston)

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