Transocean Ltd : Transocean Ltd. Announces 2013 Annual General Meeting; Recommends Dividend of $2.24 per share; Names Director

   Transocean Ltd : Transocean Ltd. Announces 2013 Annual General Meeting;
       Recommends Dividend of $2.24 per share; Names Director Nominees

ZUG, SWITZERLAND-Transocean Ltd. (NYSE: RIG) (SIX: RIGN) today announced that
the Board of Directors has recommended certain agenda items for the 2013
Annual General Meeting of Shareholders ("AGM"). The AGM, which will be open
to shareholders of record as of April 30, 2013, will be held at 5 p.m., CET,
on May 17, 2013, in Zug, Switzerland. Additional details on the AGM will be
provided to shareholders in the company's proxy statement.

The Board of Directors is recommending that the company's shareholders approve
at the AGM a U.S. dollar-denominated dividend of $2.24 per share, or
approximately $800 million in the aggregate (based upon the number of
currently outstanding shares), out of additional paid-in capital. The Board
expects that the proposed dividend will be payable in four quarterly
installments, set for June 2013, September 2013, December 2013 and March

In the interest of all of its stakeholders, and in the context of a cyclical
and capital intensive industry, the Board is focused on driving long-term
value through the execution of the company's disciplined capital allocation
strategy. This strategy includes maintaining a strong, flexible balance sheet
and an investment grade rating on its debt; profitable investment in the
business through value-enhancing opportunities; and the distribution of excess
cash to shareholders.

The Board believes that the level of the proposed dividend supports these key
objectives and, to facilitate continued progress towards achieving its
articulated gross debt target of $7 billion to $9 billion, the company intends
to accelerate repayment of its debt with the objective of retiring
approximately $1 billion of debt in excess of existing repayment obligations
by the end of 2014. Further, in recognition of the value of a sustainable
return of cash to shareholders, the Board believes that the level of the
proposed dividend establishes a basis for future increases should business
conditions warrant.

The Board's decision to recommend the payment of a dividend for 2013 is based
upon the consideration of multiple factors relevant to the company's business,
including remaining uncertainties related to the Macondo well incident, the
Frade field incident in Brazil, and ongoing tax litigation in Norway.
Consistent with historical practice and in accordance with applicable law, the
Board will continue to evaluate the business and consider the distribution of
cash to shareholders on a regular basis.

In addition, the Board of Directors recommends that the company's shareholders
approve, among other items:

  oThe election of Frederico F. Curado as a Class II Director for a
    three-year term. A Brazilian citizen, Mr. Curado has served as President
    and Chief Executive Officer of Embraer S.A. (NYSE: ERJ) since April of
    2008. Mr. Curado joined Embraer in 1984 and has served in a variety of
    management positions during his career, including Executive Vice
    President, Airline Market from 1998 to 2007 and Executive Vice President,
    Planning and Organizational Development from 1997 to 1998. Mr. Curado is
    also the President of the Brazilian Chapter of the Brazil-United States
    Business Counsel and a member of Brazil's National Council for Industrial
    Development. Mr. Curado received his Bachelor of Science degree in
    Mechanical-Aeronautical Engineering from the Instituto Tecnólogico de
    Aeronáutica in Brazil, a post-graduate degree in foreign trade from the
    Getúlio Vargas Foundation, Brazil and an executive Masters in Business
    Administration from the University of São Paulo, Brazil. The Board of
    Directors believes Mr. Curado's significant senior management experience
    operating an international corporation, including experience with
    Brazilian business and governmental sectors will benefit the Board's
    decision-making process. The Board of Directors has concluded that Mr.
    Curado should be elected to fill the currently-vacant seat on the Board of
  oThe re-election of Thomas W. Cason as a Class II Director for a three-year
    term. Mr. Cason is a member of the Board of Directors and is a former
    chairman and current member of the audit committee. Mr. Cason is an
    accountant with extensive professional experience in the finance area of
    the oilfield services industry, including offshore drillers, and held
    senior executive positions with an oilfield services company. Mr. Cason
    received his Bachelor of Science degree in Accounting from Louisiana State
    University. Mr. Cason's education, professional experience and
    institutional knowledge of a legacy company are distinct assets to the
    Board's decision making process. The Board of Directors has concluded
    that Mr. Cason should remain on the Board.
  oThe re-election of Steven L. Newman as a Class II Director for a
    three-year term. Mr. Newman is President and Chief Executive Officer and
    a member of the Board of Directors of the company. He has held several
    senior management roles with the company including Executive Vice
    President and Chief Operating Officer. Mr. Newman has a Bachelor of
    Science degree in Petroleum Engineering from the Colorado School of Mines
    and an MBA from the Harvard University Graduate School of Business. The
    Chief Executive Officer provides a link between the Board and senior
    management and the Board believes that this perspective on the industry
    and competitive matters, among others, is important in making strategic
    decisions for the company. The Board of Directors has concluded that Mr.
    Newman should remain on the Board.
  oThe re-election of Robert M. Sprague as a Class II Director for a
    three-year term. Mr. Sprague is a member of the Board of Directors of the
    company and chair of the Health, Safety and Environment Committee of the
    Board. Most of Mr. Sprague's professional career was spent in the oil and
    gas industry working outside the United States with one of the company's
    customers. Mr. Sprague received his Bachelor of Science degree and his
    Masters in Electrical Engineering degree from Cornell University. In
    addition to having an understanding of the technical nature of the
    company's operations, and an international perspective, his experience as
    a customer enables him to contribute relevant insights to Board
    deliberations. The Board of Directors has concluded that Mr. Sprague
    should remain on the Board.
  oThe re-election of J. Michael Talbert as a Class II Director for a
    three-year term. Mr. Talbert is Chairman of the Board of Directors of the
    company. He has extensive senior executive experience in the energy
    sector including serving as president of exploration and production. Mr.
    Talbert is also a former Chief Executive Officer of the company. Mr.
    Talbert received his Bachelor of Science degree in Chemical Engineering
    from the University of Akron and his MBA from Loyola of the South. His
    comprehensive understanding of the company's business and culture, and his
    knowledge from the perspective of a customer, are helpful in analyzing the
    future direction of the company. The Board of Directors has concluded
    that Mr. Talbert should remain on the Board.
  oThe re-adoption of the company's authorized share capital, corresponding
    to 19.99% of the company's stated share capital, for a further two-year
    period. The company's current authorized share capital will expire on May
    13, 2013.

In the interest of driving long-term value through a disciplined capital
allocation strategy, the company will continue its evaluation of alternative
corporate and financing structures. This includes Master Limited Partnerships
(MLP) or MLP-like structures. 

 Forward-Looking Statements

Statements in this news release regarding the proposed dividend, timing of
dividend payment dates and the evaluation of the MLP and MLP-like structures,
as well as any other statements that are not historical facts, are
forward-looking statements that involve certain risks, uncertainties and
assumptions. These include but are not limited to shareholder approval, the
number of shares outstanding at the time of the payment of the dividend,
exchange rates, operating hazards and delays, actions by customers and other
third parties, actions by regulatory authorities, the future price of oil and
gas, actual revenues earned and other factors detailed in the company's most
recent Form 10-K and other filings with the Securities and Exchange Commission
(SEC), which are available free of charge on the SEC's website at
Should one or more of these risks or uncertainties materialize, or should
underlying assumptions prove incorrect, actual results may vary materially
from those indicated.

About Transocean

Transocean is a leading international  provider of offshore contract  drilling 
services for  oil  and  gas  wells. The  company  specializes  in  technically 
demanding sectors of the global  offshore drilling business with a  particular 
focus on deepwater and harsh environment drilling services, and believes  that 
it operates one of the most versatile offshore drilling fleets in the world.

Transocean owns or has partial ownership interests in, and operates a fleet
of, 82 mobile offshore drilling units consisting of 48 High-Specification
Floaters (Ultra-Deepwater, Deepwater and Harsh-Environment drilling rigs), 25
Midwater Floaters and nine High-Specification Jackups. In addition, we have
six Ultra-Deepwater Drillships and three High-Specification Jackups under
For more information about Transocean, please visit the website

The Company, its directors and certain of its executive officers and employees
may be deemed to be participants in the solicitation of proxies from
shareholders in connection with the Company's 2013 Annual General Meeting (the
"2013 Annual General Meeting"). The Company plans to file a proxy statement
with the SEC in connection with the solicitation of proxies for the 2013
Annual General Meeting (the "2013 Proxy Statement"). SHAREHOLDERS ARE URGED
INFORMATION. Additional information regarding the identity of these potential
participants, none of whom owns in excess of 1 percent of the Company's
shares, and their direct or indirect interests, by security holdings or
otherwise, will be set forth in the 2013 Proxy Statement and other materials
to be filed with the SEC in connection with the 2013 Annual General Meeting.
This information can also be found in the Company's definitive proxy
statement for its 2012 Annual General Meeting (the "2012 Proxy Statement"),
filed with the SEC on April 6, 2012. To the extent holdings of the Company's
securities have changed since the amounts printed in the 2012 Proxy Statement,
such changes have been or will be reflected on Statements of Change in
Ownership on Form 4 filed with the SEC. Shareholders will be able to obtain,
free of charge, copies of the 2013 Proxy Statement and any other documents,
including the WHITE proxy card, filed by the Company with the SEC in
connection with the 2013 Annual General Meeting at the SEC's website
(, or at the Company's website (,
or by contacting the company by email at In addition,
copies of the proxy materials, when available, may be requested from the
Company's proxy solicitor, Innisfree M&A Incorporated, 501 Madison Avenue,
20th Floor, New York, NY 10022.


This announcement is distributed by Thomson Reuters on behalf of Thomson
Reuters clients.

The owner of this announcement warrants that:
(i) the releases contained herein are protected by copyright and other
applicable laws; and
(ii) they are solely responsible for the content, accuracy and originality of
information contained therein.

Source: Transocean Ltd via Thomson Reuters ONE
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