Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2019 | Oct. 22, 2019 | |
Document and Entity Information | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2019 | |
Document Transition Report | false | |
Entity File Number | 001-38373 | |
Entity Registrant Name | Transocean Ltd | |
Entity Incorporation, State or Country Code | V8 | |
Entity Tax Identification Number | 98-0599916 | |
Entity Address, Address Line One | Turmstrasse 30 | |
Entity Address, City or Town | Steinhausen | |
Entity Address, Country | CH | |
Entity Address, Postal Zip Code | 6312 | |
City Area Code | +41 (41) | |
Local Phone Number | 749-0500 | |
Title of 12(b) Security | Shares | |
Trading Symbol | RIG | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 611,861,630 | |
Entity Central Index Key | 0001451505 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Operating revenues | ||||
Revenues | $ 784 | $ 816 | $ 2,296 | $ 2,270 |
Revenue from Contract with Customer, Product and Service [Extensible List] | us-gaap:OilAndGasServiceMember | us-gaap:OilAndGasServiceMember | us-gaap:OilAndGasServiceMember | us-gaap:OilAndGasServiceMember |
Costs and expenses | ||||
Operating and maintenance | $ 547 | $ 447 | $ 1,565 | $ 1,302 |
Cost, Product and Service [Extensible List] | us-gaap:OilAndGasServiceMember | us-gaap:OilAndGasServiceMember | us-gaap:OilAndGasServiceMember | us-gaap:OilAndGasServiceMember |
Depreciation and amortization | $ 212 | $ 201 | $ 648 | $ 614 |
General and administrative | 45 | 35 | 139 | 134 |
Total costs and expenses | 804 | 683 | 2,352 | 2,050 |
Loss on impairment | (583) | (432) | (584) | (1,446) |
Loss on disposal of assets, net | (4) | (6) | (7) | |
Operating loss | (607) | (305) | (647) | (1,226) |
Other income (expense), net | ||||
Interest income | 11 | 11 | 33 | 36 |
Interest expense, net of amounts capitalized | (166) | (160) | (500) | (455) |
Loss on retirement of debt | (12) | (1) | (39) | (3) |
Other, net | 3 | 16 | 34 | 6 |
Total other income (expense), net | (164) | (134) | (472) | (416) |
Loss before income tax expense | (771) | (439) | (1,119) | (1,642) |
Income tax expense (benefit) | 54 | (30) | 83 | 118 |
Net loss | (825) | (409) | (1,202) | (1,760) |
Net income (loss) attributable to noncontrolling interest | 2 | (6) | ||
Net loss attributable to controlling interest | $ (825) | $ (409) | $ (1,204) | $ (1,754) |
Loss per share | ||||
Basic (in dollars per share) | $ (1.35) | $ (0.88) | $ (1.97) | $ (3.86) |
Diluted (in dollars per share) | $ (1.35) | $ (0.88) | $ (1.97) | $ (3.86) |
Weighted-average shares outstanding | ||||
Basic (in shares) | 613 | 463 | 612 | 454 |
Diluted (in shares) | 613 | 463 | 612 | 454 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME LOSS | ||||
Net loss | $ (825) | $ (409) | $ (1,202) | $ (1,760) |
Net income (loss) attributable to noncontrolling interest | 2 | (6) | ||
Net loss attributable to controlling interest | (825) | (409) | (1,204) | (1,754) |
Components of net periodic benefit costs before reclassifications | (1) | 7 | (4) | |
Components of net periodic benefit costs reclassified to net loss | 2 | 1 | 4 | |
Other comprehensive income before income taxes | 1 | 8 | ||
Other comprehensive income | 1 | 8 | ||
Other comprehensive income attributable to controlling interest | 1 | 8 | ||
Total comprehensive loss | (825) | (408) | (1,194) | (1,760) |
Total comprehensive income (loss) attributable to noncontrolling interest | 2 | (6) | ||
Total comprehensive loss attributable to controlling interest | $ (825) | $ (408) | $ (1,196) | $ (1,754) |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 |
Assets | ||
Cash and cash equivalents | $ 1,906 | $ 2,160 |
Accounts receivable, net of allowance for doubtful accounts of less than $1 at December 31, 2018 | 639 | 604 |
Materials and supplies, net of allowance for obsolescence of $123 and $134 at September 30, 2019 and December 31, 2018, respectively | 475 | 474 |
Restricted cash accounts and investments | 551 | 551 |
Other current assets | 200 | 159 |
Total current assets | 3,771 | 3,948 |
Property and equipment | 24,203 | 25,811 |
Less accumulated depreciation | (5,255) | (5,403) |
Property and equipment, net | 18,948 | 20,408 |
Contract intangible assets | 655 | 795 |
Deferred income taxes, net | 21 | 66 |
Other assets | 1,054 | 448 |
Total assets | 24,449 | 25,665 |
Liabilities and equity | ||
Accounts payable | 308 | 269 |
Accrued income taxes | 35 | 70 |
Debt due within one year | 349 | 373 |
Other current liabilities | 797 | 746 |
Total current liabilities | 1,489 | 1,458 |
Long-term debt | 9,041 | 9,605 |
Deferred income taxes, net | 193 | 64 |
Other long-term liabilities | 1,784 | 1,424 |
Total long-term liabilities | 11,018 | 11,093 |
Commitments and contingencies | ||
Shares, CHF 0.10 par value, 639,674,422 authorized, 142,365,398 conditionally authorized, 617,970,525 issued and 611,849,468 outstanding at September 30, 2019, and 638,285,574 authorized, 143,754,246 conditionally authorized, 610,581,677 issued and 609,649,291 outstanding at December 31, 2018 | 59 | 59 |
Additional paid-in capital | 13,415 | 13,394 |
Accumulated deficit | (1,246) | (67) |
Accumulated other comprehensive loss | (295) | (279) |
Total controlling interest shareholders' equity | 11,933 | 13,107 |
Noncontrolling interest | 9 | 7 |
Total equity | 11,942 | 13,114 |
Total liabilities and equity | $ 24,449 | $ 25,665 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) $ in Millions | Sep. 30, 2019SFr / shares | Sep. 30, 2019USD ($)shares | Dec. 31, 2018SFr / shares | Dec. 31, 2018USD ($)shares |
Materials and supplies, allowance for obsolescence (in dollars) | $ | $ 123 | $ 134 | ||
Shares, CHF par value (in Swiss francs per share) | SFr / shares | SFr 0.10 | SFr 0.10 | ||
Shares, authorized | 639,674,422 | 638,285,574 | ||
Shares, conditionally authorized | 142,365,398 | 143,754,246 | ||
Shares, issued | 617,970,525 | 610,581,677 | ||
Shares, outstanding | 611,849,468 | 609,649,291 | ||
Maximum | ||||
Allowance for doubtful accounts | $ | $ 1 |
CONSOLIDATED STATEMENTS OF EQUI
CONSOLIDATED STATEMENTS OF EQUITY - USD ($) $ in Millions | Total controlling interest shareholders' equity | Shares | Additional paid-in capital | Retained earnings (accumulated deficit) | Accumulated other comprehensive loss | Noncontrolling interest | Total |
Balance at Dec. 31, 2017 | $ 12,707 | $ 37 | $ 11,031 | $ 1,929 | $ (290) | $ 4 | $ 12,711 |
Increase (Decrease) in Shareholders' Equity | |||||||
Share-based compensation | 36 | 36 | 36 | ||||
Issuance of shares in acquisition transactions | 746 | 7 | 739 | 746 | |||
Equity component of convertible debt instruments | 172 | 172 | 172 | ||||
Acquisition of redeemable noncontrolling interest | 53 | 53 | 53 | ||||
Allocated capital for transactions with holders of noncontrolling interest | 5 | 5 | (5) | ||||
Net loss attributable to controlling interest | (1,754) | (1,754) | |||||
Total comprehensive loss attributable to controlling interest | (1,754) | (1,754) | |||||
Total comprehensive income (loss) attributable to noncontrolling interest | (2) | ||||||
Total comprehensive loss | (1,756) | ||||||
Recognition of noncontrolling interest in business combination | 33 | 33 | |||||
Acquisition of noncontrolling interest | (31) | (31) | |||||
Other, net | (3) | (3) | (3) | ||||
Balance at Sep. 30, 2018 | 11,962 | 44 | 12,033 | 175 | (290) | (1) | 11,961 |
Balance at Jun. 30, 2018 | 12,359 | 44 | 12,022 | 584 | (291) | 3 | 12,362 |
Increase (Decrease) in Shareholders' Equity | |||||||
Share-based compensation | 8 | 8 | 8 | ||||
Allocated capital for transactions with holders of noncontrolling interest | 2 | 2 | (2) | ||||
Net loss attributable to controlling interest | (409) | (409) | |||||
Other comprehensive income attributable to controlling interest | 1 | 1 | |||||
Total comprehensive loss attributable to controlling interest | (408) | (408) | |||||
Total comprehensive income (loss) attributable to noncontrolling interest | (1) | ||||||
Total comprehensive loss | (409) | ||||||
Acquisition of noncontrolling interest | (1) | (1) | |||||
Other, net | 1 | 1 | 1 | ||||
Balance at Sep. 30, 2018 | 11,962 | 44 | 12,033 | 175 | (290) | (1) | 11,961 |
Balance at Dec. 31, 2018 | 13,107 | 59 | 13,394 | (67) | (279) | 7 | 13,114 |
Increase (Decrease) in Shareholders' Equity | |||||||
Share-based compensation | 28 | 28 | 28 | ||||
Net loss attributable to controlling interest | (1,204) | (1,204) | |||||
Other comprehensive income attributable to controlling interest | 8 | 8 | |||||
Total comprehensive loss attributable to controlling interest | (1,196) | (1,196) | |||||
Total comprehensive income (loss) attributable to noncontrolling interest | 2 | ||||||
Total comprehensive loss | (1,194) | ||||||
Other, net | (6) | (7) | (6) | ||||
Balance at Sep. 30, 2019 | 11,933 | 59 | 13,415 | (1,246) | (295) | 9 | 11,942 |
Balance at Jun. 30, 2019 | 12,748 | 59 | 13,405 | (421) | (295) | 9 | 12,757 |
Increase (Decrease) in Shareholders' Equity | |||||||
Share-based compensation | 9 | 9 | 9 | ||||
Net loss attributable to controlling interest | (825) | (825) | |||||
Total comprehensive loss attributable to controlling interest | (825) | (825) | |||||
Total comprehensive loss | (825) | ||||||
Other, net | 1 | 1 | 1 | ||||
Balance at Sep. 30, 2019 | $ 11,933 | $ 59 | $ 13,415 | (1,246) | (295) | $ 9 | $ 11,942 |
Increase (Decrease) in Shareholders' Equity | |||||||
Effect of adopting accounting standards update | $ 25 | $ (24) |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Cash flows from operating activities | ||
Net loss | $ (1,202) | $ (1,760) |
Adjustments to reconcile to net cash provided by operating activities: | ||
Contract intangible asset amortization | 140 | 78 |
Depreciation and amortization | 648 | 614 |
Share-based compensation expense | 28 | 36 |
Loss on impairment | 584 | 1,446 |
Loss on disposal of assets, net | 7 | |
Loss on retirement of debt | 39 | 3 |
Deferred income tax expense | 139 | 50 |
Other, net | 28 | 12 |
Changes in deferred revenues, net | 19 | (127) |
Changes in deferred costs, net | (21) | 23 |
Changes in other operating assets and liabilities, net | (216) | (55) |
Net cash provided by operating activities | 193 | 320 |
Cash flows from investing activities | ||
Capital expenditures | (259) | (140) |
Proceeds from disposal of assets, net | 52 | 37 |
Investments in unconsolidated affiliates | (77) | (107) |
Unrestricted and restricted cash acquired in business combination | 131 | |
Proceeds from maturities of unrestricted and restricted investments | 123 | 500 |
Deposits to unrestricted investments | (50) | |
Other, net | 3 | |
Net cash provided by (used in) investing activities | (158) | 371 |
Cash flows from financing activities | ||
Proceeds from issuance of debt, net of discount and issue costs | 1,056 | 1,319 |
Repayments of debt | (1,189) | (2,015) |
Proceeds from investments restricted for financing activities | 26 | |
Payments to terminate derivative instruments | (92) | |
Other, net | (34) | (29) |
Net cash used in financing activities | (167) | (791) |
Net decrease in unrestricted and restricted cash and cash equivalents | (132) | (100) |
Unrestricted and restricted cash and cash equivalents, beginning of period | 2,589 | 2,975 |
Unrestricted and restricted cash and cash equivalents, end of period | $ 2,457 | $ 2,875 |
Business
Business | 9 Months Ended |
Sep. 30, 2019 | |
Business | |
Business | Note 1—Business Transocean Ltd. (together with its subsidiaries and predecessors, unless the context requires otherwise, “Transocean,” “we,” “us” or “our”) is a leading international provider of offshore contract drilling services for oil and gas wells. We specialize in technically demanding sectors of the offshore drilling business with a particular focus on ultra-deepwater and harsh environment drilling services. Our mobile offshore drilling fleet is considered one of the most versatile fleets in the world. We contract our drilling rigs, related equipment and work crews predominantly on a dayrate basis to drill oil and gas wells. As of September 30, 2019, we owned or had partial ownership interests in and operated 45 mobile offshore drilling units, including 28 ultra-deepwater floaters, 14 harsh environment floaters and three midwater floaters. As of September 30, 2019, we were constructing two ultra-deepwater drillships. |
Significant Accounting Policies
Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2019 | |
Significant Accounting Policies | |
Significant Accounting Policies | Note 2—Significant Accounting Policies Presentation Accounting estimates Fair value measurements |
Accounting Standards Updates
Accounting Standards Updates | 9 Months Ended |
Sep. 30, 2019 | |
Accounting Standards Updates | |
Accounting Standards Updates | Note 3—Accounting Standards Updates Recently adopted accounting standards Leases Other comprehensive income Jobs Act of 2017. As of January 1, 2019, as a result of our adoption, we recorded an increase of $24 million to accumulated deficit with a corresponding decrease to accumulated other comprehensive loss. Statements of equity Recently issued accounting standards Financial instruments – credit losses |
Business Combinations
Business Combinations | 9 Months Ended |
Sep. 30, 2019 | |
Business Combinations | |
Business Combinations | Note 4—Business Combinations Overview In the year ended December 31, 2018, we completed the acquisitions of Songa Offshore SE, a European public company limited by shares, or societas Europaea, existing under the laws of Cyprus (“Songa”) and Ocean Rig UDW Inc., a Cayman Islands exempted company with limited liability (“Ocean Rig”). In the three and nine months ended September 30, 2018, we incurred acquisition costs of $4 million and $11 million, respectively, recorded in general and administrative costs and expenses, related to these acquisitions. Ocean Rig UDW Inc. Consideration Total Consideration transferred Aggregate fair value of shares issued as partial consideration for Ocean Rig shares $ 1,377 Aggregate cash paid as partial consideration for Ocean Rig shares 1,168 Total consideration transferred in business combination $ 2,545 Assets and liabilities Total Assets acquired Cash and cash equivalents $ 152 Accounts receivable 76 Property and equipment 2,205 Drilling contract intangible assets 275 Other assets 115 Liabilities assumed Accounts payable and other current liabilities 71 Construction contract intangible liabilities 132 Other long-term liabilities 54 Net assets acquired $ 2,566 In the nine months ended September 30, 2019, as a result of adjustments to assets acquired and liabilities assumed in the Ocean Rig acquisition, we recognized a gain of $11 million, recorded in other, net, as an adjustment to the previously recognized gain on bargain purchase. Including this adjustment, we have recognized a cumulative net gain of $21 million associated with the bargain purchase, primarily due to the decline in the market value of our shares between the announcement date and the closing date. We estimated the fair value of the rigs and related equipment by applying a combination of income and market approaches, using projected discounted cash flows and estimates of the exchange price that would be received for the assets in the principal or most advantageous markets for the assets in an orderly transaction between participants as of the acquisition date. We estimated the fair value of the drilling contracts by comparing the contractual dayrates over the remaining firm contract term and option periods relative to the projected market dayrates as of the acquisition date. We estimated the fair value of the construction contracts by comparing the contractual future payments and terms relative to the market payments and terms as of the acquisition date. Our estimates of fair value for the drilling units and contract intangibles required us to use significant unobservable inputs, representative of a Level 3 fair value measurement, including assumptions related to the future performance of the assets, such as future commodity prices, projected demand for our services, rig availability, rig utilization, dayrates, remaining useful lives of the rigs and discount rates. |
Unconsolidated Affiliates
Unconsolidated Affiliates | 9 Months Ended |
Sep. 30, 2019 | |
Unconsolidated Affiliates | |
Unconsolidated Affiliates | Note 5—Unconsolidated Affiliates We hold investments in various partially owned, unconsolidated companies, including a 33.0 percent ownership interest in Orion Holdings (Cayman) Limited (“Orion”), a Cayman Islands company formed to construct and own the newbuild harsh environment floater Transocean Norge In the three and nine months ended September 30, 2019, we earned income of $1 million and $3 million, recorded in other income, for agent fees to procure equipment and services on behalf of Orion or its subsidiary under management services and shipyard care agreements. In the three and nine months ended September 30, 2019, we received an aggregate cash payment of $41 million and $74 million, respectively, as reimbursement, together with the agent fees, for equipment and services procured on behalf of Orion or its subsidiary. In the three and nine months ended September 30, 2019, we recognized rental expense of $3 million, recorded in operating and maintenance costs and expenses, and made an aggregate cash payment of $2 million to lease the harsh environment floater Transocean Norge |
Revenues
Revenues | 9 Months Ended |
Sep. 30, 2019 | |
Revenues | |
Revenues | Note 6—Revenues Overview To obtain contracts with our customers, we incur pre-operating costs to prepare a rig for contract and deliver or mobilize a rig to the drilling location. We defer such pre-operating costs and recognize the costs on a straight-line basis, consistent with the general pace of activity, in operating and maintenance costs over the estimated firm period of drilling. In the three and nine months ended September 30, 2019, we recognized pre-operating costs of $4 million and $10 million, respectively. In the three and nine months ended September 30, 2018, we recognized pre-operating costs of $14 million and $36 million, respectively. At September 30, 2019 and December 31, 2018, the unrecognized pre-operating costs to obtain contracts was $21 million and $2 million, respectively, recorded in other assets. Disaggregation Three months ended September 30, 2019 Three months ended September 30, 2018 U.S. Norway Brazil Other Total U.S. Norway Brazil Other Total Ultra-deepwater floaters $ 317 $ — $ 27 $ 149 $ 493 $ 396 $ — $ 1 $ 86 $ 483 Harsh environment floaters 4 200 — 77 281 — 174 — 91 265 Deepwater floaters — — — — — — — 25 11 36 Midwater floaters — — — 10 10 — — — 19 19 High-specification jackups — — — — — — — — 13 13 Total revenues $ 321 $ 200 $ 27 $ 236 $ 784 $ 396 $ 174 $ 26 $ 220 $ 816 Nine months ended September 30, 2019 Nine months ended September 30, 2018 U.S. Norway Brazil Other Total U.S. Norway Brazil Other Total Ultra-deepwater floaters $ 940 $ — $ 81 $ 434 $ 1,455 $ 1,162 $ — $ 1 $ 168 $ 1,331 Harsh environment floaters 4 554 — 232 790 — 467 — 254 721 Deepwater floaters — — 6 1 7 — — 74 32 106 Midwater floaters — — — 44 44 — — — 57 57 High-specification jackups — — — — — — — — 55 55 Total revenues $ 944 $ 554 $ 87 $ 711 $ 2,296 $ 1,162 $ 467 $ 75 $ 566 $ 2,270 Contract liabilities September 30, December 31, 2019 2018 Deferred contract revenues, recorded in other current liabilities $ 108 $ 87 Deferred contract revenues, recorded in other long-term liabilities 397 399 Total contract liabilities $ 505 $ 486 Significant changes in contract liabilities were as follows (in millions): Nine months ended September 30, 2019 2018 Total contract liabilities, beginning of period $ 486 $ 625 Decrease due to recognition of revenues for goods and services (83) (192) Increase due to goods and services transferred over time 102 65 Total contract liabilities, end of period $ 505 $ 498 |
Drilling Fleet
Drilling Fleet | 9 Months Ended |
Sep. 30, 2019 | |
Drilling Fleet | |
Drilling Fleet | Note 7—Drilling Fleet Construction work in progress Nine months ended September 30, 2019 2018 Construction work in progress, beginning of period $ 632 $ 1,392 Capital expenditures Newbuild construction program 90 64 Other equipment and construction projects 169 76 Total capital expenditures 259 140 Changes in accrued capital additions 32 (6) Construction work in progress impaired (5) — Construction work in progress acquired in business combination — 26 Property and equipment placed into service Newbuild construction program — (903) Other property and equipment (151) (61) Construction work in progress, end of period $ 767 $ 588 Impairments of assets held for sale Discoverer Deep Seas, Discoverer Enterprise Discoverer Spirit During the nine months ended September 30, 2018, we announced our intent to retire in an environmentally responsible way the ultra-deepwater floaters Deepwater Discovery, Deepwater Frontier Deepwater Millennium GSF C.R. Luigs Songa Delta Songa Trym We measured the impairment of the drilling units and related assets as the amount by which the carrying amount exceeded the estimated fair value less costs to sell. We estimated the fair value of the assets using significant other observable inputs, representative of a Level 2 fair value measurement, including indicative market values for the drilling units and related assets to be sold for scrap value. Dispositions Deepwater Frontier, Deepwater Millennium Ocean Rig Paros Eirik Raude Jack Bates Transocean 706 Actinia Songa Delta ended September 30, 2019, we received aggregate net cash proceeds of $5 million and recognized an aggregate net loss of $9 million associated with the disposal of assets unrelated to rig sales. During the nine months ended September 30, 2018, we completed the sale of the ultra-deepwater floaters Cajun Express Deepwater Discovery, Deepwater Pathfinder Sedco Energy Sedco Express Transocean Marianas Songa Trym, Assets held for sale Discoverer Deep Seas, Discoverer Enterprise Discoverer Spirit Deepwater Frontier Deepwater Millennium, Jack Bates Transocean 706 Songa Delta |
Goodwill
Goodwill | 9 Months Ended |
Sep. 30, 2019 | |
Goodwill | |
Goodwill | Note 8—Goodwill During the three months ended June 30, 2018, we classified as held for sale and impaired three ultra-deepwater floaters. We identified the impairment of these assets as an indicator that our goodwill may be impaired. In the nine months ended September 30, 2018, as a result of our interim goodwill impairment test, we recognized a loss of $462 million ($1.02 per diluted share), which had no tax effect, associated with the impairment of the full balance of our goodwill. We estimated the fair value of the contract drilling services reporting unit using the income approach. Our estimate of fair value required us to use significant unobservable inputs, representative of a Level 3 fair value measurement, including assumptions related to the future performance of the reporting unit, such as future commodity prices, projected demand for our services, rig availability and dayrates. |
Leases
Leases | 9 Months Ended |
Sep. 30, 2019 | |
Leases | |
Leases | Note 9—Leases Our operating leases are principally for office space, real estate, storage facilities and operating equipment. At September 30, 2019, our operating leases had a weighted average discount rate of 6.3 percent and a weighted-average remaining lease term of 13.9 years. Our finance lease of the ultra-deepwater drillship Petrobras 10000 The components of our lease costs were as follows (in millions): Three months Nine months ended ended September 30, September 30, 2019 2019 Lease costs Operating lease costs $ 6 $ 19 Short-term lease costs 3 4 Finance lease costs, amortization of right-of-use assets 5 15 Finance lease costs, interest on lease liabilities 9 29 Total lease costs $ 23 $ 67 Supplemental cash flow information for our leases was as follows (in millions): Nine months ended September 30, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 14 Operating cash flows from finance lease 29 Financing cash flows from finance lease 24 At September 30, 2019, the aggregate future minimum rental payments for our leases were as follows (in millions): Operating Finance leases lease Twelve months ending September 30, 2020 $ 18 $ 71 2021 11 71 2022 12 71 2023 12 71 2024 11 71 Thereafter 132 345 Total future minimum rental payment 196 700 Less amount representing imputed interest (72) (213) Present value of future minimum rental payments 124 487 Less current portion, recorded in other current liabilities (14) (34) Long-term lease liabilities, recorded in other long-term liabilities $ 110 $ 453 |
Debt
Debt | 9 Months Ended |
Sep. 30, 2019 | |
Debt | |
Debt | Note 10—Debt Overview Outstanding debt Principal amount Carrying amount September 30, December 31, September 30, December 31, 2019 2018 2019 2018 6.50% Senior Notes due November 2020 $ 208 $ 286 $ 209 $ 288 6.375% Senior Notes due December 2021 224 328 224 327 5.52% Senior Secured Notes due May 2022 221 282 219 280 3.80% Senior Notes due October 2022 199 411 198 408 0.50% Exchangeable Bonds due January 2023 863 863 862 862 5.375% Senior Secured Notes due May 2023 525 — 517 — 9.00% Senior Notes due July 2023 753 1,250 738 1,221 5.875% Senior Secured Notes due January 2024 667 750 655 735 7.75% Senior Secured Notes due October 2024 450 480 441 469 6.25% Senior Secured Notes due December 2024 469 500 460 489 6.125% Senior Secured Notes due August 2025 534 600 524 588 7.25% Senior Notes due November 2025 750 750 737 736 7.50% Senior Notes due January 2026 750 750 743 742 6.875% Senior Secured Notes due February 2027 550 — 541 — 7.45% Notes due April 2027 88 88 86 86 8.00% Debentures due April 2027 57 57 57 57 7.00% Notes due June 2028 300 300 306 306 Finance lease contract due August 2029 — 511 — 511 7.50% Notes due April 2031 588 588 585 585 6.80% Senior Notes due March 2038 1,000 1,000 991 991 7.35% Senior Notes due December 2041 300 300 297 297 Total debt 9,496 10,094 9,390 9,978 Less debt due within one year 5.52% Senior Secured Notes due May 2022 87 83 86 81 9.00% Senior Notes due July 2023 3 — 3 — 5.875% Senior Secured Notes due January 2024 83 83 79 79 7.75% Senior Secured Notes due October 2024 60 60 58 58 6.25% Senior Secured Notes due December 2024 62 62 60 60 6.125% Senior Secured Notes due August 2025 66 66 63 63 Finance lease contract due August 2029 — 32 — 32 Total debt due within one year 361 386 349 373 Total long-term debt $ 9,135 $ 9,708 $ 9,041 $ 9,605 Scheduled maturities Total Twelve months ending September 30, 2020 $ 361 2021 602 2022 669 2023 2,582 2024 609 Thereafter 4,673 Total principal amount of debt 9,496 Total debt-related balances, net (106) Total carrying amount of debt $ 9,390 Interest rate adjustments Secured Credit Facility Deepwater Asgard, Deepwater Invictus Deepwater Skyros Dhirubhai Deepwater KG2 Discoverer Inspiration Transocean Barents Transocean Spitsbergen Debt issuances Senior secured notes Deepwater Poseidon On May 24, 2019, we issued $525 million aggregate principal amount of 5.375% senior secured notes due May 2023 (the “5.375% Senior Secured Notes”), and we received approximately $517 million aggregate cash proceeds, net of discount and issue costs. The 5.375% Senior Secured Notes are secured by the assets and earnings associated with the ultra-deepwater floaters Transocean Endurance Transocean Equinox of our subsidiaries that own or operate the collateral rigs to declare or pay dividends to their affiliates. The indenture also imposes a Maximum Collateral Ratio, represented by the net earnings of the rig relative to the debt balance, that changes over the term of the notes. Through March 31, 2021, the Maximum Collateral Ratio under the indenture is 4.50 to 1.00. On July 13, 2018, we issued $750 million aggregate principal amount of 5.875% senior secured notes due January 2024 (the “5.875% Senior Secured Notes”) and received aggregate cash proceeds of $733 million, net of discount and issue costs. In connection with the issuance of such notes, we were required to deposit $63 million in restricted cash accounts to satisfy debt service and reserve requirements. We are required to pay semiannual installments of principal and interest. The 5.875% Senior Secured Notes are secured by the assets and earnings associated with the harsh environment floaters Transocean Enabler Transocean Encourage On July 20, 2018, we issued $600 million aggregate principal amount of 6.125% senior secured notes due August 2025 (the “6.125% Senior Secured Notes” and, together with the 5.875% Senior Secured Notes, the “2018 Senior Secured Notes”), and we received aggregate cash proceeds of $586 million, net of discount and issue costs. In connection with the issuance of such notes, we were required to deposit $51 million in restricted cash accounts to satisfy debt service and reserve requirements. We are required to pay semiannual installments of principal and interest. The 6.125% Senior Secured Notes are secured by the assets and earnings associated with the ultra-deepwater floater Deepwater Pontus Exchangeable bonds Debt retirements Tender offers Nine months ended September 30, 2019 6.50% Senior Notes due November 2020 $ 57 6.375% Senior Notes due December 2021 63 3.80% Senior Notes due October 2022 190 9.00% Senior Notes due July 2023 200 Aggregate principal amount retired $ 510 Aggregate cash payment $ 522 Aggregate net loss $ (18) Repurchases Nine months ended September 30, 2019 2018 6.50% Senior Notes due November 2020 $ 21 $ — 6.375% Senior Notes due December 2021 41 — 3.80% Senior Notes due October 2022 22 95 9.00% Senior Notes due July 2023 297 — Aggregate principal amount retired $ 381 $ 95 Aggregate cash payment $ 395 $ 95 Aggregate net loss for the three months ended September 30 $ (12) $ — Aggregate net loss for the nine months ended September 30 $ (21) $ (1) Other repayments |
Derivative Instruments
Derivative Instruments | 9 Months Ended |
Sep. 30, 2019 | |
Derivative Instruments | |
Derivatives instruments | Note 11—Derivative Instruments Forward exchange contracts Currency swaps |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2019 | |
Income Taxes | |
Income Taxes | Note 12—Income Taxes Tax provision and rate Included in our tax provision for the nine months ended September 30, 2019, we recognized a tax benefit of $112 million, including interest and penalties, as a result of changes to our unrecognized tax benefits related to settlements that were closed in our favor, which was partially offset by tax expense of $94 million for unrecognized tax benefits related to new positions. See Note 17—Subsequent Events. Tax returns Brazil tax investigations Other tax matters |
Loss Per Share
Loss Per Share | 9 Months Ended |
Sep. 30, 2019 | |
Loss Per Share | |
Loss Per Share | Note 13—Loss Per Share The numerator and denominator used to compute per share loss were as follows (in millions, except per share data): Three months ended September 30, Nine months ended September 30, 2019 2018 2019 2018 Basic Diluted Basic Diluted Basic Diluted Basic Diluted Numerator for loss per share Net loss attributable to controlling interest $ (825) $ (825) $ (409) $ (409) $ (1,204) $ (1,204) $ (1,754) $ (1,754) Denominator for loss per share Weighted-average shares outstanding 612 612 463 463 611 611 454 454 Effect of share-based awards and other equity instruments 1 1 — — 1 1 — — Weighted-average shares for per share calculation 613 613 463 463 612 612 454 454 Loss per share $ (1.35) $ (1.35) $ (0.88) $ (0.88) $ (1.97) $ (1.97) $ (3.86) $ (3.86) In the three and nine months ended September 30, 2019, we excluded from the calculation 12.2 million share-based awards since the effect would have been anti-dilutive. In the three and nine months ended September 30, 2018, we excluded from the calculation 10.7 million share-based awards since the effect would have been anti-dilutive. In the three and nine months ended September 30, 2019, we excluded from the calculation 84.0 million shares issuable upon conversion of the Exchangeable Bonds, since the effect would have been anti-dilutive. In the three and nine months ended September 30, 2018, we excluded from the calculation 84.0 million and 74.9 million shares issuable upon conversion of the Exchangeable Bonds, respectively, since the effect would have been anti-dilutive. |
Contingencies
Contingencies | 9 Months Ended |
Sep. 30, 2019 | |
Contingencies | |
Contingencies | Note 14—Contingencies Legal proceedings Macondo well incident Deepwater Horizon Deepwater Horizon On February 15, 2017, the MDL Court entered a final order and judgment approving the PSC Settlement Agreement. Through the PSC Settlement Agreement, we agreed to pay a total of $212 million to be allocated between two classes of plaintiffs in exchange for a release of all respective claims each class has against us. As required under the PSC Settlement Agreement, we deposited the settlement amount into an escrow account established by the MDL Court. In August 2019 and November 2018, the MDL Court released $33 million and $58 million, respectively, from the escrow account to make payments to the plaintiffs. At September 30, 2019 and December 31, 2018, the remaining cash balance in the escrow account was $124 million and $156 million, respectively, recorded in restricted cash accounts and investments. Asbestos litigation One of our subsidiaries has been named as a defendant, along with numerous other companies, in lawsuits arising out of the subsidiary’s manufacture and sale of heat exchangers, and involvement in the construction and refurbishment of major industrial complexes alleging bodily injury or personal injury as a result of exposure to asbestos. As of September 30, 2019, the subsidiary was a defendant in approximately 192 lawsuits with a corresponding number of plaintiffs. For many of these lawsuits, we have not been provided sufficient information from the plaintiffs to determine whether all or some of the plaintiffs have claims against the subsidiary, the basis of any such claims, or the nature of their alleged injuries. The operating assets of the subsidiary were sold in 1989. In September 2018, the subsidiary and certain insurers agreed to a settlement of outstanding disputes that leaves the subsidiary with funding, including cash, annuities and coverage in place settlement, that we believe will be sufficient to respond to both the current lawsuits as well as future lawsuits of a similar nature. While we cannot predict or provide assurance as to the outcome of these matters, we do not expect the ultimate liability, if any, resulting from these claims to have a material adverse effect on our condensed consolidated statement of financial position, results of operations or cash flows. Nigerian Cabotage Act litigation Other matters Environmental matters We have certain potential liabilities under the Comprehensive Environmental Response, Compensation and Liability Act (“CERCLA”) and similar state acts regulating cleanup of various hazardous waste disposal sites, including those described below. CERCLA is intended to expedite the remediation of hazardous substances without regard to fault. Potentially responsible parties (“PRPs”) for each site include present and former owners and operators of, transporters to and generators of the substances at the site. Liability is strict and can be joint and several. One of our subsidiaries has been named as a PRP in connection with a site located in Santa Fe Springs, California, known as the Waste Disposal, Inc. site. We and other PRPs agreed, under a participation agreement with the U.S. Environmental Protection Agency (the “EPA”) and the U.S. Department of Justice, to settle our potential liabilities by remediating the site, and we have completed the required remediation. Our share of the ongoing operation and maintenance costs has been insignificant. We have no reason to believe that any additional potential liabilities for the site will be material. One of our subsidiaries was ordered by the California Regional Water Quality Control Board to develop a testing plan for a site known as Campus 1000 Fremont in Alhambra, California, which is now a part of the San Gabriel Valley, Area 3, Superfund site. The current property owner, an unrelated party, performed the required testing and detected no contaminants, and based on such results, we would contest any potential liability. We have no knowledge of the potential cost of any remediation, who has been named as PRPs, and whether in fact any of our subsidiaries is a responsible party. The subsidiaries in question do not own any operating assets and have limited ability to respond to any liabilities. Resolutions of other claims by the EPA, the involved state agency or PRPs are at various stages of investigation. It is difficult to quantify the potential cost of environmental matters and remediation obligations. Nevertheless, based on the available information, we do not expect the ultimate liability, if any, resulting from all environmental matters, including the liability for all related pending legal proceedings, asserted legal claims and known potential legal claims that are likely to be asserted, to have a material adverse effect on our condensed consolidated statement of financial position, results of operations or cash flows. |
Equity
Equity | 9 Months Ended |
Sep. 30, 2019 | |
Equity | |
Equity | Note 15—Equity On January 30, 2018, we acquired an approximate 97.7 percent ownership interest in Songa. To complete the acquisition, we issued 66.9 million shares with a weighted average per share market value of $10.99 and $854 million aggregate principal amount of the Exchangeable Bonds. On the date of the Songa acquisition, we recognized noncontrolling interest of $33 million, representing the estimated fair value of the 2.3 percent ownership interest not owned by us. On March 28, 2018, we acquired the remaining Songa shares through a compulsory acquisition under Cyprus law, and as a result, Songa became our wholly owned subsidiary. As consideration, we issued 1.1 million shares with a weighted average per share market value of $9.76 and $9 million aggregate principal amount of Exchangeable Bonds and we made an aggregate cash payment of $8 million to the Songa shareholders who elected to receive a cash payment or failed to make an election, for an aggregate fair value of $30 million. |
Financial Instruments
Financial Instruments | 9 Months Ended |
Sep. 30, 2019 | |
Financial Instruments | |
Financial Instruments | Note 16—Financial Instruments Overview September 30, 2019 December 31, 2018 Carrying Fair Carrying Fair amount value amount value Cash and cash equivalents $ 1,906 $ 1,906 $ 2,160 $ 2,160 Restricted cash and cash equivalents 551 551 429 429 Restricted investments — — 123 123 Long-term debt, including current maturities 9,390 8,569 9,978 9,212 Derivative instruments, liabilities 3 3 6 6 We estimated the fair value of each class of financial instruments, for which estimating fair value is practicable, by applying the following methods and assumptions: Cash and cash equivalents Restricted cash and cash equivalents Restricted investments Debt Derivative instruments |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2019 | |
Subsequent Events | |
Subsequent Events | Note 17—Subsequent Events Income taxes Samsung Heavy Industries Co., Ltd. Ocean Rig Santorini Ocean Rig Crete |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2019 | |
Significant Accounting Policies | |
Presentation | Presentation |
Accounting estimates | Accounting estimates |
Fair value measurements | Fair value measurements |
Business Combinations (Tables)
Business Combinations (Tables) - Ocean Rig | 9 Months Ended |
Sep. 30, 2019 | |
Business Combination | |
Schedule of consideration transferred | Total Consideration transferred Aggregate fair value of shares issued as partial consideration for Ocean Rig shares $ 1,377 Aggregate cash paid as partial consideration for Ocean Rig shares 1,168 Total consideration transferred in business combination $ 2,545 |
Schedule of assets acquired and liabilities assumed | Total Assets acquired Cash and cash equivalents $ 152 Accounts receivable 76 Property and equipment 2,205 Drilling contract intangible assets 275 Other assets 115 Liabilities assumed Accounts payable and other current liabilities 71 Construction contract intangible liabilities 132 Other long-term liabilities 54 Net assets acquired $ 2,566 |
Revenues (Tables)
Revenues (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Revenues | |
Schedule of revenue disaggregation | Three months ended September 30, 2019 Three months ended September 30, 2018 U.S. Norway Brazil Other Total U.S. Norway Brazil Other Total Ultra-deepwater floaters $ 317 $ — $ 27 $ 149 $ 493 $ 396 $ — $ 1 $ 86 $ 483 Harsh environment floaters 4 200 — 77 281 — 174 — 91 265 Deepwater floaters — — — — — — — 25 11 36 Midwater floaters — — — 10 10 — — — 19 19 High-specification jackups — — — — — — — — 13 13 Total revenues $ 321 $ 200 $ 27 $ 236 $ 784 $ 396 $ 174 $ 26 $ 220 $ 816 Nine months ended September 30, 2019 Nine months ended September 30, 2018 U.S. Norway Brazil Other Total U.S. Norway Brazil Other Total Ultra-deepwater floaters $ 940 $ — $ 81 $ 434 $ 1,455 $ 1,162 $ — $ 1 $ 168 $ 1,331 Harsh environment floaters 4 554 — 232 790 — 467 — 254 721 Deepwater floaters — — 6 1 7 — — 74 32 106 Midwater floaters — — — 44 44 — — — 57 57 High-specification jackups — — — — — — — — 55 55 Total revenues $ 944 $ 554 $ 87 $ 711 $ 2,296 $ 1,162 $ 467 $ 75 $ 566 $ 2,270 |
Schedule of contract balances and changes | September 30, December 31, 2019 2018 Deferred contract revenues, recorded in other current liabilities $ 108 $ 87 Deferred contract revenues, recorded in other long-term liabilities 397 399 Total contract liabilities $ 505 $ 486 Significant changes in contract liabilities were as follows (in millions): Nine months ended September 30, 2019 2018 Total contract liabilities, beginning of period $ 486 $ 625 Decrease due to recognition of revenues for goods and services (83) (192) Increase due to goods and services transferred over time 102 65 Total contract liabilities, end of period $ 505 $ 498 |
Drilling Fleet (Tables)
Drilling Fleet (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Drilling Fleet | |
Changes in our construction work in progress, including capital expenditures and capitalized interest | Nine months ended September 30, 2019 2018 Construction work in progress, beginning of period $ 632 $ 1,392 Capital expenditures Newbuild construction program 90 64 Other equipment and construction projects 169 76 Total capital expenditures 259 140 Changes in accrued capital additions 32 (6) Construction work in progress impaired (5) — Construction work in progress acquired in business combination — 26 Property and equipment placed into service Newbuild construction program — (903) Other property and equipment (151) (61) Construction work in progress, end of period $ 767 $ 588 |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Leases | |
Schedule of lease costs | The components of our lease costs were as follows (in millions): Three months Nine months ended ended September 30, September 30, 2019 2019 Lease costs Operating lease costs $ 6 $ 19 Short-term lease costs 3 4 Finance lease costs, amortization of right-of-use assets 5 15 Finance lease costs, interest on lease liabilities 9 29 Total lease costs $ 23 $ 67 |
Schedule of lease cash flow information | Supplemental cash flow information for our leases was as follows (in millions): Nine months ended September 30, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 14 Operating cash flows from finance lease 29 Financing cash flows from finance lease 24 |
Schedule of future minimum payments on operating leases | Operating Finance leases lease Twelve months ending September 30, 2020 $ 18 $ 71 2021 11 71 2022 12 71 2023 12 71 2024 11 71 Thereafter 132 345 Total future minimum rental payment 196 700 Less amount representing imputed interest (72) (213) Present value of future minimum rental payments 124 487 Less current portion, recorded in other current liabilities (14) (34) Long-term lease liabilities, recorded in other long-term liabilities $ 110 $ 453 |
Schedule of future minimum payments on finance leases | At September 30, 2019, the aggregate future minimum rental payments for our leases were as follows (in millions): Operating Finance leases lease Twelve months ending September 30, 2020 $ 18 $ 71 2021 11 71 2022 12 71 2023 12 71 2024 11 71 Thereafter 132 345 Total future minimum rental payment 196 700 Less amount representing imputed interest (72) (213) Present value of future minimum rental payments 124 487 Less current portion, recorded in other current liabilities (14) (34) Long-term lease liabilities, recorded in other long-term liabilities $ 110 $ 453 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Debt | |
Debt, net of unamortized discounts, premiums and fair value adjustments | Principal amount Carrying amount September 30, December 31, September 30, December 31, 2019 2018 2019 2018 6.50% Senior Notes due November 2020 $ 208 $ 286 $ 209 $ 288 6.375% Senior Notes due December 2021 224 328 224 327 5.52% Senior Secured Notes due May 2022 221 282 219 280 3.80% Senior Notes due October 2022 199 411 198 408 0.50% Exchangeable Bonds due January 2023 863 863 862 862 5.375% Senior Secured Notes due May 2023 525 — 517 — 9.00% Senior Notes due July 2023 753 1,250 738 1,221 5.875% Senior Secured Notes due January 2024 667 750 655 735 7.75% Senior Secured Notes due October 2024 450 480 441 469 6.25% Senior Secured Notes due December 2024 469 500 460 489 6.125% Senior Secured Notes due August 2025 534 600 524 588 7.25% Senior Notes due November 2025 750 750 737 736 7.50% Senior Notes due January 2026 750 750 743 742 6.875% Senior Secured Notes due February 2027 550 — 541 — 7.45% Notes due April 2027 88 88 86 86 8.00% Debentures due April 2027 57 57 57 57 7.00% Notes due June 2028 300 300 306 306 Finance lease contract due August 2029 — 511 — 511 7.50% Notes due April 2031 588 588 585 585 6.80% Senior Notes due March 2038 1,000 1,000 991 991 7.35% Senior Notes due December 2041 300 300 297 297 Total debt 9,496 10,094 9,390 9,978 Less debt due within one year 5.52% Senior Secured Notes due May 2022 87 83 86 81 9.00% Senior Notes due July 2023 3 — 3 — 5.875% Senior Secured Notes due January 2024 83 83 79 79 7.75% Senior Secured Notes due October 2024 60 60 58 58 6.25% Senior Secured Notes due December 2024 62 62 60 60 6.125% Senior Secured Notes due August 2025 66 66 63 63 Finance lease contract due August 2029 — 32 — 32 Total debt due within one year 361 386 349 373 Total long-term debt $ 9,135 $ 9,708 $ 9,041 $ 9,605 |
Scheduled maturities of debt | Total Twelve months ending September 30, 2020 $ 361 2021 602 2022 669 2023 2,582 2024 609 Thereafter 4,673 Total principal amount of debt 9,496 Total debt-related balances, net (106) Total carrying amount of debt $ 9,390 |
Schedule of tender offers | Nine months ended September 30, 2019 6.50% Senior Notes due November 2020 $ 57 6.375% Senior Notes due December 2021 63 3.80% Senior Notes due October 2022 190 9.00% Senior Notes due July 2023 200 Aggregate principal amount retired $ 510 Aggregate cash payment $ 522 Aggregate net loss $ (18) |
Schedule of debt repurchases | Nine months ended September 30, 2019 2018 6.50% Senior Notes due November 2020 $ 21 $ — 6.375% Senior Notes due December 2021 41 — 3.80% Senior Notes due October 2022 22 95 9.00% Senior Notes due July 2023 297 — Aggregate principal amount retired $ 381 $ 95 Aggregate cash payment $ 395 $ 95 Aggregate net loss for the three months ended September 30 $ (12) $ — Aggregate net loss for the nine months ended September 30 $ (21) $ (1) |
Loss Per Share (Tables)
Loss Per Share (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Loss Per Share | |
Loss Per Share | The numerator and denominator used to compute per share loss were as follows (in millions, except per share data): Three months ended September 30, Nine months ended September 30, 2019 2018 2019 2018 Basic Diluted Basic Diluted Basic Diluted Basic Diluted Numerator for loss per share Net loss attributable to controlling interest $ (825) $ (825) $ (409) $ (409) $ (1,204) $ (1,204) $ (1,754) $ (1,754) Denominator for loss per share Weighted-average shares outstanding 612 612 463 463 611 611 454 454 Effect of share-based awards and other equity instruments 1 1 — — 1 1 — — Weighted-average shares for per share calculation 613 613 463 463 612 612 454 454 Loss per share $ (1.35) $ (1.35) $ (0.88) $ (0.88) $ (1.97) $ (1.97) $ (3.86) $ (3.86) |
Financial Instruments (Tables)
Financial Instruments (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Financial Instruments | |
Carrying amounts and fair values of the financial instruments | September 30, 2019 December 31, 2018 Carrying Fair Carrying Fair amount value amount value Cash and cash equivalents $ 1,906 $ 1,906 $ 2,160 $ 2,160 Restricted cash and cash equivalents 551 551 429 429 Restricted investments — — 123 123 Long-term debt, including current maturities 9,390 8,569 9,978 9,212 Derivative instruments, liabilities 3 3 6 6 |
Business (Details)
Business (Details) | Sep. 30, 2019item |
Number of mobile offshore drilling units | 45 |
Ultra-deepwater floaters | |
Number of mobile offshore drilling units | 28 |
Number of mobile offshore drilling units under construction | 2 |
Harsh environment floaters | |
Number of mobile offshore drilling units | 14 |
Midwater floaters | |
Number of mobile offshore drilling units | 3 |
Accounting Standards Updates (D
Accounting Standards Updates (Details) - USD ($) $ in Millions | Jan. 01, 2019 | Sep. 30, 2018 | Sep. 30, 2019 |
Recently issued accounting standards | |||
Lease, Practical Expedients, Package [true false] | true | ||
Finance Lease, Liability | $ 487 | ||
Finance lease current | 34 | ||
Finance lease noncurrent | 453 | ||
Operating lease liability | 124 | ||
Operating leases current | 14 | ||
Operating leases noncurrent | $ 110 | ||
Loss on impairment of goodwill | $ 462 | ||
Loss on impairment of goodwill, tax effect | $ 0 | ||
ASU-Leases | Reclassifications | |||
Recently issued accounting standards | |||
Right-to-use asset, Finance lease | $ 528 | ||
Finance Lease, Liability | 511 | ||
Finance lease current | 32 | ||
Finance lease noncurrent | 479 | ||
Right-to-use asset, Operating lease | 95 | ||
Operating lease liability | 133 | ||
Operating leases current | 15 | ||
Operating leases noncurrent | 118 | ||
ASU-Reclassification of certain tax effects | Reclassifications | |||
Recently issued accounting standards | |||
Effect of adopting accounting standards update | $ 24 |
Business Combinations (Consider
Business Combinations (Consideration and Allocation) (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | Dec. 05, 2018 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Mar. 28, 2018 |
Aggregate consideration | |||||
Acquisition costs | $ 4 | $ 11 | |||
Songa | |||||
Aggregate consideration | |||||
Business combination consideration (per share) | $ 10.99 | ||||
Ocean Rig | |||||
Aggregate consideration | |||||
Newly issued shares (in shares) | 147.7 | ||||
Business combination consideration (per share) | $ 9.32 | ||||
Aggregate fair value of shares issued as partial consideration | $ 1,377 | ||||
Aggregate cash paid as partial consideration | 1,168 | ||||
Total consideration transferred in business combination | 2,545 | ||||
Acquisition price allocation | |||||
Cash and cash equivalents | 152 | ||||
Accounts receivable | 76 | ||||
Property and equipment | 2,205 | ||||
Drilling contract intangible assets | 275 | ||||
Other current assets | 115 | ||||
Accounts payable and other current liabilities | 71 | ||||
Construction contract intangible liabilities | 132 | ||||
Other long-term liabilities | 54 | ||||
Net assets acquired | $ 2,566 | ||||
Bargain purchase gain | $ 11 | ||||
Cumulative gain on bargain purchase | $ 21 |
Unconsolidated Affiliates (Deta
Unconsolidated Affiliates (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | |
Investments | ||||
Investment in unconsolidated affiliate | $ 77 | $ 107 | ||
Transocean Norge | ||||
Investments | ||||
Ownership percentage | 33.00% | 33.00% | ||
Equity method investment | $ 74 | $ 91 | ||
Aggregate carrying amount of investment | $ 163 | 163 | $ 91 | |
Revenue from affiliates | (1) | (3) | ||
Affiliate costs | 3 | 3 | ||
Related party receivable | 35 | 35 | ||
Related party payable | 4 | 4 | ||
Transocean Norge | Reimbursements, Agent Fees and Other Receipts | ||||
Investments | ||||
Related party transaction | (41) | (74) | ||
Transocean Norge | Bareboat Charter Lease | ||||
Investments | ||||
Related party transaction | 2 | 2 | ||
Transocean Norge | Materials and Supplies and Other Equipment | ||||
Investments | ||||
Related party transaction | $ 9 | 9 | ||
January 2020 payment | Transocean Norge | ||||
Investments | ||||
Investment in unconsolidated affiliate | $ 33 |
Revenues (Disaggregation) (Deta
Revenues (Disaggregation) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | |
Revenue | |||||
Performance obligations satisfied in previous periods | $ 54 | $ 10 | $ 147 | ||
Recognized pre-operating costs | $ 4 | 14 | 10 | 36 | |
Unrecognized pre-operating costs | 21 | 21 | $ 2 | ||
Contract drilling revenues | 784 | 816 | 2,296 | 2,270 | |
Ultra-deepwater floaters | |||||
Revenue | |||||
Contract drilling revenues | 493 | 483 | 1,455 | 1,331 | |
Harsh environment floaters | |||||
Revenue | |||||
Contract drilling revenues | 281 | 265 | 790 | 721 | |
Deepwater floaters | |||||
Revenue | |||||
Contract drilling revenues | 36 | 7 | 106 | ||
Midwater floaters | |||||
Revenue | |||||
Contract drilling revenues | 10 | 19 | 44 | 57 | |
High specification jackups | |||||
Revenue | |||||
Contract drilling revenues | 13 | 55 | |||
U.S. | |||||
Revenue | |||||
Contract drilling revenues | 321 | 396 | 944 | 1,162 | |
U.S. | Ultra-deepwater floaters | |||||
Revenue | |||||
Contract drilling revenues | 317 | 396 | 940 | 1,162 | |
U.S. | Harsh environment floaters | |||||
Revenue | |||||
Contract drilling revenues | 4 | 4 | |||
Norway | |||||
Revenue | |||||
Contract drilling revenues | 200 | 174 | 554 | 467 | |
Norway | Harsh environment floaters | |||||
Revenue | |||||
Contract drilling revenues | 200 | 174 | 554 | 467 | |
Brazil | |||||
Revenue | |||||
Contract drilling revenues | 27 | 26 | 87 | 75 | |
Brazil | Ultra-deepwater floaters | |||||
Revenue | |||||
Contract drilling revenues | 27 | 1 | 81 | 1 | |
Brazil | Deepwater floaters | |||||
Revenue | |||||
Contract drilling revenues | 25 | 6 | 74 | ||
Other | |||||
Revenue | |||||
Contract drilling revenues | 236 | 220 | 711 | 566 | |
Other | Ultra-deepwater floaters | |||||
Revenue | |||||
Contract drilling revenues | 149 | 86 | 434 | 168 | |
Other | Harsh environment floaters | |||||
Revenue | |||||
Contract drilling revenues | 77 | 91 | 232 | 254 | |
Other | Deepwater floaters | |||||
Revenue | |||||
Contract drilling revenues | 11 | 1 | 32 | ||
Other | Midwater floaters | |||||
Revenue | |||||
Contract drilling revenues | $ 10 | 19 | $ 44 | 57 | |
Other | High specification jackups | |||||
Revenue | |||||
Contract drilling revenues | $ 13 | $ 55 |
Revenues (Contract liabilities)
Revenues (Contract liabilities) (Details) - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Dec. 31, 2017 |
Contract balances | ||||
Deferred contract revenues, recorded in other current liabilities | $ 108 | $ 87 | ||
Deferred contract revenues, recorded in other long-term liabilities | 397 | 399 | ||
Total contract liabilities | $ 505 | $ 486 | $ 498 | $ 625 |
Revenues (Changes) (Details)
Revenues (Changes) (Details) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Significant changes to contract liabilities | ||
Total contract liabilities, at beginning of period | $ 486 | $ 625 |
Decrease due to recognition of revenues for goods and services | (83) | (192) |
Increase due to goods and services transferred over time | 102 | 65 |
Total contract liabilities, at end of period | $ 505 | $ 498 |
Drilling Fleet (Details)
Drilling Fleet (Details) $ in Millions | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019USD ($)item | Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($) | Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($) | |
Changes in construction work in progress, including capital expenditures and other capital additions, such as capitalized interest | |||||
Total capital expenditures | $ 259 | $ 140 | |||
Construction work in progress impaired | $ (583) | $ (432) | (584) | (1,446) | |
Number of ultra deepwater drillships construction contracts canceled | item | 2 | ||||
Construction in Progress | |||||
Changes in construction work in progress, including capital expenditures and other capital additions, such as capitalized interest | |||||
Construction work in progress, at beginning of period | 632 | 1,392 | |||
Total capital expenditures | 259 | 140 | |||
Changes in accrued capital additions | 32 | (6) | |||
Construction work in progress impaired | (5) | ||||
Construction work in progress acquired in business combination | 26 | ||||
Construction work in progress, at end of period | $ 767 | $ 767 | $ 588 | 767 | 588 |
New builds | |||||
Changes in construction work in progress, including capital expenditures and other capital additions, such as capitalized interest | |||||
Total capital expenditures | 90 | 64 | |||
Property and equipment placed into service | (903) | ||||
Other property and equipment | |||||
Changes in construction work in progress, including capital expenditures and other capital additions, such as capitalized interest | |||||
Total capital expenditures | 169 | 76 | |||
Property and equipment placed into service | $ (151) | $ (61) |
Drilling Fleet (Impairment held
Drilling Fleet (Impairment held for sale) (Details) - Rig sales - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Assets held for sale | ||||
Aggregate loss on impairment of assets held for sale | $ 578 | $ 433 | $ 578 | $ 981 |
Loss associated with impairment, net of tax (per share) | $ 0.96 | $ 0.93 | $ 0.96 | $ 2.15 |
Aggregate loss on impairment of assets held for sale, tax effect | $ 0 | $ 0 | $ 0 | $ 0 |
Drilling Fleet (Disposal) (Deta
Drilling Fleet (Disposal) (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | |
Dispositions | |||||
Net cash proceeds from sale of assets | $ 52 | $ 37 | |||
Gain (loss) on the sale of assets | $ (4) | $ (6) | (7) | ||
Assets held for sale, included in other current assets | $ 15 | 15 | $ 25 | ||
Assets sold, not discontinued operations | Rig sales | |||||
Dispositions | |||||
Net cash proceeds from sale of assets | 47 | 31 | |||
Gain (loss) on the sale of assets | 2 | $ 6 | |||
Gain (loss) on the sale of assets per diluted share | $ 0.02 | ||||
Gain (loss) on disposal of assets, tax effect | 0 | $ 0 | |||
Assets sold, not discontinued operations | Other property and equipment | |||||
Dispositions | |||||
Net cash proceeds from sale of assets | 5 | 6 | |||
Gain (loss) on the sale of assets | $ (9) | $ (6) |
Goodwill (Details)
Goodwill (Details) $ / shares in Units, $ in Millions | 9 Months Ended |
Sep. 30, 2018USD ($)item$ / shares | |
Goodwill | |
Number of impaired ultra-deepwater floaters | item | 3 |
Loss on impairment of goodwill | $ 462 |
Loss on impairment of goodwill per diluted share from continuing operations | $ / shares | $ 1.02 |
Loss on impairment of goodwill, tax effect | $ 0 |
Leases (Operating leases) (Deta
Leases (Operating leases) (Details) | Sep. 30, 2019 |
Leases | |
Weighted average discount rate, operating leases (as a percent) | 6.30% |
Weighted-average remaining lease term, operating leases | 13 years 10 months 24 days |
Leases (Finance lease) (Details
Leases (Finance lease) (Details) | 3 Months Ended | 9 Months Ended |
Sep. 30, 2019USD ($) | Sep. 30, 2019USD ($) | |
Leases | ||
Implicit interest rate (as a percent) | 7.80% | |
Scheduled monthly payments under finance lease obligation | $ 6,000,000 | $ 6,000,000 |
End of lease obligation | 1 | 1 |
Recognized expense associated with amortization of right-of-use asset from finance lease | $ 5,000,000 | $ 15,000,000 |
Leases (Lease costs) (Details)
Leases (Lease costs) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended |
Sep. 30, 2019 | Sep. 30, 2019 | |
Leases | ||
Operating lease costs | $ 6 | $ 19 |
Short-term lease costs | 3 | 4 |
Finance lease costs, amortization of right-of-use assets | 5 | 15 |
Finance lease costs, interest on lease liabilities | 9 | 29 |
Total lease costs | $ 23 | $ 67 |
Leases - (Cash flow) (Details)
Leases - (Cash flow) (Details) $ in Millions | 9 Months Ended |
Sep. 30, 2019USD ($) | |
Leases | |
Operating cash flows from operating leases | $ 14 |
Operating cash flows from finance lease | 29 |
Financing cash flows from finance lease | $ 24 |
Leases (Maturity) (Details)
Leases (Maturity) (Details) $ in Millions | Sep. 30, 2019USD ($) |
Operating lease maturity | |
2020 | $ 18 |
2021 | 11 |
2022 | 12 |
2023 | 12 |
2024 | 11 |
Thereafter | 132 |
Total future minimum rental payment | 196 |
Operating leases amount representing imputed interest | (72) |
Present value of future minimum rental payments under operating leases | 124 |
Operating leases current portion, recorded in other current liabilities | (14) |
Operating leases long-term lease liabilities, recorded in other long-term liabilities | 110 |
Finance lease maturity | |
2020 | 71 |
2021 | 71 |
2022 | 71 |
2023 | 71 |
2024 | 71 |
Thereafter | 345 |
Total future minimum rental payment | 700 |
Less amount representing imputed interest | (213) |
Present value of future minimum rental payments under finance leases | 487 |
Finance lease current portion, recorded in other current liabilities | (34) |
Finance lease long-term lease liabilities, recorded in other long-term liabilities | $ 453 |
Debt (Details)
Debt (Details) - USD ($) $ in Millions | Sep. 30, 2019 | May 24, 2019 | Feb. 01, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jul. 20, 2018 | Jul. 13, 2018 | Jun. 30, 2018 |
Principal amount | ||||||||
Total principal amount of debt | $ 9,496 | $ 10,094 | ||||||
Debt due within one year | 361 | 386 | ||||||
Long-term debt | 9,135 | 9,708 | ||||||
Carrying amount | ||||||||
Total debt | 9,390 | 9,978 | ||||||
Debt due within one year | 349 | 373 | ||||||
Long-term debt | 9,041 | 9,605 | ||||||
6.50% Senior Notes due November 2020 | ||||||||
Principal amount | ||||||||
Total principal amount of debt | 208 | 286 | ||||||
Carrying amount | ||||||||
Total debt | $ 209 | 288 | ||||||
Debt instrument interest rate stated percentage | 6.50% | |||||||
6.375% Senior Notes due December 2021 | ||||||||
Principal amount | ||||||||
Total principal amount of debt | $ 224 | 328 | ||||||
Carrying amount | ||||||||
Total debt | $ 224 | 327 | ||||||
Debt instrument interest rate stated percentage | 6.375% | |||||||
5.52% Senior Notes due May 2022 | ||||||||
Principal amount | ||||||||
Total principal amount of debt | $ 221 | 282 | ||||||
Debt due within one year | 87 | 83 | ||||||
Carrying amount | ||||||||
Total debt | 219 | 280 | ||||||
Debt due within one year | $ 86 | 81 | ||||||
Debt instrument interest rate stated percentage | 5.52% | |||||||
3.80% Senior Notes due October 2022 | ||||||||
Principal amount | ||||||||
Total principal amount of debt | $ 199 | 411 | ||||||
Carrying amount | ||||||||
Total debt | $ 198 | 408 | ||||||
Debt instrument interest rate stated percentage | 3.80% | |||||||
0.50% Exchangeable Bonds due January 2023 | ||||||||
Principal amount | ||||||||
Total principal amount of debt | $ 863 | 863 | $ 863 | |||||
Carrying amount | ||||||||
Total debt | $ 862 | 862 | ||||||
Debt instrument interest rate stated percentage | 0.50% | 0.50% | ||||||
5.375% Senior Secured Notes due May 2023 | ||||||||
Principal amount | ||||||||
Total principal amount of debt | $ 525 | |||||||
Carrying amount | ||||||||
Total debt | $ 517 | |||||||
Debt instrument interest rate stated percentage | 5.375% | 5.375% | ||||||
9.00% Senior Notes due July 2023 | ||||||||
Principal amount | ||||||||
Total principal amount of debt | $ 753 | 1,250 | ||||||
Debt due within one year | 3 | |||||||
Carrying amount | ||||||||
Total debt | 738 | 1,221 | ||||||
Debt due within one year | $ 3 | |||||||
Debt instrument interest rate stated percentage | 9.00% | 9.00% | ||||||
5.875% Senior Secured Notes due January 2024 | ||||||||
Principal amount | ||||||||
Total principal amount of debt | $ 667 | 750 | ||||||
Debt due within one year | 83 | 83 | ||||||
Carrying amount | ||||||||
Total debt | 655 | 735 | ||||||
Debt due within one year | $ 79 | 79 | ||||||
Debt instrument interest rate stated percentage | 5.875% | 5.875% | ||||||
7.75% Senior Secured Notes due October 2024 | ||||||||
Principal amount | ||||||||
Total principal amount of debt | $ 450 | 480 | ||||||
Debt due within one year | 60 | 60 | ||||||
Carrying amount | ||||||||
Total debt | 441 | 469 | ||||||
Debt due within one year | $ 58 | 58 | ||||||
Debt instrument interest rate stated percentage | 7.75% | |||||||
6.25% Senior Notes due December 2024 | ||||||||
Principal amount | ||||||||
Total principal amount of debt | $ 469 | 500 | ||||||
Debt due within one year | 62 | 62 | ||||||
Carrying amount | ||||||||
Total debt | 460 | 489 | ||||||
Debt due within one year | $ 60 | 60 | ||||||
Debt instrument interest rate stated percentage | 6.25% | |||||||
6.125% Senior Secured Notes due August 2025 | ||||||||
Principal amount | ||||||||
Total principal amount of debt | $ 534 | 600 | ||||||
Debt due within one year | 66 | 66 | ||||||
Carrying amount | ||||||||
Total debt | 524 | 588 | ||||||
Debt due within one year | $ 63 | 63 | ||||||
Debt instrument interest rate stated percentage | 6.125% | 6.125% | ||||||
7.25% Senior Notes due November 2025 | ||||||||
Principal amount | ||||||||
Total principal amount of debt | $ 750 | 750 | ||||||
Carrying amount | ||||||||
Total debt | $ 737 | 736 | ||||||
Debt instrument interest rate stated percentage | 7.25% | |||||||
7.50% Senior Notes due January 2026 | ||||||||
Principal amount | ||||||||
Total principal amount of debt | $ 750 | 750 | ||||||
Carrying amount | ||||||||
Total debt | $ 743 | 742 | ||||||
Debt instrument interest rate stated percentage | 7.50% | |||||||
6.875% Senior Secured Notes due February 2027 | ||||||||
Principal amount | ||||||||
Total principal amount of debt | $ 550 | |||||||
Carrying amount | ||||||||
Total debt | $ 541 | |||||||
Debt instrument interest rate stated percentage | 6.875% | 6.875% | ||||||
7.45% Notes due April 2027 | ||||||||
Principal amount | ||||||||
Total principal amount of debt | $ 88 | 88 | ||||||
Carrying amount | ||||||||
Total debt | $ 86 | 86 | ||||||
Debt instrument interest rate stated percentage | 7.45% | |||||||
8.00% Debentures due April 2027 | ||||||||
Principal amount | ||||||||
Total principal amount of debt | $ 57 | 57 | ||||||
Carrying amount | ||||||||
Total debt | $ 57 | 57 | ||||||
Debt instrument interest rate stated percentage | 8.00% | |||||||
7.00% Notes due June 2028 | ||||||||
Principal amount | ||||||||
Total principal amount of debt | $ 300 | 300 | ||||||
Carrying amount | ||||||||
Total debt | $ 306 | 306 | ||||||
Debt instrument interest rate stated percentage | 7.00% | |||||||
Finance lease contract due August 2029 | ||||||||
Principal amount | ||||||||
Total principal amount of debt | 511 | |||||||
Debt due within one year | 32 | |||||||
Carrying amount | ||||||||
Total debt | 511 | |||||||
Debt due within one year | 32 | |||||||
7.50% Notes due April 2031 | ||||||||
Principal amount | ||||||||
Total principal amount of debt | $ 588 | 588 | ||||||
Carrying amount | ||||||||
Total debt | $ 585 | 585 | ||||||
Debt instrument interest rate stated percentage | 7.50% | |||||||
6.80% Senior Notes due March 2038 | ||||||||
Principal amount | ||||||||
Total principal amount of debt | $ 1,000 | 1,000 | ||||||
Carrying amount | ||||||||
Total debt | $ 991 | 991 | ||||||
Debt instrument interest rate stated percentage | 6.80% | |||||||
7.35% Senior Notes due December 2041 | ||||||||
Principal amount | ||||||||
Total principal amount of debt | $ 300 | 300 | ||||||
Carrying amount | ||||||||
Total debt | $ 297 | $ 297 | ||||||
Debt instrument interest rate stated percentage | 7.35% |
Debt (Maturities) (Details)
Debt (Maturities) (Details) - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 |
Scheduled maturities of debt | ||
2020 | $ 361 | |
2021 | 602 | |
2022 | 669 | |
2023 | 2,582 | |
2024 | 609 | |
Thereafter | 4,673 | |
Total principal amount of debt | 9,496 | $ 10,094 |
Total debt-related balances, net | (106) | |
Total carrying amount of debt | $ 9,390 |
Debt (Issued) (Details)
Debt (Issued) (Details) $ / shares in Units, $ in Millions | May 24, 2019USD ($) | Feb. 01, 2019USD ($) | Jul. 20, 2018USD ($) | Jul. 13, 2018USD ($) | Jun. 30, 2018USD ($) | Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($)$ / shares | May 31, 2019USD ($) | Dec. 31, 2018USD ($) |
Debt | |||||||||
Proceeds from issuance of debt | $ 1,056 | $ 1,319 | |||||||
Aggregate principal amount outstanding | 9,496 | $ 10,094 | |||||||
Restricted cash and cash equivalents | $ 551 | 429 | |||||||
Equity component of convertible debt instruments | $ 172 | ||||||||
6.375% Senior Notes due December 2021 | |||||||||
Debt | |||||||||
Debt instrument interest rate stated percentage | 6.375% | ||||||||
Interest rate, as adjusted (as a percent) | 8.375% | ||||||||
Aggregate principal amount outstanding | $ 224 | 328 | |||||||
3.80% Senior Notes due October 2022 | |||||||||
Debt | |||||||||
Debt instrument interest rate stated percentage | 3.80% | ||||||||
Interest rate, as adjusted (as a percent) | 5.80% | ||||||||
Aggregate principal amount outstanding | $ 199 | 411 | |||||||
7.35% Senior Notes due December 2041 | |||||||||
Debt | |||||||||
Debt instrument interest rate stated percentage | 7.35% | ||||||||
Interest rate, as adjusted (as a percent) | 9.35% | ||||||||
Aggregate principal amount outstanding | $ 300 | 300 | |||||||
Five-Year Revolving Credit Facility | |||||||||
Debt | |||||||||
Borrowing capacity, maximum | $ 1,000 | $ 1,300 | |||||||
Aggregate minimum principal amount impacting maturity | $ 300 | ||||||||
Aggregate carrying amount assets pledged | $ 4,100 | ||||||||
Commitment fee percentage at period end | 0.625% | ||||||||
Credit facility amount outstanding | $ 0 | ||||||||
Letters of credit issued and outstanding | 15 | ||||||||
Credit facility available borrowing capacity | $ 1,300 | ||||||||
Five-Year Revolving Credit Facility | Minimum | |||||||||
Debt | |||||||||
Commitment fee percentage at period end | 0.375% | ||||||||
Five-Year Revolving Credit Facility | Maximum | |||||||||
Debt | |||||||||
Commitment fee percentage at period end | 1.00% | ||||||||
Five-Year Revolving Credit Facility | Adjusted LIBOR | |||||||||
Debt | |||||||||
Spread on variable rate basis (as a percent) | 2.875% | ||||||||
Percentage reduction to the calculated variable rate | 1.00% | ||||||||
Five-Year Revolving Credit Facility | Adjusted LIBOR | Minimum | |||||||||
Debt | |||||||||
Spread on variable rate basis (as a percent) | 2.625% | ||||||||
Five-Year Revolving Credit Facility | Adjusted LIBOR | Maximum | |||||||||
Debt | |||||||||
Spread on variable rate basis (as a percent) | 3.375% | ||||||||
9.00% Senior Notes due July 2023 | |||||||||
Debt | |||||||||
Debt instrument interest rate stated percentage | 9.00% | 9.00% | |||||||
Aggregate principal amount outstanding | $ 753 | 1,250 | |||||||
6.875% Senior Secured Notes due February 2027 | |||||||||
Debt | |||||||||
Debt instrument interest rate stated percentage | 6.875% | 6.875% | |||||||
Debt instrument face value | $ 550 | ||||||||
Proceeds from issuance of debt | $ 539 | ||||||||
Redemption price of debt instrument (as a percent) | 100.00% | ||||||||
Percentage of principal amount that the holder of the note may require the entity to repurchase upon the occurrence of certain events | 100 | ||||||||
Maximum Collateral Ratio | 5.75 | ||||||||
Aggregate principal amount outstanding | $ 550 | ||||||||
Restricted cash and cash equivalents | $ 19 | ||||||||
5.375% Senior Secured Notes due May 2023 | |||||||||
Debt | |||||||||
Debt instrument interest rate stated percentage | 5.375% | 5.375% | |||||||
Debt instrument face value | $ 525 | ||||||||
Proceeds from issuance of debt | $ 517 | ||||||||
Redemption price of debt instrument (as a percent) | 100.00% | ||||||||
Percentage of principal amount that the holder of the note may require the entity to repurchase upon the occurrence of certain events | 100 | ||||||||
Maximum Collateral Ratio | 4.50 | ||||||||
Aggregate principal amount outstanding | $ 525 | ||||||||
Restricted cash and cash equivalents | $ 14 | ||||||||
5.875% Senior Secured Notes due January 2024 | |||||||||
Debt | |||||||||
Debt instrument interest rate stated percentage | 5.875% | 5.875% | |||||||
Debt instrument face value | $ 750 | ||||||||
Proceeds from issuance of debt | 733 | ||||||||
Aggregate principal amount outstanding | $ 667 | 750 | |||||||
Restricted cash and cash equivalents | $ 63 | ||||||||
6.125% Senior Secured Notes due August 2025 | |||||||||
Debt | |||||||||
Debt instrument interest rate stated percentage | 6.125% | 6.125% | |||||||
Debt instrument face value | $ 600 | ||||||||
Proceeds from issuance of debt | 586 | ||||||||
Aggregate principal amount outstanding | $ 534 | 600 | |||||||
Restricted cash and cash equivalents | $ 51 | ||||||||
0.50% Exchangeable Bonds due January 2023 | |||||||||
Debt | |||||||||
Debt instrument interest rate stated percentage | 0.50% | 0.50% | |||||||
Aggregate principal amount outstanding | $ 863 | $ 863 | $ 863 | ||||||
Debt conversion ratio | 0.09729756 | ||||||||
Debt conversion (in dollars per share) | $ / shares | $ 10.28 | ||||||||
Fair value of debt | $ 1,000 | ||||||||
Equity component of convertible debt instruments | $ 172 |
Debt (Settled) (Details)
Debt (Settled) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Debt | ||||
Aggregate cash payment | $ 522 | |||
Aggregate net loss | $ (12) | $ (1) | (39) | $ (3) |
6.50% Senior Notes due November 2020 | ||||
Debt | ||||
Aggregate debt repurchase | 57 | 57 | ||
Aggregate principal amount repaid | 21 | |||
6.375% Senior Notes due December 2021 | ||||
Debt | ||||
Aggregate debt repurchase | 63 | 63 | ||
Aggregate principal amount repaid | 41 | |||
3.80% Senior Notes due October 2022 | ||||
Debt | ||||
Aggregate debt repurchase | 190 | 190 | ||
Aggregate principal amount repaid | 22 | 95 | ||
9.00% Senior Notes due July 2023 | ||||
Debt | ||||
Aggregate debt repurchase | 200 | 200 | ||
Aggregate principal amount repaid | 297 | |||
Tendered Notes | ||||
Debt | ||||
Aggregate debt repurchase | $ 510 | 510 | ||
Aggregate net loss | (18) | |||
Debt Repurchases | ||||
Debt | ||||
Aggregate principal amount repaid | 381 | 95 | ||
Aggregate cash payment | 395 | 95 | ||
Aggregate net loss | $ (21) | (1) | ||
Songa | ||||
Debt | ||||
Aggregate cash payment | $ 1,590 | $ 1,650 |
Derivative Instruments (Details
Derivative Instruments (Details) - Undesignated derivative instruments kr in Millions, $ in Millions | 9 Months Ended | |||
Sep. 30, 2018USD ($) | Sep. 30, 2019USD ($) | Sep. 30, 2019NOK (kr) | Dec. 31, 2018USD ($) | |
Forward exchange contracts | ||||
Derivatives | ||||
Exchange rate (as a percent) | 8.74 | 8.74 | ||
Derivative instruments, liabilities | $ 3 | $ 6 | ||
Forward exchange contracts | Pay | ||||
Derivatives | ||||
Aggregate notional amount | $ 93 | |||
Forward exchange contracts | Receive | ||||
Derivatives | ||||
Aggregate notional amount | kr | kr 810 | |||
Currency swaps | ||||
Derivatives | ||||
Cash payment for termination of derivatives | $ 92 | |||
Loss associated with derivative sale | $ (11) |
Income Taxes (Provision) (Detai
Income Taxes (Provision) (Details) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Income Taxes | ||
Effective tax rate | (7.40%) | (7.20%) |
Various discrete tax items expense (benefit) | $ (40) | $ 91 |
Annual effective tax rate excluding discrete items (as a percent) | (24.70%) | (15.60%) |
Reductions due to settlements | $ 112 | |
Additions for current year tax positions | $ 94 |
Income Taxes (Tax Returns) (Det
Income Taxes (Tax Returns) (Details) - 9 months ended Sep. 30, 2019 R$ in Millions, $ in Millions | BRL (R$) | USD ($) |
Brazil | ||
Income Tax Examination | ||
Net adjustments of additional taxes, including interest and penalties | R$ 672 | $ 162 |
Loss Per Share (Details)
Loss Per Share (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Numerator for loss per share, basic | ||||
Net loss attributable to controlling interest | $ (825) | $ (409) | $ (1,204) | $ (1,754) |
Denominator for loss per share, basic | ||||
Weighted-average shares outstanding | 612 | 463 | 611 | 454 |
Effect of share-based awards and other equity instruments | 1 | 1 | ||
Weighted-average shares for per share calculation, basic | 613 | 463 | 612 | 454 |
Loss per share, basic (in dollars per share) | $ (1.35) | $ (0.88) | $ (1.97) | $ (3.86) |
Numerator for loss per share, diluted | ||||
Net loss attributable to controlling interest | $ (825) | $ (409) | $ (1,204) | $ (1,754) |
Denominator for loss per share, diluted | ||||
Weighted-average shares outstanding | 612 | 463 | 611 | 454 |
Effect of share-based awards and other equity instruments | 1 | 1 | ||
Weighted-average shares for per share calculation, diluted | 613 | 463 | 612 | 454 |
Loss per share, diluted (in dollars per share) | $ (1.35) | $ (0.88) | $ (1.97) | $ (3.86) |
Share-based awards | ||||
Anti-dilutive securities | ||||
Securities excluded from earnings per share calculation (in shares) | 12.2 | 10.7 | 12.2 | 10.7 |
0.50% Exchangeable Bonds due January 2023 | ||||
Anti-dilutive securities | ||||
Securities excluded from earnings per share calculation (in shares) | 84 | 84 | 84 | 74.9 |
Contingencies (Details)
Contingencies (Details) $ in Millions | Feb. 15, 2017USD ($)item | Aug. 31, 2019USD ($) | Nov. 30, 2018USD ($) | Oct. 31, 2007subsidiary | Sep. 30, 2019USD ($)lawsuitplaintiffsubsidiary | Dec. 31, 2018USD ($) |
Macondo well incident | ||||||
Contingencies | ||||||
Amount of fines, recoveries and civil penalties | $ 124 | $ 158 | ||||
PSC Settlement Agreement | ||||||
Contingencies | ||||||
Settlement Agreement | $ 212 | |||||
Number of classes of plaintiffs | item | 2 | |||||
Payment of contingency accrual | $ 33 | $ 58 | ||||
Cash payment into an escrow account pending approval by MDL Court | $ 124 | $ 156 | ||||
Asbestos litigation | ||||||
Contingencies | ||||||
Number of subsidiaries | subsidiary | 1 | |||||
Number of claims | lawsuit | 192 | |||||
Asbestos litigation | LA | ||||||
Contingencies | ||||||
Number of claims | plaintiff | 9 | |||||
Nigerian Cabotage Act litigation | ||||||
Contingencies | ||||||
Number of subsidiaries | subsidiary | 3 | |||||
Percentage of surcharge on the value of contracts performed in Nigeria pursuant to the Coastal and Inland Shipping (Cabotage) Act 2003 (the Cabotage Act) | 2.00% |
Equity (Details)
Equity (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | Mar. 28, 2018 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Jan. 30, 2018 |
Variable Interest Entity | |||||
Recognition of noncontrolling interest in business combination | $ 33 | ||||
Payment to acquire interest | $ 77 | 107 | |||
Acquisition of noncontrolling interest in compulsory acquisition | $ 1 | 31 | |||
Songa | |||||
Variable Interest Entity | |||||
Ownership interest (as a percent) | 97.70% | ||||
Issuance of shares in acquisition transactions (in shares) | 66.9 | ||||
Business combination consideration (per share) | $ 10.99 | ||||
Recognition of noncontrolling interest in business combination | $ 33 | ||||
Cash payment to acquire noncontrolling interest | 8 | ||||
Acquisition of noncontrolling interest in compulsory acquisition | 30 | ||||
Songa | 0.50% Exchangeable Bonds due January 2023 | |||||
Variable Interest Entity | |||||
Convertible debt | $ 854 | ||||
Noncontrolling interest | |||||
Variable Interest Entity | |||||
Recognition of noncontrolling interest in business combination | 33 | ||||
Acquisition of noncontrolling interest in compulsory acquisition | $ 1 | $ 31 | |||
Noncontrolling interest | Songa | |||||
Variable Interest Entity | |||||
Issuance of shares in acquisition transactions (in shares) | 1.1 | ||||
Business combination consideration (per share) | $ 9.76 | ||||
Noncontrolling interest | Songa | 0.50% Exchangeable Bonds due January 2023 | |||||
Variable Interest Entity | |||||
Convertible debt | $ 9 | ||||
Noncontrolling interest | Songa | Songa | |||||
Variable Interest Entity | |||||
Ownership interest held by minority interest (as a percent) | 2.30% |
Financial Instruments (Details)
Financial Instruments (Details) - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 |
Financial instruments | ||
Restricted cash and cash equivalents | $ 551 | $ 429 |
Long-term debt, including current maturities | 9,390 | 9,978 |
Carrying amount | ||
Financial instruments | ||
Cash and cash equivalents | 1,906 | 2,160 |
Restricted cash and cash equivalents | 551 | 429 |
Restricted investments | 123 | |
Long-term debt, including current maturities | 9,390 | 9,978 |
Derivative instruments, liabilities | 3 | 6 |
Fair value | ||
Financial instruments | ||
Cash and cash equivalents | 1,906 | 2,160 |
Restricted cash and cash equivalents | 551 | 429 |
Restricted investments | 123 | |
Long-term debt, including current maturities | 8,569 | 9,212 |
Derivative instruments, liabilities | $ 3 | 6 |
Other current assets | ||
Financial instruments | ||
Restricted cash and cash equivalents | 428 | |
Other assets | ||
Financial instruments | ||
Restricted cash and cash equivalents | $ 1 |
Subsequent Events (Details)
Subsequent Events (Details) $ in Millions | 1 Months Ended | 3 Months Ended |
Sep. 30, 2019item | Dec. 31, 2019USD ($) | |
Subsequent events | ||
Number of ultra deepwater drillships construction contracts canceled | item | 2 | |
Subsequent Event | ||
Subsequent events | ||
Tax Cuts and Jobs Act benefit | $ 90 | |
Construction contract intangible liability | $ 132 |