Seadrill Limited – Publication of Exempted Document in relation to the proposed Aquadrill LLC acquisition
Hamilton, Bermuda, March 31, 2023 – Reference is made to the previous stock exchange announcements published by Seadrill Limited (NYSE & OSE: SDRL) (“Seadrill” or the "Company") regarding the proposed all-stock acquisition of Aquadrill LLC ("Aquadrill") (the "Transaction"). Pursuant to and in accordance with Article 1 (5) (f) of Regulation (EU) 2017/1129 and the European Commission's delegated regulation (EU) 2021/528 of December 16, 2020, Seadrill has prepared an exempted document describing key features of the Transaction (the "Exempted Document").
The Exempted Document is not a prospectus and has not been reviewed or approved by the Norwegian Financial Supervisory Authority or any other regulatory authority. The Exempted Document has been prepared solely for use in connection with the admission to listing of new Seadrill common shares expected to be issued upon completion of the Transaction.
The Exempted Document can be found on our website at https://www.seadrill.com/investors/reports-presentations/reports/.
For additional information, visit www.seadrill.com.
Director of Investor Relations
T: +971 58 687 4132
Seadrill is a leading offshore drilling contractor utilizing advanced technology to unlock oil and gas resources for clients across harsh and benign locations around the globe. Seadrill’s high-quality, technologically-advanced fleet spans all asset classes allowing its experienced crews to conduct operations across geographies, from shallow to ultra-deep-water environments.
Aquadrill is a limited liability company that owns eight offshore drilling units. Aquadrill’s fleet consists of four ultra-deepwater drillships, one ultra-deepwater harsh environment semi-submersible and three tender assist drilling units. The operations and marketing of Aquadrill’s drilling units are managed by Diamond Offshore Drilling, Inc., Energy Drilling Management Pte Ltd., and Vantage Drilling International.
This announcement includes forward-looking statements. These statements are based on Seadrill’s and Aquadrill’s respective management teams’ current plans, expectations, assumptions and beliefs concerning future events impacting each of Seadrill and Aquadrill, and are subject to risk and delay. Consequently, no forward-looking statement can be guaranteed. When considering these forward-looking statements, you should also keep in mind the risks described from time to time in Seadrill’s filings with the U.S. Securities and Exchange Commission (“SEC”), including its Annual Report on Form 20-F for the year ended December 31, 2021, filed with the SEC on April 29, 2022 (File No. 001-39327).
Important Additional Information
This communication relates to a proposed business combination transaction (the "Transaction") between Seadrill Limited and Aquadrill LLC. This communication is for informational purposes only and does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval, in any jurisdiction, pursuant to the Transaction or otherwise, nor shall there be any sale, issuance, exchange or transfer of the securities referred to in this document in any jurisdiction in contravention of applicable law. In connection with the Transaction, Seadrill has filed with the SEC a registration statement on Form F-4 that includes a prospectus of Seadrill, as well as other relevant documents concerning the Transaction. HOLDERS OF AQUADRILL COMMON UNITS AND EQUITY AWARDS ARE URGED TO READ THE REGISTRATION STATEMENT AND THE PROSPECTUS REGARDING THE TRANSACTION AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. Access to the registration statement and the prospectus, as well as other filings containing information about Seadrill and Aquadrill, are available without charge at the SEC's website (http://www.sec.gov). Copies of the documents filed with the SEC can also be obtained, without charge, by directing a request to Seadrill.