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Debt
3 Months Ended
Mar. 31, 2015
Debt  
Debt

 

Note 10—Debt

 

Debt, net of unamortized discounts, premiums and fair value adjustments, was comprised of the following (in millions):

 

 

 

March 31,
2015

 

December 31,
2014

 

4.95% Senior Notes due November 2015 (a)

 

$

896 

 

$

898 

 

5.05% Senior Notes due December 2016 (a)

 

1,000 

 

999 

 

2.5% Senior Notes due October 2017 (a)

 

749 

 

748 

 

Eksportfinans Loans due January 2018

 

288 

 

369 

 

6.00% Senior Notes due March 2018 (a)

 

1,004 

 

1,001 

 

7.375% Senior Notes due April 2018 (a)

 

247 

 

247 

 

6.50% Senior Notes due November 2020 (a)

 

921 

 

911 

 

6.375% Senior Notes due December 2021 (a)

 

1,199 

 

1,199 

 

3.8% Senior Notes due October 2022 (a)

 

746 

 

745 

 

7.45% Notes due April 2027 (a)

 

97 

 

97 

 

8% Debentures due April 2027 (a)

 

57 

 

57 

 

7% Notes due June 2028

 

309 

 

309 

 

Capital lease contract due August 2029

 

609 

 

615 

 

7.5% Notes due April 2031 (a)

 

599 

 

598 

 

6.80% Senior Notes due March 2038 (a)

 

999 

 

999 

 

7.35% Senior Notes due December 2041 (a)

 

300 

 

300 

 

Total debt

 

10,020 

 

10,092 

 

Less debt due within one year

 

 

 

 

 

4.95% Senior Notes due November 2015 (a)

 

896 

 

898 

 

Eksportfinans Loans due January 2018

 

106 

 

114 

 

Capital lease contract due August 2029

 

22 

 

21 

 

Total debt due within one year

 

1,024 

 

1,033 

 

Total long-term debt

 

$

8,996 

 

$

9,059 

 

 

(a)

Transocean Inc., a 100 percent owned subsidiary of Transocean Ltd., is the issuer of the notes and debentures, which have been guaranteed by Transocean Ltd.  Transocean Ltd. has also guaranteed borrowings under the Five-Year Revolving Credit Facility.  Transocean Ltd. and Transocean Inc. are not subject to any significant restrictions on their ability to obtain funds from their consolidated subsidiaries by dividends, loans or return of capital distributions.  See Note 17—Condensed Consolidating Financial Information.

 

Scheduled maturities—At March 31, 2015, the scheduled maturities of our debt were as follows (in millions):

 

Twelve months ending March 31,

 

 

 

2016

 

$

1,022 

 

2017

 

1,131 

 

2018

 

1,858 

 

2019

 

277 

 

2020

 

33 

 

Thereafter

 

5,675 

 

Total debt, excluding unamortized discounts, premiums and fair value adjustments

 

9,996 

 

Total unamortized discounts, premiums and fair value adjustments, net

 

24 

 

Total debt

 

$

10,020 

 

 

Five-Year Revolving Credit Facility—In June 2014, we entered into an amended and restated bank credit agreement, which established a $3.0 billion unsecured five-year revolving credit facility, that is scheduled to expire on June 28, 2019 (the “Five-Year Revolving Credit Facility”).  Among other things, the Five-Year Revolving Credit Facility includes limitations on creating liens, incurring subsidiary debt, transactions with affiliates, sale/leaseback transactions, mergers and the sale of substantially all assets.  The Five-Year Revolving Credit Facility also includes a covenant imposing a maximum debt to tangible capitalization ratio of 0.6 to 1.0.  Borrowings under the Five-Year Revolving Credit Facility are subject to acceleration upon the occurrence of an event of default, borrowings are guaranteed by Transocean Ltd. and may be prepaid in whole or in part without premium or penalty.

 

We may borrow under the Five-Year Revolving Credit Facility at either (1) the adjusted London Interbank Offered Rate (“LIBOR”) plus a margin (the “Five-Year Revolving Credit Facility Margin”), which ranges from 1.125 percent to 2.0 percent based on the credit rating of our non-credit enhanced senior unsecured long-term debt (“Debt Rating”), or (2) the base rate specified in the credit agreement plus the Five-Year Revolving Credit Facility Margin, less one percent per annum.  Throughout the term of the Five-Year Revolving Credit Facility, we pay a facility fee on the daily unused amount of the underlying commitment which ranges from 0.15 percent to 0.35 percent depending on our Debt Rating.  In the three months ended March 31, 2015, our Debt Rating was reduced, and as a result, effective March 19, 2015, the Five-Year Revolving Credit Facility Margin increased to 1.75 percent from 1.5 percent and the facility fee increased to 0.275 percent from 0.225 percent.  At March 31, 2015, we had no borrowings outstanding or letters of credit issued, and we had $3.0 billion of available borrowing capacity under the Five-Year Revolving Credit Facility.

 

5.05% Senior Notes, 6.375% Senior Notes and 7.35% Senior Notes—In December 2011, we issued $1.0 billion aggregate principal amount of 5.05% Senior Notes due December 2016 (the “5.05% Senior Notes”), $1.2 billion aggregate principal amount of 6.375% Senior Notes due December 2021 (the “6.375% Senior Notes”) and $300 million aggregate principal amount of 7.35% Senior Notes due December 2041 (the “7.35% Senior Notes”).  The interest rates for the notes are subject to adjustment from time to time upon a change to our Debt Rating.  In the three months ended March 31, 2015, our Debt Rating was reduced and, as a result, effective June 15, 2015, the interest rates on the 5.05% Senior Notes, the 6.375% Senior Notes and the 7.35% Senior Notes will increase 0.5 percent from the stated rate to 5.55 percent, 6.875 percent and 7.85 percent, respectively.  At March 31, 2015, the aggregate outstanding principal amount of the 5.05% Senior Notes, the 6.375% Senior Notes and the 7.35% Senior Notes was $1.0 billion, $1.2 billion and $300 million, respectively.

 

2.5% Senior Notes and 3.8% Senior Notes—In September 2012, we issued $750 million aggregate principal amount of 2.5% Senior Notes due October 2017 (the “2.5% Senior Notes”) and $750 million aggregate principal amount of 3.8% Senior Notes due October 2022 (the “3.8% Senior Notes”).  The interest rates for the notes are subject to adjustment from time to time upon a change to our Debt Rating.  In the three months ended March 31, 2015, our Debt Rating was reduced and, as a result, effective April 15, 2015, the interest rates on the 2.5% Senior Notes and the 3.8% Senior Notes will increase 0.5 percent from the stated rate to 3.0 percent and 4.3 percent, respectively.  At March 31, 2015, the aggregate outstanding principal amount of the 2.5% Senior Notes and the 3.8% Senior Notes was $750 million each.

 

Eksportfinans Loans—We have borrowings under the Loan Agreement dated September 12, 2008 and the Loan Agreement dated November 18, 2008, between one of our subsidiaries and Eksportfinans ASA (together, the “Eksportfinans Loans”).  At March 31, 2015 and December 31, 2014, aggregate borrowings of NOK 2.3 billion and NOK 2.8 billion, respectively, equivalent to approximately $290 million and $370 million, respectively, were outstanding under the Eksportfinans Loans.

 

The Eksportfinans Loans require collateral to be held by a financial institution through expiration (the “Aker Restricted Cash Investments”).  At March 31, 2015 and December 31, 2014, the aggregate principal amount of the Aker Restricted Cash Investments was NOK 2.3 billion and NOK 2.8 billion, respectively, equivalent to approximately $290 million and $370 million, respectively.