Form 8-K

 

 

UNITED STATES

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): October 8, 2008

TRANSOCEAN INC.

(Exact name of registrant as specified in its charter)

 

Cayman Islands   333-75899   66-0582307

(State or other jurisdiction of

incorporation or organization)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

 

4 Greenway Plaza

Houston, Texas

  77046
(Address of principal executive offices)   (zip code)

 

70 Harbour Drive

Grand Cayman, Cayman Islands

  KY1-1003
(Address of principal executive offices)   (zip code)

Registrant’s telephone number, including area code: (713) 232-7500

 

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

  ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

  ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

  ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

  ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 


Item 7.01 Regulation FD Disclosure

Our monthly interim report disclosing newly signed contracts, significant changes to existing contracts and changes to estimated out of service time of 60 days or more dated October 8, 2008 is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. You may subscribe to the free Transocean Financial Report Alert which will alert you to new Transocean Fleet Status Reports. This service will send you an automated email which will provide a link directly to the web page containing the updated report. You may subscribe to this service at the “Investor Relations/Email Alerts” section of the site by selecting “Receive E-mail” and providing your email address. Our website may be found at www.deepwater.com.

Item 9.01. Financial Statements and Exhibits

 

(d) Exhibits.

The exhibit to this report furnished pursuant to item 7.01 is as follows:

 

Exhibit No.

  

Description

99.1    Transocean Inc. Fleet Status Report

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 hereunto duly authorized.

 

      TRANSOCEAN INC.
Date: October 8, 2008     By   /s/ Chipman Earle
      Chipman Earle
     

Associate General Counsel

and Corporate Secretary


Index to Exhibits

 

Exhibit
Number

  

Description

99.1    Transocean Inc. Fleet Status Report
Fleet Status Report

Exhibit 99.1

 

LOGO

   Transocean Inc. (NYSE: RIG) Monthly Fleet Update Summary

The information contained in this Fleet Update report (the “Information”) is as of the date of the report only and is subject to change without notice to the recipient. Transocean Inc. assumes no duty to update any portion of the Information.

DISCLAIMER. NEITHER TRANSOCEAN INC. NOR ITS AFFILIATES MAKE ANY EXPRESS OR IMPLIED WARRANTIES (INCLUDING, WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE) REGARDING THE INFORMATION CONTAINED IN THIS REPORT, WHICH INFORMATION IS PROVIDED “AS IS.” Neither Transocean Inc. nor its affiliates will be liable to any recipient or anyone else for any inaccuracy, error or omission, regardless of cause, in the information set forth in this report or for any damages (whether direct or indirect, consequential, punitive or exemplary) resulting therefrom.

No Unauthorized Publication or Use. All information provided by Transocean Inc. in this report is given for the exclusive use of the recipient and may not be published, redistributed or retransmitted without the prior written consent of Transocean Inc.

Client Contract Duration, Timing and Dayrates and Risks Associated with Operations. The duration and timing (including both starting and ending dates) of the client contracts are estimates only, and client contracts are subject to cancellation, suspension and delays for a variety of reasons, including some beyond the control of Transocean Inc. Also, the dayrates set forth in the report are estimates based upon the full contractual operating dayrate. However, the actual average dayrate earned over the course of any given contract will be lower and could be substantially lower. The actual average dayrate will depend upon a number of factors (rig downtime, suspension of operations, etc.) including some beyond the control of Transocean Inc. Our client contracts and operations are generally subject to a number of risks and uncertainties, and we urge you to review the description and explanation of such risks and uncertainties in our filings with the Securities and Exchange Commission (SEC), which are available free of charge on the SEC’s website at www.sec.gov. The dayrates do not include revenue for mobilizations, demobilizations, upgrades, shipyards or recharges.

Out of Service Days (Shipyards, Mobilizations, Etc.). Estimated out of service time for 2008 and 2009 is noted where the company anticipates that a rig will be out of service and not be available to earn an operating dayrate for a period of 14 days or longer. Additional rig out of service time in 2008 and 2009 may occur and will be added to the report as such events arise. With respect to expected out of service time for 2009, we have modified the information in this report given the inherent uncertainty of predicting out of service time events that far in advance. Certain estimated out of service time in 2009 by rig is noted, but only where the out of service time falls within a contract period or between two contracts. We do expect to experience additional rig out of service time in 2009, and will add this information to the report once the timing of such events is more certain. We currently estimate the aggregate out of service time for 2009, including out of service time less than 14 days, to be approximately as reflected in the Fleet Update table entitled “2009 Additional Estimated Potential Out of Service Time by Rig Class” and in the column labeled other estimated out-of-service days.” However this additional estimated out of service time is not firm and could change significantly based on a variety of factors. No estimates are made for 2010 and beyond.

Out of service time is denoted as “Mob/Contract Prep” and “Shipyard or Project” out of service days. Mob/Contract Prep refers to periods during which the rig is being mobilized, demobilized and/or modifications or upgrades are being made as a result of contract requirements. Shipyard or Project refers to periods during which the rig is out of service as a result of other planned shipyards, surveys, repairs, regulatory inspections or other planned service or work on the rig. Similar Mob/Contract Prep and Shipyard or Project periods of durations under 14 days will occur but are not noted in the Update. In some instances such as certain mobilizations, demobilizations, upgrades and shipyards, we are paid compensation by our clients that is generally recognized over the life of the underlying contract, although such compensation is not typically significant in relation to the revenue generated by the dayrates we charge our clients.

Forward-Looking Statement. The statements made in the Fleet Update that are not historical facts are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements made in the Fleet Update include, but are not limited to, statements involving the estimated duration of client contracts, contract dayrate amounts, future contract commencement dates and locations and planned shipyard projects and other out of service time. Such statements are subject to numerous risks, uncertainties and assumptions, including but not limited to, uncertainties relating to the level of activity in offshore oil and gas exploration and development, exploration success by producers, oil and gas prices, competition and market conditions in the contract drilling industry, shipyard delays, actions and approvals of third parties, possible cancellation or suspension of drilling contracts as a result of mechanical difficulties or performance, the Company’s ability to enter into and the terms of future contracts, the availability of qualified personnel, labor relations and the outcome of negotiations with unions representing workers, operating hazards, factors affecting the duration of contracts including well-in-progress provisions, the actual amount of downtime, factors resulting in reduced applicable dayrates, hurricanes and other weather conditions, terrorism, political and other uncertainties inherent in non-U.S. operations (including the risk of war, civil disturbance, seizure or damage of equipment and exchange and currency fluctuations), the impact of governmental laws and regulations, the adequacy of sources of liquidity, the effect of litigation and contingencies and other factors described above and discussed in the Company’s most recently filed Form 10-K, in the Company’s Forms 10-Q for subsequent periods 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 should underlying assumptions prove incorrect, actual results may vary materially from those indicated. You should not place undue reliance on forward-looking statements. Each forward-looking statement speaks only as of the date of the particular statement, and we undertake no obligation to publicly update or revise any forward looking statements, except as required by law.

Fleet Classification. Transocean Inc. uses a rig classification for its semisubmersible rigs and drillships to reflect the company’s strategic focus on the ownership and operation of premium, high specification floating rigs. The rig classification “High Specification Floaters” is comprised of “Ultra-Deepwater” which refers to the latest generation of semisubmersible rigs and drillships possessing the latest technical drilling capabilities and the ability to operate in water depths equal to or greater than 7,500 feet, “Deepwater” which refers to semisubmersible rigs and drillships that possess the ability to drill in water depths equal to or greater than 4,500 feet, and “Harsh Environment” comprised of five of the company’s premium harsh environment rigs, the semisubmersibles Henry Goodrich, Transocean Leader, Paul B. Loyd, Jr., Transocean Arctic and Polar Pioneer. The category titled “Midwater Floaters” represents semisubmersible rigs and drillships that possess the ability to drill in water depths of up to 4,499 feet. The jackup fleet is subdivided into two categories; “High Specification” which consists of harsh environment and high performance jackups and “Standard”.


LOGO

   Transocean Inc. (NYSE: RIG) Monthly Fleet Update Summary

Updated: October 8, 2008

Dynamically positioned*

 

Rig Type/Name    Floater
Type
   Yr. (1)
Entered
Service
   Water
Depth
(Feet)
   Drilling
Depth
(Feet)
   Location    Client    Current
Contract
Start/Idle Date
   Estimated
Expiration
/Out of
Service (2)
   Current
Contract
Dayrate(3)
(Dollars)
    Previous
Contract
Dayrate(3)
(Dollars)

 

Deepwater

                                                  

M.G. Hulme, Jr.

   semi    1983/1996    5,000    25,000    Libya    Gazprom    Jul-10    Jun-11    495,000 (7)   430,000

 

Harsh Environment

                                                  

Paul B. Loyd, Jr. (4),(5)

   semi    1990    2,000    25,000    UKNS    BP    May-09    Jul-12    480,000     326,000

 

Midwater Floaters

                                                  

Sedco 714 (4),(5)

   semi    1983/1997    1,600    25,000    UKNS    Total    Oct-09    Oct-10    405,000     257,000

GSF Aleutian Key

   semi    1976/2001    2,300    25,000    Congo    Premier    Jul-09    Aug-09    495,000     357,000

Transocean Legend

   semi    1983    3,500    25,000    Philippines    Burgundy Oil    Mar-09    Jul-09    550,000     411,000
               Australia    AGR    Aug-09    Jul-10    450,000     550,000

 

Standard Jackups

                                                  

GSF High Island V (4)

      1981    270    20,000    Congo    ENI    Oct-08    Mar-09    175,000     175,000

Trident IV

      1980/1999    300    25,000    Nigeria    Afren    Oct-08    Dec-08    170,000     224,000

GSF High Island VII (4),(6)

      1982    250    20,000    Cameroon    Total    Jan-09    Dec-09    170,000     160,000

GSF Labrador (4),(5)

      1983    300    25,000    UKNS    E.On    Jan-09    Oct-09    205,000     205,000
               UKNS    Dana    Oct-09    Dec-09    220,000     205,000

GSF Rig 103

      1974    250    20,000    Egypt    Petrobel    Oct-08    Dec-08    107,000     107,000

 

Fixed-Price Options

High Specification Floaters:

                                                  

 

Midwater Floaters

                                                  

Sedco 714

   semi    1983/1997    1,600    25,000    UKNS    Total    Nov-10    Dec-11    375,000     257,000

Transocean Legend

   semi    1983    3,500    25,000    Australia    AGR    Jul-10    Jan-11    450,000     450,000

 

Standard Jackups

                                                  

GSF High Island V

        1981    270    20,000    Congo    ENI    Mar-09    Jun-09    175,000     175,000

 

Footnotes:

(1) Dates shown are the original service date and the date of the most recent upgrade, if any.

(2) Expiration dates represent the company's current estimate of the earliest date the contract for each rig is likely to expire. Some rigs have two or more contracts in continuation, so the last line shows the estimated earliest availability. Many contracts permit the client to extend the contract. The out of service time represents those days in 2008 where the company anticipates that a rig will be out of service and not be available to earn an operating dayrate for a period of 14 days or longer. Please refer to the “Out of Service Days (Shipyards, Mobilizations, Etc.)” section of the Cover Page for a full description.

(3) Represents the full operating dayrate, although the average dayrate over the term of the contract will be lower and could be substantially lower. Does not reflect incentive programs which are typically based on the rig’s operating performance against a performance curve. Please refer to the “Client Contract Duration and Dayrates and Risks Associated with Operations” section of the Cover Page for a description of dayrates.

(4) Reflects the current contracted dayrate which could change due to cost escalations.

(5) Reflects the current contracted dayrate which is comprised of a foreign currency component and which could change due to foreign exchange adjustments.

(6) The term on the High Island VII may be converted to 18 months or 24 months at dayrates of $164,000 or $161,000, respectively, by December 2008.

(7) Dayrate is net of Libyan taxes.