Transocean Ltd. Reports Fourth Quarter and Full-Year 2008 Results

Transocean Ltd. (NYSE:RIG) today reported net income for the three months ended December 31, 2008 of $800 million, or $2.50 per diluted share. Revenues for the fourth quarter 2008 totaled a record $3.270 billion. The results compare to net income of $1.056 billion, or $4.17 per diluted share, for the three months ended December 31, 2007. For the three months ended December 31, 2007, revenues were $2.077 billion.

Fourth quarter 2008 results were adversely impacted by certain net charges, after tax, totaling $385 million, or $1.19 per diluted share, as follows:

• $208 million of goodwill and other impairments related to drilling management services,
• $97 million of write-downs to fair market value for the GSF Arctic II and GSF Arctic IV semi-submersible rigs held for sale,
• $46 million for depreciation, depletion and amortization expense resulting from an adjustment to the useful life assigned to certain rigs acquired in the merger with GlobalSantaFe Corporation (the "Merger”),
• $20 million of discrete tax items, write-downs of oil and gas properties and costs related to the Merger,
• $17 million of write-offs for uncollectible accounts receivable associated with the Sedco 712 rig contract after the operator announced it had been placed into administration (a form of bankruptcy protection under U.K. law),
• $18 million for materials and supplies obsolescence, and
• Partially offset by $21 million of income related to the sales contract termination fee on the Transocean Nordic and income from the TODCO tax sharing agreement.

Net income of $1.056 billion for the three months ended December 31, 2007 included after-tax income of $194 million, or $0.77 per diluted share, resulting primarily from the sale of the Peregrine I drillship and benefits from discrete tax items (which were partially offset by Merger-related costs and losses on the early retirement of debt). On November 27, 2007, Transocean Inc. reclassified its ordinary shares into cash and shares (the "Reclassification”) in connection with the Merger. Reported results for the fourth quarter and full year 2007 included approximately one month from GlobalSantaFe's operations and the impact of recording GlobalSantaFe's assets and liabilities at fair market value as required by generally accepted accounting principles.

Diluted earnings per share for the fourth quarter 2007 is based on a weighted average diluted share count of 254 million shares, which included the effect of restating the historical share count for the Reclassification. The weighted average diluted share count for the fourth quarter 2007 without restatement would have been 309⁽¹⁾ million shares.

For the year ended December 31, 2008, net income totaled $4.202 billion, or $13.09 per diluted share, on revenues of $12.674 billion. Net income for the twelve months ended December 31, 2008 included after-tax charges of $401 million, or $1.24 per diluted share, resulting primarily from the fourth quarter items listed above, in addition to a loss on short-term investments and a loss from the early retirement of debt.

For 2007, net income was $3.131 billion, or $14.14 per diluted share, on revenues of $6.377 billion. Net income for the year ended December 31, 2007 included after-tax income of $563 million relating to payments received under the TODCO tax sharing agreement, rig sales and discrete tax items.

On December 18, 2008, Transocean completed the change of place of incorporation of its holding company from the Cayman Islands to Switzerland (the "Redomestication”). As a result of the Redomestication, Transocean Ltd. succeeded Transocean Inc. as the holding company for the Transocean group of companies. The financial results disclosed herein are provided on a consolidated basis for the Transocean group of companies.

Operations Quarterly Review

Revenues for the three months ended December 31, 2008 increased to $3.270 billion, compared to revenues of $3.192 billion during the three months ended September 30, 2008. The $78 million quarter-to-quarter increase in total revenues included $131 million of higher contract drilling revenues, reflecting an increase in average dayrates and a decrease in out-of-service time for planned shipyards. A $43 million decrease in other revenues partially offset these increases and resulted primarily from decreases in non-drilling activities. The average dayrate for the fleet increased 3.8 percent from $242,200 in the third quarter to $251,500 in the fourth quarter.

Operating and maintenance expenses totaled $1.408 billion for the fourth quarter 2008, down $18 million or 1.3 percent, compared to $1.426 billion for the prior quarter. The quarter-to-quarter reduction in operating and maintenance costs was primarily the result of non-drilling cost reductions of $46 million and a $17 million decline in maintenance and shipyard costs, partially offset by $23 million of bad debt expense related to the Sedco 712 customer receivable and $21 million of charges related to obsolescence of materials and supplies.

Depreciation, depletion and amortization expense increased to $396 million in the fourth quarter 2008 versus $336 million for the third quarter 2008. The $60 million quarter-to-quarter increase includes $46 million for adjustments to the depreciable lives of certain rigs acquired in the Merger, a $6 million write-down of oil and gas properties and $8 million of other miscellaneous items.

General and administrative expenses were $59 million for the fourth quarter 2008 compared to $46 million in the prior quarter. The $13 million increase was due, in part, to $8 million of additional professional fees, including $4 million related to the Redomestication and $4 million of additional Merger-related costs.

For the fourth quarter 2008, field operating income⁽²⁾ (defined as revenues less operating and maintenance expenses) increased 5.4 percent to $1.862 billion compared to $1.766 billion for the third quarter 2008. The increase was primarily due to the higher revenues and reduced operating and maintenance expenses, as discussed above.

Liquidity and Interest Expense

Interest expense, net of amounts capitalized for the fourth quarter 2008, increased to $121 million compared to $100 million in the third quarter 2008. The increase included $11 million from higher interest rates and $10 million from reduced capitalized interest. As of December 31, 2008, total debt was $14.186 billion, a decrease of $597 million from September 30, 2008.

Cash flow from operating activities decreased to $1.196 billion for the fourth quarter 2008 compared to $1.270 billion for the third quarter 2008. For the full year 2008, cash flow from operating activities totaled $4.959 billion compared to $3.073 billion for the full year 2007.

Effective Tax Rate

Transocean’s Annual Effective Tax Rate⁽³⁾, which excludes various discrete items, for each of the fourth quarter 2008 and the full year ended December 31, 2008 was 15.8 percent and 14.0 percent, respectively. The Effective Tax Rate⁽⁴⁾ for each of the fourth quarter 2008 and the full year ended December 31, 2008 was 20.8 percent and 15.0 percent, respectively. Transocean’s Effective Tax Rate⁽⁴⁾ for both periods reflects the impact of various discrete items primarily related to the tax effect of the impairment losses that are non-deductible for tax purposes, largely offset by changes in estimates.

Conference Call Information

Transocean will conduct a teleconference call at 10:00 a.m. Eastern time, 4:00 p.m. Swiss time, on February 17, 2009. To participate, dial 913-312-1268 and refer to confirmation code 5215304 approximately five to 10 minutes prior to the scheduled start time of the call.

In addition, the conference call will be simultaneously broadcast over the Internet in a listen-only mode and can be accessed by logging onto Transocean’s website at www.deepwater.com and selecting "Investor Relations/News & Events/Webcasts & Presentations.” A file containing four charts to be discussed during the conference call, titled "4Q08 Charts,” has been posted to Transocean’s website and can also be found by selecting "Investor Relations/News & Events/Webcasts & Presentations.” The conference call may also be accessed via the Internet at www.CompanyBoardroom.com by typing in Transocean’s New York Stock Exchange trading symbol, "RIG.”

A telephonic replay of the conference call should be available after 1:00 p.m. Eastern time, 7:00 p.m. Swiss time, on February 17, 2009 and can be accessed by dialing 719-457-0820 and referring to the passcode 5215304. Also, a replay will be available through the Internet and can be accessed by visiting either of the above-referenced Worldwide Web addresses.

Transocean is the world's largest offshore drilling contractor and the leading provider of drilling management services worldwide. With a fleet of 136 mobile offshore drilling units plus 10 announced ultra-deepwater newbuild units, Transocean's fleet is considered one of the most modern and versatile in the world due to its emphasis on technically demanding segments of the offshore drilling business. Transocean owns or operates a contract drilling fleet of 39 High-Specification Floaters (Ultra-Deepwater, Deepwater and Harsh-Environment semisubmersibles and drillships), 28 Midwater Floaters, 10 High-Specification Jackups, 55 Standard Jackups and other assets utilized in the support of offshore drilling activities worldwide.

⁽¹⁾ The weighted average diluted share count for the quarter without restatement is calculated by assuming the Transocean share count without the effect of the Reclassification for October 2007 and November 2007 and with the effect of the Reclassification for December 2007. The weighted average diluted share count for 2007 without restatement is calculated by assuming the Transocean share count without the effect of the Reclassification for January 2007 through November 2007 and with the effect of the Reclassification for December 2007.

⁽²⁾ For a reconciliation of operating income before general and administrative expense to field operating income, see the accompanying schedule entitled "Non-GAAP Financial Measures and Reconciliations - Operating Income Before General and Administrative Expense to Field Operating Income."

⁽³⁾ Annual Effective Tax Rate is defined as income tax expense excluding various discrete items (such as changes in estimates and tax on items excluded from income before income taxes) divided by income before income taxes excluding gains on sales and similar items pursuant to Financial Accounting Standards Board Interpretation No. 18. See the accompanying schedule entitled "Supplemental Effective Tax Rate Analysis."

⁽⁴⁾ Effective Tax Rate is defined as income tax expense divided by income before income taxes. See the accompanying schedule entitled "Supplemental Effective Tax Rate Analysis."