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Transocean Initiates Compulsory Acquisition of Remaining Songa Offshore SE Shares
Wednesday 14 February 2018

14 February 2018 - Swiss offshore contract drilling services provider Transocean Ltd., (NYSE: RIG) has initiated a compulsory acquisition of all remaining shares in European offshore drilling contractor Songa Offshore SE that are not already owned by Transocean, the company said.

Transocean expects to complete the compulsory acquisition by the end of 1Q18.

Pursuant to Cyprus law, Transocean applied on February 6, 2018, to the Cyprus Securities and Exchange Commission to carry out the compulsory acquisition.

As of January 30, 2018, through its voluntary offer, Transocean owned 187,390,391 Songa Offshore shares, representing approximately 97.67% of Songa Offshore's total shares on a fully diluted basis, and closed its acquisition of Songa Offshore.

Subject to the CySEC granting its application, transocean will send a notification to all former Songa Offshore shareholders whose addresses are known and whose shares will be acquired by way of the compulsory acquisition. The consideration for the compulsory acquisition is expected to consist of a choice between:

A combination of 0.35724 newly issued consideration shares and 2.99726 principal amount of new exchangeable bonds per Songa Offshore share, with up to NOK 125,000 being payable in cash based upon NOK 47.50 per Songa Offshore share; or NOK 47.50 per Songa Offshore share in cash.

Transocean will pursue a delisting of the shares in Songa Offshore from Oslo Stock Exchange as soon as possible after the compulsory acquisition is complete.
Details
Date Published: 14/02/2018
Target: Songa Offshore SE/remaining shares
Country: Norway
Deal Size: 2.2m (USD)
Sector: Petroleum/Natural Gas/Coal
Type: Corporate acquisition
Financing: Cash
Status: Agreed
Vendor:
Buyer: Transocean
Buyer Advisor: Clarksons Platou Securities , King and Spalding , Wikborg Rein
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