Seadrill Limited — Capital/Financing Update 2010

Aug 16, 2010

SEAWELL LIMITED: CONTEMPLATED SHARE ISSUE

NOT FOR DISTRIBUTION OR RELEASE, DIRECTLY OR

INDIRECTLY, IN OR TO U.S. NEWS WIRE SERVICES OR INTO

THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN OR ANY

OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR

RELEASE WOULD BE UNLAWFUL.

OSLO, 16 August 2010

Reference is made to the announcement of the

acquisition of Allis-Chalmers Energy Inc. by Seawell

Limited ("Seawell" or the "Company") on 13 August

The acquisition combines Seawell's leading Drilling

and Well Services business with Allis-Chalmers'

Drilling, Rental and Oilfield Service offerings to

create a global oilfield service company with

operations in 30+ countries.

The combination spurs international growth through

operational synergies and combined offerings,

enabling 6,500 employees to serve the world's leading

E&P companies in the Americas, Europe, Africa, the

Middle East and Southeast Asia.

Seawell has retained RS Platou Markets AS, Carnegie

ASA and Pareto Securities AS as Joint lead managers

and bookrunners, and Danske Markets, DnB NOR Markets

and Nordea Markets are acting as co-managers

(collectively referred to as the "Managers") to

advise on and effect a private placement of new

shares directed towards Norwegian investors and

international institutional investors (the "Private

Placement").

The gross proceeds of the contemplated Private

Placement will amount up to NOK 2,654 million (~USD

430 mill) through an issue of 115,400,000 new

ordinary shares. The order price has been set to NOK

23 per share by the Board of Directors. The major

shareholders Seadrill Limited and Hemen Holding Ltd.

have fully underwritten the Private Placement on a

50/50 basis. Seadrill Limited and Hemen Holding will

be allocated min. USD 130 million and 70 million

respectively. The minimum order in the Private

Placement has been set to 50,000 shares.

The gross proceeds of the Private Placement will be

used to; (i) finance the acquisition of Allis-

Chalmers Energy Inc, as announced on 13 August 2010;

(ii) de-lever; (iii) finance further growth and

acquisitions and (iv) general corporate purposes.

The application period commences today (16 August

2010) at 09:00 CET and close on 17 August 2010 at

22:00 CET. The Board of Directors of Seawell may,

however, at any time resolve to close or extend the

application period at its own discretion, but in no

event earlier than 16 August 2009 at 22:00 CET.

The Board of Seawell has resolved to apply for

listing on either Oslo Børs or the London Stock

Exchange.

The Private Placement is subject to the approval by

the Board of Seawell following close of the private

placement.

***

Important Notice

The Private Placement and this announcement and other

information in connection with the Private Placement

may be restricted by law in certain jurisdictions.

Seawell assumes no responsibility in the event there

is a violation by any person of such restrictions.

Persons in whose possession this announcement or such

other information should come are required to inform

themselves about and to observe any such

restrictions. This announcement is not for

distribution, directly or indirectly, in or into any

jurisdiction in which it is unlawful to make any such

offer or solicitation to such person or where prior

registration or approval is required for that

purpose.

This document is not an offer to sell, or the

solicitation of an offer to buy or subscribe for

securities in the United States, Australia, Canada,

Japan or in any jurisdiction in which such offer,

solicitation or sale is unlawful. Securities may not

be offered or sold in the United States absent

registration under the US Securities Act of 1933

(the "Securities Act") or an exemption from, or in a

transaction not subject to, registration. Subject to

certain exceptions, the securities referred to herein

may not be offered or sold in Australia, Canada or

Japan or to, or for the account or benefit of, any

national, resident or citizen of Australia, Canada or

Japan. The offer and sale of the securities referred

to herein has not been and will not be registered

under the Securities Act or under the applicable

securities laws of Australia, Canada or Japan. The

new shares to be offered may not be offered or sold

within the United States, except to qualified

institutional buyers ("QIB"), as defined in Rule 144A

under the U.S. Securities Act ("Rule 144A"), through

affiliates of the Managers, in reliance upon the

exemption from the registration requirements provided

by section 4(2) of the U.S. Securities Act Rule 144A,

and to certain non-U.S. persons in offshore

transactions in reliance on Regulation S under the

U.S. Securities Act. The shares to be offered will be

subject to certain restrictions on transfer.

This document is only addressed to and is only

directed at persons in member states of the European

Economic Area (the "EEA") who are "qualified

investors" within the meaning of Article 2.1(e) of

the Prospectus Directive (Directive 2003/71/EC). In

addition, in the United Kingdom, these materials are

directed solely at persons who (i) have professional

experience in matters relating to investments falling

within Article 19(5) of the Financial Services and

Markets Act 2000 (Financial Promotion) Order 2005

(the "Order") or (ii) are persons falling within

Article 49(2)(a) to (d) of the Order and other

persons to whom it may lawfully be communicated (all

such persons together being referred to as "relevant

persons"). These materials are addressed only to,

and directed only at, relevant persons and qualified

investors and must not be acted on or relied on (i)

in the United Kingdom, by persons who are not

relevant persons or (ii) in any member state of the

EEA other than the United Kingdom, by qualified

investors. Any investment or investment activity to

which these materials relate is available only to,

and will be engaged in only with, in the United

Kingdom, relevant persons, and in any member state of

the EEA other than the United Kingdom, qualified

investors.

* * *

For further information, please contact:

Jorgen Rasmussen, Executive Chairman Seawell Ltd.,

+47 51 30 80 00

Thorleif Egeli, CEO Seawell Management AS, +47 51 30

80 00

Lars Bethuelsen, CFO Seawell Management AS, +47 51 30

80 00

SOURCE Seawell Limited

http://www.seawellcorp.com