Press Release: Transocean Ltd. Reports Fourth Quarter and Full Year 2025 Results

Dow Jones
Feb 20

STEINHAUSEN, Switzerland, Feb. 19, 2026 (GLOBE NEWSWIRE) -- Transocean Ltd. (NYSE: RIG) today reported financial results for the fourth quarter and full year of 2025. The Company will hold a conference call and webcast at 9 a.m. EST, 3 p.m. CET, on Friday, February 20, 2026, to discuss the results, with participation details included in this release. In addition, supplemental slides have been posted to the Investors section of the Company's website at www.deepwater.com.

2025 KEY POINTS

   -- Operating revenues were $3.965 billion, up 13% from $3.524 billion in 
      2024. 
 
   -- Revenue efficiency(1) was 96.5%, up from 94.5%. 
 
   -- Net loss attributable to controlling interest was $2.915 billion, 
      $3.04 per diluted share. 
 
   -- Adjusted EBITDA of $1.37 billion, up from $1.148 billion or 19%. 
 
   -- Cash flows from operations were $749 million, up $302 million or 68%. 
 
   -- Free cash flow was $626 million, up $433 million from $193 million. 
 
   -- Total principal amount of debt reduced to $5.686 billion, down 
      $1.258 billion or 18%. 
 
   -- Total liquidity of $1.507 billion, including undrawn revolving credit 
      facility. 
 
   -- Added $839 million in contract backlog(2) at a weighted average dayrate 
      of $453,000. 

"During 2025, we took significant strides to strengthen our capital structure, sustainably lowering costs, and ensuring we continue to deliver best in class service to our customers around the world," said President and Chief Executive Officer, Keelan Adamson. "At just shy of 98%, we delivered our best uptime performance on record while making significant progress in strengthening our balance sheet by retiring approximately $1.3 billion in debt principal and saving nearly $90 million in annualized interest expense.

"In 2026, Transocean achieves its 100th year as a company. As we proudly celebrate this centennial milestone, our primary objective will be to exceed our customers' expectations by delivering safe, efficient, and reliable operations, thereby creating value for our shareholders.

"We believe that our recently announced definitive agreement to combine with Valaris is entirely consistent with these objectives. Customers and investors alike will benefit from the expanded fleet of best-in-class, high-specification rigs and strong pro forma cash flow which improves our financial flexibility, enables accelerated debt reduction, and continued investment in our people, assets, and technologies to enhance the delivery of our services."

FULL YEAR 2025 FINANCIAL SUMMARY

 
                       Years ended December 31,         sequential 
                  ---------------------------------- 
                          2025              2024          change 
                  --------------------  ------------  -------------- 
(In millions, 
except per share 
amounts and 
percentages) 
Contract 
 drilling 
 revenues          $     3,965          $ 3,524        $      441 
Revenue 
 efficiency               96.5       %     94.5    % 
Operating and 
 maintenance 
 expense           $     2,406          $ 2,199        $     (207) 
Net loss 
 attributable to 
 controlling 
 interest          $    (2,915)         $  (512)       $   (2,403) 
Basic loss per 
 share             $     (3.04)         $ (0.60)       $    (2.44) 
Diluted loss per 
 share             $     (3.04)         $ (0.76)       $    (2.28) 
 
Adjusted EBITDA    $     1,370          $ 1,148        $      222 
Adjusted EBITDA 
 margin                   34.6       %     32.5    % 
Adjusted net 
 income (loss)     $        37          $   (54)       $       91 
Adjusted diluted 
 earnings (loss) 
 per share         $      0.04          $ (0.26)       $     0.30 
 

Net loss attributable to controlling interest was $2.915 billion, $3.04 per diluted share.

Full year results included $2.952 billion, $3.08 per diluted share, net unfavorable items as follows:

   -- $3.036 billion, $3.16 per diluted share, loss on impairment of assets, 
      net of tax; and 
 
   -- $99 million, $0.10 per diluted share, loss on conversion of debt to 
      equity. 

These are partially offset by:

   -- $179 million, $0.18 per diluted share, discrete tax items; and 
 
   -- $4 million of other favorable items, net. 

Excluding these net unfavorable items, Adjusted Net Income was $37 million, $0.04 per diluted share.

Total shares outstanding were 1.1 billion at December 31, 2025.

4Q25 FINANCIAL SUMMARY

 
                                                         Three months 
                   Three months ended                        ended 
                -------------------------                ------------- 
                 December     September 
                    31,          30,        sequential   December 31,      year-over-year 
                   2025          2025         change         2024              change 
                -----------  ------------  ------------  -------------  -------------------- 
(In millions, 
except per 
share amounts 
and 
percentages) 
Contract 
 drilling 
 revenues       $1,043       $ 1,028         $      15   $  952           $      91 
Revenue 
 efficiency       96.2%         97.5    %                  93.5      % 
Operating and 
 maintenance 
 expense        $  605       $   584         $     (21)  $  579           $     (26) 
Net income 
 (loss) 
 attributable 
 to 
 controlling 
 interest       $   25       $(1,923)        $   1,948   $    7           $      18 
Basic earnings 
 (loss) per 
 share          $ 0.02       $ (2.00)        $    2.02   $ 0.01           $    0.01 
Diluted 
 earnings 
 (loss) per 
 share          $ 0.02       $ (2.00)        $    2.02   $(0.11)          $    0.13 
 
Adjusted 
 EBITDA         $  385       $   397         $     (12)  $  323           $      62 
Adjusted 
 EBITDA 
 margin           36.8%         38.7    %                  33.9      % 
Adjusted net 
 income         $   21       $    62         $     (41)  $   27           $      (6) 
Adjusted 
 diluted 
 earnings 
 (loss) per 
 share          $ 0.02       $  0.06         $   (0.04)  $(0.09)          $    0.11 
 
   -- Net income attributable to controlling interest of $25 million, $0.02 per 
      diluted share. 
 
   -- Cash provided by operating activities was $349 million, up 42% compared 
      to prior quarter and was primarily related to working capital 
      improvements. 
 
   -- Contract drilling revenues were $1.043 billion, up 1.5% compared to prior 
      quarter, primarily related to improved rig utilization, partially offset 
      by slightly lower revenue efficiency across the fleet. 
 
   -- Operating and maintenance expense was $605 million, up 3.6% compared to 
      prior quarter, primarily related to four rigs undergoing recertifications 
      or shipyard maintenance, partially offset by lower costs on rigs sold or 
      classified as held for sale. 
 
   -- Interest expense was $132 million, excluding the effect of the bifurcated 
      exchange feature of the 4.625% exchangeable bonds due 2029, down 6% 
      compared to prior quarter, primarily due to our debt reduction efforts 
      achieved in the fourth quarter. 
 
   -- Capital expenditures were $28 million. 
 
   -- The Effective Tax Rate(3) was 68.8%, up from (1.4)% in the prior quarter. 
      The increase was primarily due to losses on rig impairments in the prior 
      quarter. Excluding discrete items, the Effective Tax Rate was 72.3% 
      compared to 34.8% in the previous quarter. Cash taxes paid in the period 
      were $18 million. 

FLEET STATUS REPORT AND CONTRACT BACKLOG

   -- We published our Fleet Status Report today.   Since the October 2025 
      report, we added 10 new fixtures with an aggregate incremental backlog of 
      approximately $610 million and a weighted average dayrate of $417,000 per 
      day. 
 
   -- As of February 19, 2026, the total backlog is approximately $6.1 billion. 

2026 FIRST QUARTER AND FULL YEAR OUTLOOK

The following table includes guidance on key items for the first quarter and full year of 2026:

 
                                     1Q26E            FY26E 
                                 --------------   -------------- 
(In millions, except 
percentages) 
Contract drilling revenues      $1,020 -- 1,050  $3,800 -- 3,950 
Revenue efficiency, fleet wide 
 (1)                                 96.50%           96.50% 
 
Selected costs and expenses 
  Operating and maintenance 
   expense                      $  605 -- 625    $2,250 -- 2,375 
  General and administrative    $   40 -- 50     $  170 -- 180 
  Interest expense              $     125        $     480 
  Interest income               $ (5) -- (10)    $ (30) -- (35) 
 
  Capital expenditures          $   35 -- 45     $     130 
  Cash taxes                    $      15        $   85 -- 90 
  Total liquidity                 not provided   $1,600 -- 1,700 
 
 

CONFERENCE CALL INFORMATION

Transocean plans to host a conference call at 9 a.m. EST, 3 p.m. CET, on Friday, February 20, 2026, to discuss the results. To participate, dial +1 785-424-1619 approximately 15 minutes prior to the scheduled start time and refer to conference code 788952.

The call will be webcast in a listen-only mode at: www.deepwater.com, by selecting Investors, News, and Webcasts. Supplemental materials that may be referenced during the call will be available at: www.deepwater.com, by selecting Investors, Financial Reports.

A replay of the call will be available after 12 p.m. EST, 6 p.m. CET, on Friday, February 20, 2026. The replay, which will be archived for approximately 30 days, can be accessed at +1 402-220-6068, passcode 788952. The replay will also be available on the Company's website.

NON-GAAP FINANCIAL MEASURES

We present our operating results in accordance with accounting principles generally accepted in the U.S. ("U.S. GAAP"). We believe certain financial measures, such as EBITDA, Adjusted EBITDA, Adjusted Net Income and Free Cash Flow, which are non-GAAP measures, provide users of our financial statements with supplemental information that may be useful in evaluating our operating performance. We believe that such non-GAAP measures, when read in conjunction with our operating results presented under U.S. GAAP, can be used to better assess our performance from period to period and relative to performance of other companies in our industry, without regard to financing methods, historical cost basis or capital structure. Such non-GAAP measures should be considered as a supplement to, and not as a substitute for, financial measures prepared in accordance with U.S. GAAP.

All non-GAAP measure reconciliations to the most comparative U.S. GAAP measures are displayed in quantitative schedules on the company's website at: www.deepwater.com.

ABOUT TRANSOCEAN

Transocean is a leading international provider of offshore contract drilling services for oil and gas wells. The company specializes in technically demanding sectors of the global offshore drilling business with a particular focus on ultra-deepwater and harsh environment drilling services and operates the highest specification floating offshore drilling fleet in the world.

Transocean owns or has partial ownership interests in and operates a fleet of 27 mobile offshore drilling units, consisting of 20 ultra-deepwater drillships and seven harsh environment semisubmersibles.

For more information about Transocean, please visit: www.deepwater.com.

FORWARD-LOOKING STATEMENTS

The statements described herein or in the Fleet Status Report that are not historical facts are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements could contain words such as "possible," "intend," "will," "if," "expect, " "estimate," "may," "approximate," "could," "plan," or other similar expressions. Forward-looking statements in the Fleet Status Report include, but are not limited to, statements involving estimated duration of customer contracts, contract dayrate amounts, future contract commencement dates and locations, planned shipyard projects and other out-of-service time, sales of drilling units, and the cost and timing of mobilizations and reactivations. Forward-looking statements are based on management's current expectations and assumptions, and are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. As a result, actual results could differ materially from those indicated in these forward-looking statements. Factors that could cause actual results to differ materially include, but are not limited to, the level of activity in offshore oil and gas exploration and development, exploration success by producers, operating hazards and delays, risks associated with international operations, actions by customers and other third parties, the fluctuation of current and future prices of oil and gas, the global and regional supply and demand for oil and gas, the intention to scrap certain drilling rigs, the effects of the spread of and mitigation efforts by governments, businesses and individuals related to contagious illnesses, and other factors, including our expectations regarding the timing, completion and anticipated benefits of the proposed business combination with Valaris Limited, an exempted company limited by shares incorporated under the laws of Bermuda, and those and other risks discussed in the Company's most recent Annual Report on Form 10-K for the year ended December 31, 2024, and in the Company's other filings with the SEC, which are available free of charge on the SEC's website at: www.sec.gov. Should one or more of these risks or uncertainties materialize, or the other consequences of such a development worsen, or should underlying assumptions prove incorrect, actual results may vary materially from those indicated or expressed or implied by such forward-looking statements. All subsequent written and oral forward-looking statements attributable to the company or to persons acting on our behalf are expressly qualified in their entirety by reference to these risks and uncertainties. You should not place undue reliance on forward-looking statements, each of which speaks only as of the date of the particular statement. We expressly disclaim any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements to reflect any change in our expectations or beliefs with regard to the statement or any change in events, conditions or circumstances on which any forward-looking statement is based, except as required by law.

This press release, or referenced documents, do not constitute an offer to sell, or a solicitation of an offer to buy, any securities, and do not constitute an offering prospectus within the meaning of the Swiss Financial Services Act ("FinSA") or advertising within the meaning of the FinSA. Investors must rely on their own evaluation of Transocean and its securities, including the merits and risks involved. Nothing contained herein is, or shall be relied on as, a promise or representation as to the future performance of Transocean.

NOTES

   1. Revenue efficiency is defined as actual operating revenues, excluding 
      revenues for contract terminations and reimbursements, for the 
      measurement period divided by the maximum revenue calculated for the 
      measurement period, expressed as a percentage. Maximum revenue is defined 
      as the greatest amount of contract drilling revenues the drilling unit 
      could earn for the measurement period, excluding revenues for incentive 
      provisions, reimbursements and contract terminations. See the 
      accompanying schedule entitled "Revenue Efficiency." 
 
   2. Contract backlog is defined as the maximum contractual operating dayrate 
      multiplied by the number of days remaining in the firm contract period, 
      including certain performance-based provisions for which achievement is 
      probable, excluding provisions for mobilization, demobilization, contract 
      preparation, other incentive provisions or reimbursement revenues, which 
      are not expected to be material to our contract drilling revenues. The 
      contract backlog represents the maximum contract drilling revenues that 
      can be earned considering the reported operating dayrate in effect during 
      the firm contract period. 
 
   3. Effective Tax Rate is defined as income tax expense or benefit divided by 
      income or loss before income taxes. See the accompanying schedule 
      entitled "Supplemental Effective Tax Rate Analysis." 

ANALYST CONTACT:

Sarah Davidson

+1 713-232-7217

MEDIA CONTACT:

Kristina Mays

+1 713-232-7734

 
TRANSOCEAN LTD. AND SUBSIDIARIES 
 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS 
 (In millions, except per share data) 
 (Unaudited) 
 
                                 Years ended December 31, 
                                 2025        2024     2023 
 
Contract drilling revenues     $    3,965   $3,524   $2,832 
 
Costs and expenses 
  Operating and maintenance         2,406    2,199    1,986 
  Depreciation and 
   amortization                       659      739      744 
  General and administrative          195      214      187 
---------------------------- 
                                    3,260    3,152    2,917 
 
Loss on impairment of assets       (3,049)    (772)     (57) 
Gain (loss) on disposal of 
 assets, net                            7      (17)    (183) 
Operating loss                     (2,337)    (417)    (325) 
 
Other income (expense), net 
  Interest income                      40       50       52 
  Interest expense, net of 
   amounts capitalized               (555)    (362)    (646) 
  Gain (loss) on retirement 
   of debt                              3      161      (31) 
  Other, net                          (99)      45        9 
---------------------------- 
                                     (611)    (106)    (616) 
 
Loss before income taxes           (2,948)    (523)    (941) 
Income tax expense (benefit)          (33)     (11)      13 
 
Net loss                           (2,915)    (512)    (954) 
Net income attributable to 
noncontrolling interest                --       --       -- 
Net loss attributable to 
 controlling interest          $   (2,915)  $ (512)  $ (954) 
 
Loss per share 
  Basic                        $    (3.04)  $(0.60)  $(1.24) 
  Diluted                      $    (3.04)  $(0.76)  $(1.24) 
 
Weighted-average shares 
outstanding 
  Basic                               960      850      768 
  Diluted                             960      925      768 
 
 
                TRANSOCEAN LTD. AND SUBSIDIARIES 
              CONDENSED CONSOLIDATED BALANCE SHEETS 
                (In millions, except share data) 
                           (Unaudited) 
 
                                                 December 31, 
                                              ------------------ 
                                               2025      2024 
                                              -------   ------- 
Assets 
Cash and cash equivalents                     $   620   $   560 
Accounts receivable, net                          540       564 
Materials and supplies, net                       378       439 
Assets held for sale                               24       343 
Restricted cash and cash equivalents              377       381 
Other current assets                              142       165 
--------------------------------------------   ------    ------ 
     Total current assets                       2,081     2,452 
--------------------------------------------   ------    ------ 
 
Property and equipment                         17,451    22,417 
Less accumulated depreciation                  (4,874)   (6,586) 
--------------------------------------------   ------    ------ 
     Property and equipment, net               12,577    15,831 
--------------------------------------------   ------    ------ 
 
Deferred tax assets, net                           61        45 
Other assets                                      923     1,043 
--------------------------------------------   ------    ------ 
      Total assets                            $15,642   $19,371 
--------------------------------------------   ------    ------ 
 
Liabilities and equity 
Accounts payable                              $   242   $   255 
Accrued income taxes                               22        31 
Debt due within one year                          445       686 
Other current liabilities                         627       691 
--------------------------------------------   ------    ------ 
     Total current liabilities                  1,336     1,663 
--------------------------------------------   ------    ------ 
 
Long-term debt                                  5,212     6,195 
Deferred tax liabilities, net                     404       499 
Other long-term liabilities                       582       729 
--------------------------------------------   ------    ------ 
     Total long-term liabilities                6,198     7,423 
--------------------------------------------   ------    ------ 
 
Commitments and contingencies 
 
Shares, $0.10 par value, 1,204,009,681 
 authorized, 141,262,093 conditionally 
 authorized, 1,204,009,681 issued and 
 1,101,528,481 outstanding at December 31, 
 2025, and 1,057,879,029 authorized, 
 141,262,093 conditionally authorized, 
 940,828,901 issued and 875,830,772 
 outstanding at December 31, 2024                  110        87 
Additional paid-in capital                     15,604    14,880 
Accumulated deficit                            (7,460)   (4,545) 
Accumulated other comprehensive loss             (146)     (138) 
--------------------------------------------   ------    ------ 
     Total controlling interest 
      shareholders' equity                      8,108    10,284 
--------------------------------------------   ------    ------ 
     Noncontrolling interest                       --         1 
--------------------------------------------   ------    ------ 
      Total equity                              8,108    10,285 
--------------------------------------------   ------    ------ 
      Total liabilities and equity            $15,642   $19,371 
--------------------------------------------   ------    ------ 
 
 
TRANSOCEAN LTD. AND SUBSIDIARIES 
 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS 
 (In millions) 
 (Unaudited) 
 
                                Years ended December 31, 
                               2025      2024      2023 
Cash flows from operating 
activities 
   Net loss                   $(2,915)  $  (512)  $  (954) 
   Adjustments to reconcile 
   to net cash provided by 
   operating activities: 
     Amortization of 
      contract intangible 
      asset                        --         4        52 
     Depreciation and 
      amortization                659       739       744 
     Share-based 
      compensation expense         35        47        40 
     Loss on impairment of 
      assets                    3,049       772        57 
     (Gain) loss on disposal 
      of assets, net               (7)       17       183 
     Amortization of 
      debt-related balances, 
      net                          48        53        51 
     (Gain) loss on 
      adjustment to 
      bifurcated compound 
      exchange feature            (10)     (214)      127 
     (Gain) loss on 
      retirement of debt           (3)     (161)       31 
     Loss on conversion of 
      debt to equity               99        --        27 
     Loss on impairment of 
      investment in 
      unconsolidated 
      affiliate                    --         5         5 
     Deferred income tax 
      expense (benefit)          (111)      (42)       18 
     Other, net                    14       (19)       (1) 
     Changes in contract 
      liabilities, net           (170)       45        70 
     Changes in deferred 
      costs, net                   86        (2)     (190) 
     Changes in other 
      operating assets and 
      liabilities, net            (25)     (285)      (96) 
---------------------------- 
Net cash provided by 
 operating activities             749       447       164 
 
Cash flows from investing 
activities 
   Capital expenditures          (123)     (254)     (427) 
   Investment in loans to 
    unconsolidated 
    affiliates                     --        (3)       (3) 
   Investment in equity of 
    unconsolidated 
    affiliates                     --        --       (10) 
   Proceeds from disposal of 
    assets, net of costs to 
    sell                           84       101        10 
   Proceeds from disposal 
   of equity investment in 
   unconsolidated 
   affiliate                        6        --        -- 
   Cash acquired in 
    acquisition of 
    unconsolidated 
    affiliates                     --         5         7 
---------------------------- 
Net cash used in investing 
 activities                       (33)     (151)     (423) 
 
Cash flows from financing 
activities 
   Repayments of debt          (1,556)   (2,103)   (1,717) 
   Proceeds from issuance of 
    debt, net of issue 
    costs                         492     1,770     1,983 
   Proceeds from issuance 
   of shares, net of issue 
   costs                          421        --        -- 
   Other, net                     (17)      (17)       (3) 
---------------------------- 
Net cash provided by (used 
 in) financing activities        (660)     (350)      263 
 
Net increase (decrease) in 
 unrestricted and restricted 
 cash and cash equivalents         56       (54)        4 
Unrestricted and restricted 
 cash and cash equivalents, 
 beginning of period              941       995       991 
Unrestricted and restricted 
 cash and cash equivalents, 
 end of period                $   997   $   941   $   995 
 
 
 
                   TRANSOCEAN LTD. AND SUBSIDIARIES 
                      FLEET OPERATING STATISTICS 
 
 
                                   Three months ended 
                     ----------------------------------------------- 
                      December 31,    September 30,    December 31, 
Contract Drilling 
Revenues (in 
millions)                 2025            2025             2024 
                     --------------  ---------------  -------------- 
Ultra-deepwater 
 floaters             $         724    $         696    $        675 
Harsh environment 
 floaters                       319              332             277 
                         ----------  ---  ----------  ---  --------- 
  Total contract 
   drilling 
   revenues           $       1,043    $       1,028    $        952 
                         ----------  ---  ----------  ---  --------- 
 
 
 
                                   Three months ended 
                     ----------------------------------------------- 
                      December 31,    September 30,    December 31, 
Average Daily 
Revenue (1)               2025            2025             2024 
                     --------------  ---------------  -------------- 
Ultra-deepwater 
 floaters             $     466,000   $      460,200   $     428,200 
Harsh environment 
 floaters                   449,800          467,100         452,600 
                         ----------      -----------      ---------- 
  Total fleet 
   average daily 
   revenue            $     461,300   $      462,300   $     434,700 
                         ----------      -----------      ---------- 
 
 
 
 
                                   Three months ended 
                     ----------------------------------------------- 
                      December 31,    September 30,    December 31, 
Revenue 
Efficiency (2)            2025            2025             2024 
                     --------------  ---------------  -------------- 
Ultra-deepwater 
 floaters                95.7%             96.2%          92.0% 
Harsh environment 
 floaters                97.2%            100.8%          97.6% 
                     --------   ---  ----------       --------   --- 
  Total fleet 
   average revenue 
   efficiency            96.2%             97.5%          93.5% 
                     --------   ---  ----------       --------   --- 
 
 
 
                                   Three months ended 
                     ----------------------------------------------- 
                      December 31,    September 30,    December 31, 
Utilization (3)           2025            2025             2024 
                     --------------  ---------------  -------------- 
Ultra-deepwater 
 floaters                 82.1%           71.0%           64.3% 
Harsh environment 
 floaters                 96.6%           90.6%           75.0% 
                     ---------       ---------   ---  --------   --- 
  Total fleet 
   average rig 
   utilization            85.8%           76.0%           66.8% 
                     ---------       ---------   ---  --------   --- 
 
 
(1) Average daily revenue is defined as operating 
 revenues, excluding revenues for contract terminations, 
 reimbursements and contract intangible amortization, 
 earned per operating day. An operating day is defined 
 as a day for which a rig is contracted to earn a dayrate 
 during the firm contract period after operations commence. 
 
(2) Revenue efficiency is defined as actual operating 
 revenues, excluding revenues for contract terminations 
 and reimbursements, for the measurement period divided 
 by the maximum revenue calculated for the measurement 
 period, expressed as a percentage. Maximum revenue 
 is defined as the greatest amount of contract drilling 
 revenues the drilling unit could earn for the measurement 
 period, excluding revenues for incentive provisions, 
 reimbursements and contract terminations. 
 
(3) Rig utilization is defined as the total number 
 of operating days divided by the total number of rig 
 calendar days in the measurement period, expressed 
 as a percentage. 
 
 
 
                                   TRANSOCEAN LTD. AND SUBSIDIARIES 
                           NON-GAAP FINANCIAL MEASURES AND RECONCILIATIONS 
                       ADJUSTED NET INCOME (LOSS) AND ADJUSTED DILUTED EARNINGS 
                                           (LOSS) PER SHARE 
                                 (in millions, except per share data) 
 
 
                              YTD        QTD        YTD       QTD       YTD        QTD         YTD 
                            12/31/25   12/31/25   09/30/25  09/30/25  06/30/25   06/30/25    03/31/25 
                            --------  ----------  --------  --------  --------  ----------  ---------- 
Adjusted Net Income 
(Loss) 
Net income (loss) 
 attributable to 
 controlling interest, as 
 reported                   $(2,915)   $     25   $(2,940)  $(1,923)  $(1,017)   $   (938)   $    (79) 
     Restructuring costs          3          --         3         3        --          --          -- 
     Loss on impairment of 
      assets, net of tax      3,036          --     3,036     1,908     1,128       1,128          -- 
     Gain on disposal of 
      assets, net                (4)         (4)       --        --        --          --          -- 
     Loss on conversion of 
      debt to equity             99          --        99        75        24          24          -- 
     Gain on retirement of 
      debt                       (3)         (3)       --        --        --          --          -- 
     Discrete tax items        (179)          3      (182)       (1)     (181)       (195)         14 
                             ------       -----    ------    ------    ------       -----       ----- 
Net income (loss), as 
 adjusted                   $    37    $     21   $    16   $    62   $   (46)   $     19    $    (65) 
                             ------       -----    ------    ------    ------       -----       ----- 
 
Adjusted Diluted Earnings 
(Loss) Per Share: 
Diluted earnings (loss) 
 per share, as reported     $ (3.04)   $   0.02   $ (3.23)  $ (2.00)  $ (1.15)   $  (1.06)   $  (0.11) 
     Restructuring costs         --          --        --        --        --          --          -- 
     Loss on impairment of 
      assets, net of tax       3.16          --      3.34      1.98      1.27        1.27          -- 
     Gain on disposal of 
     assets, net                 --          --        --        --        --          --          -- 
     Loss on conversion of 
      debt to equity           0.10          --      0.11      0.08      0.03        0.03          -- 
     Gain on retirement 
     of debt                     --          --        --        --        --          --          -- 
     Discrete tax items       (0.18)         --     (0.20)       --     (0.20)      (0.22)       0.01 
     Dilutive effect, 
      4.625% exchangeable 
      bonds due December 
      2029                       --          --     (0.03)       --     (0.05)      (0.02)         -- 
                             ------       -----    ------    ------    ------       -----       ----- 
Diluted earnings (loss) 
 per share, as adjusted     $  0.04    $   0.02   $ (0.01)  $  0.06   $ (0.10)   $     --    $  (0.10) 
                             ------       -----    ------    ------    ------       -----       ----- 
 
 
                              YTD        QTD        YTD       QTD       YTD        QTD         YTD 
                            12/31/24   12/31/24   09/30/24  09/30/24  06/30/24   06/30/24    03/31/24 
                            --------  ----------  --------  --------  --------  ----------  ---------- 
Adjusted Net Income 
(Loss) 
Net income (loss) 
 attributable to 
 controlling interest, as 
 reported                   $  (512)   $      7   $  (519)  $  (494)  $   (25)   $   (123)   $     98 
     Loss on impairment of 
      assets, net of tax        755          --       755       617       138         138          -- 
     Loss on impairment of 
      investment in 
      unconsolidated 
      affiliates                  5          --         5        --         5           4           1 
     Gain on retirement of 
      debt                     (161)         --      (161)      (21)     (140)       (140)         -- 
     Discrete tax items        (141)         20      (161)      (38)     (123)         (2)       (121) 
                             ------       -----    ------    ------    ------       -----       ----- 
Net income (loss), as 
 adjusted                   $   (54)   $     27   $   (81)  $    64   $  (145)   $   (123)   $    (22) 
                             ------       -----    ------    ------    ------       -----       ----- 
 
Adjusted Diluted Earnings 
(Loss) Per Share: 
Diluted earnings (loss) 
 per share, as reported     $ (0.76)   $  (0.11)  $ (0.65)  $ (0.58)  $ (0.03)   $  (0.15)   $   0.11 
     Loss on impairment of 
      assets, net of tax       0.82          --      0.82      0.64      0.17        0.17          -- 
     Loss on impairment of 
      investment in 
      unconsolidated 
      affiliates               0.01          --      0.01        --        --          --          -- 
     Gain on retirement of 
      debt                    (0.18)         --     (0.18)    (0.02)    (0.17)      (0.17)         -- 
     Discrete tax items       (0.15)       0.02     (0.18)    (0.04)    (0.15)         --       (0.14) 
                             ------       -----    ------    ------    ------       -----       ----- 
Diluted loss per share, as 
 adjusted                   $ (0.26)   $  (0.09)  $ (0.18)  $    --   $ (0.18)   $  (0.15)   $  (0.03) 
                             ------       -----    ------    ------    ------       -----       ----- 
 
 
 
                                            TRANSOCEAN LTD. AND SUBSIDIARIES 
                                     NON-GAAP FINANCIAL MEASURES AND RECONCILIATIONS 
                                           ADJUSTED CONTRACT DRILLING REVENUES 
                                    EARNINGS BEFORE INTEREST, TAXES, DEPRECIATION AND 
                                             AMORTIZATION AND RELATED MARGINS 
                                            (in millions, except percentages) 
 
 
                         YTD            QTD            YTD           QTD           YTD            QTD             YTD 
                       12/31/25       12/31/25       09/30/25      09/30/25      06/30/25       06/30/25        03/31/25 
                       --------      ----------      --------      --------      --------      ----------      ---------- 
 
Contract drilling 
 revenues              $ 3,965        $  1,043       $ 2,922       $ 1,028       $ 1,894        $    988        $    906 
 
Net income (loss)      $(2,915)       $     25       $(2,940)      $(1,923)      $(1,017)       $   (938)       $    (79) 
     Interest 
      expense, net of 
      interest 
      income               515             163           352           142           210             102             108 
     Income tax 
      expense 
      (benefit)            (33)             57           (90)           26          (116)           (155)             39 
     Depreciation and 
      amortization         659             147           512           161           351             175             176 
                        ------           -----        ------        ------        ------           -----           ----- 
EBITDA                  (1,774)            392        (2,166)       (1,594)         (572)           (816)            244 
                        ------           -----        ------        ------        ------           -----           ----- 
 
     Restructuring 
      costs                  3              --             3             3            --              --              -- 
     Loss on 
      impairment of 
      assets             3,049              --         3,049         1,913         1,136           1,136              -- 
     Gain on disposal 
      of assets, net        (4)             (4)           --            --            --              --              -- 
     Gain on 
      retirement of 
      debt                  (3)             (3)           --            --            --              --              -- 
     Loss on 
      conversion of 
      debt to equity        99              --            99            75            24              24              -- 
                        ------           -----        ------        ------        ------           -----           ----- 
Adjusted EBITDA        $ 1,370        $    385       $   985       $   397       $   588        $    344        $    244 
                        ------           -----        ------        ------        ------           -----           ----- 
 
 
Profit (loss) margin     (73.5)   %        2.4    %   (100.6)   %   (187.0)   %    (53.7)   %      (94.9)   %       (8.7)   % 
EBITDA margin            (44.8)   %       37.5    %    (74.1)   %   (154.9)   %    (30.2)   %      (82.5)   %       26.9    % 
Adjusted EBITDA 
 margin                   34.6    %       36.8    %     33.8    %     38.7    %     31.1    %       34.9    %       26.9    % 
 
 
                         YTD            QTD            YTD           QTD           YTD            QTD             YTD 
                       12/31/24       12/31/24       09/30/24      09/30/24      06/30/24       06/30/24        03/31/24 
                       --------      ----------      --------      --------      --------      ----------      ---------- 
 
Contract drilling 
 revenues              $ 3,524        $    952       $ 2,572       $   948       $ 1,624        $    861        $    763 
     Contract 
      intangible 
      asset 
      amortization           4              --             4            --             4              --               4 
                        ------           -----        ------        ------        ------           -----           ----- 
Adjusted Contract 
 Drilling Revenues     $ 3,528        $    952       $ 2,576       $   948       $ 1,628        $    861        $    767 
                        ------           -----        ------        ------        ------           -----           ----- 
 
Net income (loss)      $  (512)       $      7       $  (519)      $  (494)      $   (25)       $   (123)       $     98 
     Interest 
      expense, net of 
      interest 
      income               312              81           231            69           162              60             102 
     Income tax 
      expense 
      (benefit)            (11)             55           (66)          (31)          (35)            156            (191) 
     Depreciation and 
      amortization         739             180           559           190           369             184             185 
     Contract 
      intangible 
      asset 
      amortization           4              --             4            --             4              --               4 
                        ------           -----        ------        ------        ------           -----           ----- 
EBITDA                     532             323           209          (266)          475             277             198 
                        ------           -----        ------        ------        ------           -----           ----- 
 
     Loss on 
      impairment of 
      assets               772              --           772           629           143             143              -- 
     Loss on 
      impairment of 
      investment in 
      unconsolidated 
      affiliates             5              --             5            --             5               4               1 
     Gain on 
      retirement of 
      debt                (161)             --          (161)          (21)         (140)           (140)             -- 
                        ------           -----        ------        ------        ------           -----           ----- 
Adjusted EBITDA        $ 1,148        $    323       $   825       $   342       $   483        $    284        $    199 
                        ------           -----        ------        ------        ------           -----           ----- 
 
 
Profit (loss) margin     (14.5)   %        0.7    %    (20.2)   %    (52.0)   %     (1.5)   %      (14.3)   %       12.9    % 
EBITDA margin             15.1    %       33.9    %      8.1    %    (28.1)   %     29.2    %       32.2    %       25.8    % 
Adjusted EBITDA 
 margin                   32.5    %       33.9    %     32.0    %     36.0    %     29.7    %       33.0    %       26.0    % 
 
 
 
 
                               TRANSOCEAN LTD. AND SUBSIDIARIES 
                           SUPPLEMENTAL EFFECTIVE TAX RATE ANALYSIS 
                               (in millions, except tax rates) 
 
 
                                 Three months ended                         Years ended 
                     -------------------------------------------      ------------------------ 
                      December        September        December       December       December 
                        31,              30,             31,            31,            31, 
                       2025             2025            2024           2025           2024 
                     ---------       ----------       ---------       -------       --------- 
 
Income (loss) 
 before income 
 taxes                $     82        $  (1,897)       $     62       $(2,948)       $   (523) 
   Restructuring 
    costs                   --                3              --             3              -- 
   Loss on 
    impairment of 
    assets                  --            1,913              --         3,049             772 
   Gain on disposal 
    of assets, net          (4)              --              --            (4)             -- 
   Loss on 
    impairment of 
    investment in 
    unconsolidated 
    affiliates              --               --              --            --               5 
   Loss on 
    conversion of 
    debt to equity          --               75              --            99              -- 
   Gain on 
    retirement of 
    debt                    (3)              --              --            (3)           (161) 
                         -----           ------           -----        ------           ----- 
Adjusted income 
 before income 
 taxes                $     75        $      94        $     62       $   196        $     93 
                         -----           ------           -----        ------           ----- 
 
 
Income tax expense 
 (benefit)            $     57        $      26        $     55       $   (33)       $    (11) 
   Restructuring 
   costs                    --               --              --            --              -- 
   Loss on 
    impairment of 
    assets                  --                5              --            13              17 
   Loss on 
   impairment of 
   investment in 
   unconsolidated 
   affiliates               --               --              --            --              -- 
   Loss on 
   conversion of 
   debt to equity           --               --              --            --              -- 
   Gain on 
   retirement of 
   debt                     --               --              --            --              -- 
   Changes in 
    estimates (1)           (3)               1             (20)          179             141 
                         -----           ------           -----        ------           ----- 
Adjusted income tax 
 expense              $     54        $      32        $     35       $   159        $    147 
                         -----           ------           -----        ------           ----- 
 
Effective Tax Rate 
 (2)                      68.8    %        (1.4)   %       89.0    %      1.1    %        2.2    % 
 
Effective Tax Rate, 
 excluding discrete 
 items (3)                72.3    %        34.8    %       56.7    %     81.2    %      159.1    % 
 
 
(1) Our estimates change as we file tax returns, settle 
 disputes with tax authorities, or become aware of 
 changes in laws, operational changes and rig movements 
 that have an effect on our (a) deferred taxes, (b) 
 valuation allowances on deferred taxes and (c) other 
 tax liabilities. 
 
(2) Our effective tax rate is calculated as income 
 tax expense or benefit divided by income or loss before 
 income taxes. 
 
(3) Our effective tax rate, excluding discrete items, 
 is calculated as income tax expense or benefit, excluding 
 various discrete items (such as changes in estimates 
 and tax on items excluded from income before income 
 taxes), divided by income or loss before income taxes, 
 excluding gains and losses on sales and similar items 
 pursuant to the accounting standards for income taxes 
 related to estimating the annual effective tax rate. 
 
 
 
                             TRANSOCEAN LTD. AND SUBSIDIARIES 
                     NON-GAAP FINANCIAL MEASURES AND RECONCILIATIONS 
                        FREE CASH FLOW AND LEVERED FREE CASH FLOW 
                                      (in millions) 
 
 
                  YTD       QTD       YTD        QTD        YTD       QTD        YTD 
                12/31/25  12/31/25  09/30/25   09/30/25   06/30/25  06/30/25   03/31/25 
                --------  --------  --------  ----------  --------  --------  ---------- 
 
Cash provided 
 by operating 
 activities     $   749   $   349   $   400    $    246   $   154   $   128    $     26 
Capital 
 expenditures      (123)      (28)      (95)        (11)      (84)      (24)        (60) 
                 ------    ------    ------       -----    ------    ------       ----- 
  Free Cash 
   Flow             626       321       305         235        70       104         (34) 
Debt 
 repayments      (1,556)   (1,106)     (450)       (210)     (240)      (30)       (210) 
Debt 
 repayments, 
 paid from 
 debt 
 proceeds           492       492        --          --        --        --          -- 
                 ------    ------    ------       -----    ------    ------       ----- 
  Levered Free 
   Cash Flow    $  (438)  $  (293)  $  (145)   $     25   $  (170)  $    74    $   (244) 
                 ------    ------    ------       -----    ------    ------       ----- 
 
 
 
                  YTD       QTD       YTD        QTD        YTD       QTD        YTD 
                12/31/24  12/31/24  09/30/24   09/30/24   06/30/24  06/30/24   03/31/24 
                --------  --------  --------  ----------  --------  --------  ---------- 
 
Cash provided 
 by (used in) 
 operating 
 activities     $   447   $   206   $   241    $    194   $    47   $   133    $    (86) 
Capital 
 expenditures      (254)      (29)     (225)        (58)     (167)      (84)        (83) 
                 ------    ------    ------       -----    ------    ------       ----- 
  Free Cash 
   Flow             193       177        16         136      (120)       49        (169) 
Debt 
 repayments      (2,103)      (30)   (2,073)       (258)   (1,815)   (1,664)       (151) 
Debt 
 repayments, 
 paid from 
 debt 
 proceeds         1,748        --     1,748          99     1,649     1,649          -- 
                 ------    ------    ------       -----    ------    ------       ----- 
  Levered Free 
   Cash Flow    $  (162)  $   147   $  (309)   $    (23)  $  (286)  $    34    $   (320) 
                 ------    ------    ------       -----    ------    ------ 

(MORE TO FOLLOW) Dow Jones Newswires

February 19, 2026 19:23 ET (00:23 GMT)

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