7 unchanged sentences
Other Information
+Added: Disclosure Regarding Foreign Jurisdictions That Prevent Inspections
+Added: Not applicable.
Directors, Executive Officers and Corporate Governance
11 unchanged sentences
Management’s Report on Internal Control Over Financial Reporting
−Removed: Reports of Independent Registered Public Accounting Firm
+Added: Reports of Independent Registered Public Accounting Firm ( PCAOB ID 000 42 )
Consolidated Statements of Operations
17 unchanged sentences
Reserves and allowances deducted from asset accounts:
+Added: Allowance for credit losses
Allowance for excess materials and supplies
6 unchanged sentences
(a) Amount related to materials and supplies on rigs and related assets sold or classified as held for sale.
−Removed: (b) Amount related to the following:
−Removed: (i) adjustments of $ 26 million to the valuation allowance and related deferred tax assets with a corresponding entry to accumulated deficit associated with our adoption of the accounting standards update that requires an entity to recognize in the period in which it occurs the income tax consequences of an intra entity transfer of an asset other than inventory and (ii) an adjustment of $ 14 million to the valuation allowance related to deferred tax assets acquired in business combinations.
−Removed: (c) Amount related to adjustments to other deferred tax assets with valuation allowances.
−Removed: (d) Amount related to an adjustment to the allowance for credit losses with a corresponding entry to accumulated deficit associated with our adoption of the accounting standards update that requires an entity to estimate an expected lifetime credit loss on financial assets ranging from short-term trade accounts receivable to long-term financings without retrospective application.
+Added: (b) Amount related to adjustments to other deferred tax assets with valuation allowances.
+Added: (c) Amount related to an adjustment to the allowance for credit losses with a corresponding entry to accumulated deficit associated with our adoption of the accounting standards update that requires an entity to estimate an expected lifetime credit loss on financial assets ranging from short-term trade accounts receivable to long-term financings without retrospective application.
The following exhibits are filed or furnished herewith, as indicated, or incorporated by reference to the location indicated:
+Added: Equity Distribution Agreement, dated as of June 14, 2021, by and between Transocean Ltd.
+Added: and Jefferies LLC
+Added: Exhibit 1.1 to Transocean Ltd.’s Current Report on Form 8-K (Commission File No.
+Added: 001-38373) filed on June 15, 2021
Agreement and Plan of Merger, dated September 3, 2018, by and among Transocean Ltd., Transocean Oceanus Holdings Limited, Transocean Oceanus Limited and Ocean Rig UDW Inc.
2 unchanged sentences
Articles of Association of Transocean Ltd.
−Removed: Exhibit 3.1 to Transocean Ltd.’s Current Report on Form 8-K (Commission File No.
−Removed: 001-38373) filed on May 11, 2020
−Removed: Organizational Regulations of Transocean Ltd., adopted November 18, 2016
+Added: Exhibit 3.1 to Transocean Ltd.’s Quarterly Report on Form 10-Q (Commission File No.
+Added: 001-38373) for the quarter ended September 30, 2021 filed on November 2, 2021
+Added: Organizational Regulations of Transocean Ltd., amended, effective as of April 7, 2021
Exhibit 3.1 to Transocean Ltd.’s Current Report on Form 8-K (Commission File No.
−Removed: 000-53533) filed on November 23, 2016
+Added: 000-53533) filed on April 7, 2021
Description of Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934
Filed herewith
+Added: Indenture dated as of February 26, 2021 by and among Transocean Inc., the guarantors and Wells Fargo Bank, National Association
+Added: Exhibit 4.1 to Transocean Ltd.’s Current Report on Form 8-K (Commission File No.
+Added: 001-38373) filed on February 26, 2021
Credit Agreement dated June 22, 2018, among Transocean Inc., the lenders parties thereto and Citibank, N.A., as administrative agent and collateral agent.
77 unchanged sentences
001-05471) filed on May 22, 1998
−Removed: Senior Indenture, dated as of December 11, 2007, between Transocean Inc.
+Added: Indenture, dated as of December 11, 2007, between Transocean Inc.
and Wells Fargo Bank, National Association
83 unchanged sentences
Exhibit 10.1 to Transocean Ltd.’s Current Report on Form 8-K (Commission File No.
−Removed: 001-38373) filed on May 11, 2020
+Added: 001-38373) filed on June 1, 2021
+Added: Shipyard Credit Agreement for Deepwater Atlas , dated as of June 5, 2021, by and between Jurong Shipyard Pte.
+Added: and Transocean Offshore Deepwater Holdings Limited
+Added: Exhibit 10.2 to Transocean Ltd.’s Quarterly Report on Form 10-Q (Commission File No.
+Added: 001-38373) for the quarter ended June 30, 2021 filed on August 3, 2021
+Added: Shipyard Credit Agreement for Deepwater Titan , dated as of June 5, 2021, by and between Jurong Shipyard Pte.
+Added: and Transocean Offshore Deepwater Holdings Limited
+Added: Exhibit 10.3 to Transocean Ltd.’s Quarterly Report on Form 10-Q (Commission File No.
+Added: 001-38373) for the quarter ended June 30, 2021 filed on August 3, 2021
Form of Voting and Support Agreement, by and among Transocean Ltd.
117 unchanged sentences
Transocean U.S.
−Removed: Supplemental Savings Plan
+Added: Supplemental Savings Plan, as amended and restated, effective as of January 1, 2009
Exhibit 10.44 to Transocean Ltd.’s Annual Report on Form 10-K (Commission File No.
25 unchanged sentences
000-53533) for the quarter ended June 30, 2015
−Removed: Employment Agreement with Keelan Adamson dated August 10, 2018
−Removed: Exhibit 10.1 to Transocean Ltd.’s Current Report on Form 8-K (Commission File No.
−Removed: 001-38373) filed on August 14, 2018 .
Employment Agreement with Jeremy D.
7 unchanged sentences
Amended and Restated Performance Award and Cash Bonus Plan of Transocean Ltd.
−Removed: Filed herewith
+Added: Exhibit 10.48 to Transocean Ltd.’s Annual Report on Form 10-K (Commission File No.
+Added: 001-38373) for the year ended December 31, 2020
Terms and Conditions of 2020 Executive Equity Awards
4 unchanged sentences
001-38373) for the quarter ended June 30, 2020
+Added: Terms and Conditions of 2022 Executive Equity Awards
+Added: Filed Herewith
+Added: Employment Agreement with Keelan Adamson effective February 16, 2022
+Added: Exhibit 10.1 to Transocean Ltd.’s Current Report on Form 8-K (Commission File No.
+Added: 001-38373) filed on February 17, 2022
Subsidiaries of Transocean Ltd.
40 unchanged sentences
/s/ Jeremy D.
−Removed: President and
Chief Executive Officer
7 unchanged sentences
(Principal Accounting Officer)
−Removed: Samuel Merksamer
+Added: Margareth Øvrum
Diane de Saint Victor
2 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.