AGREEMENT AND PLAN OF MERGER by and among SEADRILL LIMITED, AQUADRILL LLC, and SEADRILL MERGER SUB, LLC Dated as of December 22, 2022Merger Agreement • December 23rd, 2022 • Seadrill LTD • Drilling oil & gas wells • Delaware
THIS AGREEMENT AND PLAN OF MERGER, dated as of December 22, 2022 (this “Agreement”), by and among Seadrill Limited, an exempted company limited by shares existing under the laws of Bermuda (“Parent”), Aquadrill LLC, a Marshall Islands limited liability company (“Company”), and Seadrill Merger Sub, LLC, a Marshall Islands limited liability company (“Merger Sub”). Capitalized terms that are used but are not otherwise defined herein shall have the meanings set forth in Section 1.1.
CERTAIN INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND IS TREATED AS PRIVATE OR CONFIDENTIAL. VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • December 23rd, 2022 • Seadrill LTD • Drilling oil & gas wells • Delaware
This VOTING AND SUPPORT AGREEMENT (this “Agreement”), dated as of December 22, 2022, is entered into by and among Seadrill Limited, an exempted company limited by shares existing under the laws of Bermuda (“Acquiror”), and each entity listed on the signature page hereof in its capacity as a record or beneficial member (each, a “Member” and, collectively, the “Members”) of Aquadrill LLC, a Marshall Islands limited liability company (the “Company”).
