Transocean Ltd. Announces the Pricing Terms of Pending Tender Offer - Seite 2

^{(2) Per $1,000 principal amount. Excludes Accrued Interest (as defined herein), which will be paid as set forth herein as applicable.}

In addition to the Total Consideration, all Holders of 2027 Notes accepted for purchase will also receive accrued and unpaid interest on such 2027 Notes from the last interest payment date with respect to the 2027 Notes to, but not including, the Settlement Date (the “Accrued Interest”). For the avoidance of doubt, interest will cease to accrue on the Settlement Date for all 2027 Notes accepted in the Offer, including any such 2027 Notes tendered through the guaranteed delivery procedures. As a result, 2027 Notes tendered through the guaranteed delivery procedures will not receive accrued interest from the Settlement Date through the Guaranteed Delivery Settlement Date.

In respect of all 2027 Notes validly tendered and not validly withdrawn on or prior to the Expiration Date, the Company will make payment in same-day funds promptly following the Expiration Date, anticipated to be April 18, 2024, the first business day after the Expiration Date (the “Settlement Date”). In respect of all 2027 Notes for which a properly completed and duly executed Notice of Guaranteed Delivery is delivered pursuant to the guaranteed delivery procedures on or prior to the Expiration Date and accepted for purchase, the Company will make payment in same-day funds promptly following the Guaranteed Delivery Expiration Date, anticipated to be April 22, 2024, the first business day after the Guaranteed Delivery Expiration Date (the “Guaranteed Delivery Settlement Date”).

Each Offer is a separate offer, and each may be individually amended, extended, terminated or withdrawn, subject to certain conditions and applicable law, at any time in the Company’s sole discretion, and without amending, extending, terminating or withdrawing any other Offer. No Offer is conditioned upon any minimum principal amount of 2027 Notes or the Notes of any series being tendered nor the consummation of any other Offer. Additionally, notwithstanding any other provision of the Offers, the Company’s obligation to accept for purchase, and to pay for, any of the 2027 Notes validly tendered pursuant to the Offer is subject to the satisfaction or waiver of certain conditions as set forth in the Offer to Purchase, and the Company expressly reserves its right, subject to applicable law, to terminate any Offer at any time.