SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): May 28, 2003 TRANSOCEAN INC. (Exact name of registrant as specified in its charter) CAYMAN ISLANDS 333-75899 66-0587307 (State or other jurisdiction of (Commission (I.R.S. Employer incorporation or organization) File Number) Identification No.) 4 GREENWAY PLAZA HOUSTON, TEXAS 77046 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (713) 232-7500
ITEM 9. Regulation FD Disclosure. The following information is furnished under Item 12 of Form 8-K (Results of Operations and Financial Condition) in accordance with Securities and Exchange Commission Release No. 33-8216. In the following tables, we set forth our total operating and maintenance expense and total cash operating costs for our International and U.S. Floater Contract Drilling Services and Gulf of Mexico Shallow and Inland Water business segments for the first quarter of 2003 and the fourth quarter of 2002. We also set forth the average cash operating costs and the range of cash operating costs per day within our International and U.S. Floater Contract Drilling Services and Gulf of Mexico Shallow and Inland Water business segments. The most directly comparable GAAP financial measure to cash operating costs, total operating and maintenance expense, and information reconciling the GAAP and non-GAAP measures are also included below in the table labeled "Transocean Inc. Reconciliation of Costs and Expenses to Cash Operating Costs." We utilize cash operating costs as an additional rig performance measure and to identify variances between periods and comparable rig types. We believe investors will utilize operating cost information as additional performance measures. Operating and Maintenance Expense 1st Quarter 4th Quarter 2003 2002 -------------- --------------- International and U.S. (In millions) Floater Contract Drilling Segment Cash Operating Costs(1) 5th-Generation Floaters $ 62.6 $ 60.8 Other Deepwater Floaters 60.1 62.8 Mid-water Floaters 64.7 78.6 Non-U.S. Jackups 48.9 57.5 Other Rigs 6.5 18.7 -------------- --------------- Total Cash Operating Costs 242.8 278.4 Costs Deferred During Quarter (23.8) (26.1) Amortization of Deferred Costs 27.8 16.5 Client Reimbursable Revenues 21.6 - Local & Indirect Overhead 47.1 48.0 -------------- --------------- Total Operating & Maintenance Expense $ 315.5 $ 316.8 Gulf of Mexico Shallow and Inland Water Segment Cash Operating Costs Jackups & Submersibles $ 22.8 $ 22.6 Barge Rigs 18.4 15.7 Other Rigs 5.4 5.6 -------------- --------------- Total Cash Operating Costs 46.6 43.9 Costs Deferred During Quarter - - Amortization of Deferred costs - - Client Reimbursable Revenues 4.8 - Local & Indirect Overhead 7.2 5.8 -------------- --------------- Total Operating & Maintenance Expense $ 58.6 $ 49.7 - --------------- (1) Cash operating costs are operating and maintenance expenses excluding deferred costs and the effects of related amortization, client reimbursable costs and local and indirect overhead costs. 2
The average cash operating costs and the range of cash operating costs per day for the rigs within our fleet categories comprising our International and U.S. Floater Contract Drilling business segment are as follows (dollar amounts in thousands): Number of Average Per Range Operating Rigs Day Per Day Fifth Generation Floaters 1st Quarter 2003 Operating 11 $63.2 $50.5 - 86.7 Stacked 0 -- -- 4th Quarter 2002 Operating 11 $60.0 $52.5 - 71.3 Stacked 0 -- -- Other Deepwater Floaters 1st Quarter 2003 Operating 14 $44.8 $26.9 - 77.9 Stacked 1 $14.9 $14.9 4th Quarter 2002 Operating 15 $45.5 $27.5 - 78.8 Stacked 0 -- -- Mid-Water Floaters 1st Quarter 2003 Operating 19 $34.3 $21.7 - 82.8 Stacked 12 $5.7 $1.1 - 15.5 4th Quarter 2002 Operating 20 $37.6 $19.0 - 92.5 Stacked 11 $9.3 $2.1 - 25.8 Non-U.S. Jackups 1st Quarter 2003 Operating 25 $19.2 $12.2 - 51.9 Stacked 1 $1.0 $1.0 4th Quarter 2002 Operating 25 $21.9 $7.8 - 41.5 Stacked 2 $1.2 $0.9 - 1.6 Other Rigs 1st Quarter 2003 Operating 4 $12.1 $9.0 - 28.2 Stacked 8 $2.9 $0.1 - 11.8 4th Quarter 2002 Operating 6 $22.5 $8.7 - 22.5 Stacked 6 $2.3 $0.1 - 5.0 3
The average cash operating costs and the range of cash operating costs per day for the rigs within our fleet categories comprising our Gulf of Mexico Shallow and Inland Water business segment are as follows (dollar amounts in thousands): Number of Average Per Range Operating Rigs Day Per Day Jackups & Submersibles 1st Quarter 2003 Operating 11 $13.8 $12.8 - 20.9 Stacked 19 $3.0 $0.4 - 18.8 4th Quarter 2002 Operating 10 $17.5 $14.5 - 30.6 Stacked 21 $3.4 $0.1 - 14.9 Barge Rigs 1st Quarter 2003 Operating 16 $9.6 $8.0 - 15.0 Stacked 15 $3.4 $0.4 - 10.1 4th Quarter 2002 Operating 15 $8.5 $8.3 - 13.8 Stacked 16 $2.7 $0.1 - 9.2 Other Rigs 1st Quarter 2003 Operating 5 $10.0 $5.4 - 15.6 Stacked 9 $1.1 $0.2 - 3.2 4th Quarter 2002 Operating 3 $11.4 $9.0 - 16.3 Stacked 11 $2.4 $0.4 - 9.1 4
TRANSOCEAN INC. RECONCILIATION OF COSTS AND EXPENSES TO CASH OPERATING COSTS THREE MONTHS ENDED ---------------------------------------------- DECEMBER 31, MARCH 31, 2002 2003 --------------------- -------------------- (IN US$ MILLIONS) OPERATING AND MAINTENANCE International and U.S. Floater Contract Drilling Services $ 316.8 $ 315.5 Gulf of Mexico Shallow and Inland Water 49.7 58.6 --------------------- -------------------- 366.5 374.1 LESS: LOCAL AND INDIRECT OVERHEAD EXPENSES International and U.S. Floater Contract Drilling Services (48.0) (47.1) Gulf of Mexico Shallow and Inland Water (5.8) (7.2) --------------------- -------------------- (53.8) (54.3) AMORTIZATION OF DEFERRED COSTS International and U.S. Floater Contract Drilling Services (16.5) (27.8) CLIENT REIMBURSABLE REVENUES International and U.S. Floater Contract Drilling Services - (21.6) Gulf of Mexico Shallow and Inland Water - (4.8) --------------------- -------------------- - (26.4) PLUS: DEFERRED COSTS AND EXPENSES International and U.S. Floater Contract Drilling Services 26.1 23.8 --------------------- -------------------- CASH OPERATING COSTS $ 322.3 $ 289.4 ===================== ==================== CASH OPERATING COSTS BY SEGMENT International and U.S. Floater Contract Drilling Services $ 278.4 $ 242.8 Gulf of Mexico Shallow and Inland Water 43.9 46.6 --------------------- -------------------- $ 322.3 $ 289.4 ===================== ==================== The information furnished pursuant to this Item 9 shall not be deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, nor will it be incorporated by reference into any registration statement filed by Transocean Inc. under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference. The furnishing of the information in this report is not intended to, and does not, constitute a determination or admission by Transocean Inc., that the information in this report is material or complete, or that investors should consider this information before making an investment decision with respect to any security of Transocean Inc. 5
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. TRANSOCEAN INC. Date: May 28, 2003 By: /s/ ERIC B. BROWN --------------------------------------- Eric B. Brown Senior Vice President, General Counsel and Corporate Secretary 6