UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8‑A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
TRANSOCEAN LTD.
TRANSOCEAN INC.
(Exact name of registrant as specified in its charter)
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Transocean Ltd. |
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Transocean Inc. |
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Switzerland |
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Cayman Islands |
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(State or Other Jurisdiction of Incorporation or Organization) |
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(State or Other Jurisdiction of Incorporation or Organization) |
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1381 |
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6719 |
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(Primary Standard Industrial Classification Code Number) |
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(Primary Standard Industrial Classification Code Number) |
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98-0599916 |
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66-0582307 |
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(I.R.S. Employer Identification No.) |
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(I.R.S. Employer Identification No.) |
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Turmstrasse 30 |
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70 Harbour Drive |
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6312 Steinhausen, Switzerland |
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Grand Cayman, Cayman Islands KY1-1003 |
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+41 (22) 930-9000 |
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+1 (345) 745-4500 |
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(Address, including zip code, and telephone number, including area code, of registrant’s principal executive officers) |
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(Address, including zip code, and telephone number, including area code, of registrant’s principal executive officers) |
Securities to be registered pursuant to Section 12(b) of the Act:
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Title of each class to be so registered |
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Name of each exchange on which each class is to be registered |
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0.5% Exchangeable Senior Bonds due 2023 |
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New York Stock Exchange |
If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c) or (e), please check the following box. ☒
If this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d) or (e), please check the following box. ◻
If this form relates to the registration of a class of securities concurrently with a Regulation A offering, check the following box. ◻
Securities Act registration statement file number to which this form relates:
333‑220791 and 33‑220791‑01
Securities to be registered pursuant to Section 12(g) of the Act:
None
INFORMATION REQUIRED IN REGISTRATION STATEMENT
Item 1. Description of Registrant’s Securities to be Registered.
Transocean Ltd. and Transocean Inc. (the “Registrants”) hereby incorporate by reference the description of their 0.5% Exchangeable Senior Bonds due 2023 to be registered hereunder contained in the Prospectus dated December 20, 2017, under the heading “Description of Transocean Exchangeable Bonds” in the Registrants’ Registration Statement on Form S‑4/A (File No. 333‑220791), filed with the Securities and Exchange Commission under the Securities Act of 1933, as amended.
Item 2. Exhibits.
The following exhibits are filed as part of this Registration Statement:
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Exhibit No. |
Description |
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4.1 |
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Form of Indenture for 0.5% Exchangeable Senior Bonds due 2023 |
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4.2 |
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SIGNATURES
Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the Registrants have duly caused this registration statement to be signed on their behalf by the undersigned, thereto duly authorized.
Date: January 30, 2018
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TRANSOCEAN LTD. |
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By: |
/s/ JEREMY D. THIGPEN |
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Name: |
Jeremy D. Thigpen |
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Title: |
President and Chief Executive Officer |
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TRANSOCEAN INC. |
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By: |
/s/ C. STEPHEN MCFADIN |
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Name: |
C. Stephen McFadin |
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Title: |
President |