TRANSOCEANLTD. (NYSE: RIG) Files An 8-K Submission of Matters to a Vote of Security Holders

TRANSOCEANLTD. (NYSE: RIG) Files An 8-K Submission of Matters to a Vote of Security Holders
Item 8.01.Submission of Matters to a Vote of Security Holders.

TransoceanLtd. (“Transocean”) held its Extraordinary General Meeting of shareholders (“EGM”) on November29, 2018, in Steinhausen, Switzerland. Transocean certified that the total number of shares voted at the EGM constituted a quorum, and the shareholders took action on the matters set forth below. These agenda items and proposals are described in more detail in the joint proxy statement/prospectus, dated October16, 2018, filed by Transocean with the Securities and Exchange Commission on October16, 2018.

1.

Amendment of Transocean’s Articles of Association to create additional authorized share capital for the issuance of up to 147,700,195 Transocean shares to pay the Share Consideration in the Merger.

For

Against

Abstain

BrokerNon-Votes

278,430,671

4,575,136

1,181,407

89,475,049

This Itemwas approved.

2.

Issuance of Transocean shares to pay the Share Consideration in the Merger, as required by the rulesof the New York Stock Exchange.

For

Against

Abstain

Broker Non-Votes

278,564,005

4,450,971

1,172,238

89,475,049

This Itemwas approved.

3.

Deletion of special purpose authorized share capital in Article5bis of Transocean’s Articles of Association.

For

Against

Abstain

360,760,494

10,079,226

2,822,543

This Itemwas approved.

Item 8.01Other Events.

A copy of the press release announcing the results of Transocean’s EGM is being furnished herewith as Exhibit99.1 and is incorporated herein by reference.

Item 8.01Financial Statements and Exhibits

(d)Exhibits.


Transocean Ltd. Exhibit
EX-99.1 2 ex-99d1.htm EX-99.1 rig_Ex_99.1 Exhibit 99.1 Transocean Ltd. Shareholders Approve Acquisition of Ocean Rig UDW Inc. STEINHAUSEN,…
To view the full exhibit click here

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