UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): November 7, 2008 (November 5, 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) |
Registrants 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. |
Slide Presentation
On November 5, 2008, we posted a slide presentation on our website at www.deepwater.com. The slide presentation was also furnished as Exhibit 99.2 to the Current Report on Form 8-K filed that day. A revised slide presentation is furnished as Exhibit 99.1 to this Current Report on Form 8-K/A and is incorporated herein by reference. The attached slide presentation replaces the slide presentation filed November 5, 2008 which contained erroneous information. The slide presentation has also been updated on our website.
Statements contained within the slide presentation 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 include, but are not limited to projections relating to out-of-service forecasts, operating and maintenance costs trends, contract backlog, and other statements that are not historical facts. 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, rig demand and capacity, drilling industry market conditions, possible delays or cancellation of drilling contracts, work stoppages, operational or other downtime, the Companys ability to enter into and the terms of future contracts, the availability of qualified personnel, labor relations, future financial results, operating hazards, political and other uncertainties inherent in non-U.S. operations (including exchange and currency fluctuations), war, terrorism, natural disaster and cancellation or unavailability of insurance coverage, the impact of governmental laws and regulations, the adequacy of sources of liquidity, the effect of litigation and contingencies and other factors discussed in the Companys Form 10-K for the year ended December 31, 2007, and in the Companys other filings with the Securities and Exchange Commission (SEC), which are available free of charge on the SECs 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. We caution investors not to 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.
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 | Slide Presentation |
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: November 7, 2008 | By | /s/ Eric B. Brown | ||||||
Eric B. Brown | ||||||||
Senior Vice President and | ||||||||
General Counsel |
Index to Exhibits
Exhibit |
Description | |
99.1 | Slide Presentation |
Transocean Inc. Reports Third Quarter 2008 Results Exhibit 99.1 |
371 382 388 400 318 329 349 337 160 161 160 159 $50k $100k $150k $200k $250k $300k $350k $400k $450k Qtr 4 08 Qtr 1 09 Qtr 2 09 Qtr 3 09 High Specification Floaters Other Floaters Jackups Chart #1: Average Contracted Dayrate by Rig Type Qtr 4 2008 through Qtr 3 2009 (Unaudited) The Jackups category consists of our jackup fleet. Jackups The Other Floaters category is generally comprised of those non-High-Specification Floaters with a water depth capacity of less than 4,500 feet. Other Floaters The Other Deepwater Floaters include the remaining semi-submersible rigs and drillships that have a water depth capacity of at least 4,500 feet. Other High-Specification Floaters were built in the in the mid to late 1980s, are capable of drilling in harsh environments and have greater displacement than previously constructed rigs resulting in larger variable load capacity, more useable deck space and better motion characteristics. Ultra-Deepwater Floaters have high-pressure mud pumps and a water depth capability of 7,500 feet or greater. The High-Specification Floaters category is a consolidation of the Ultra-Deepwater Floaters, Other High-Specification Floaters and Other Deepwater Floaters as described below. High- Specification Floaters The weighted average contract dayrate for each rig type based on current backlog from the company's most recent Fleet Status Update Report as of November 3, 2008. Includes firm contracts only. Average Dayrate Definitions |
Chart #2: Out-of-Service Rig Months Qtr 1 2008 through Qtr 4 2009 (Unaudited) Rig time described as "shipyard" refers to periods during which a 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 excluding reactivations and upgrades. Shipyard Rig time described as "upgrade" includes the Sedco 702 and Sedco 706 which are undergoing or forecast to undergo a shipyard project to enhance the operational capabilities of the rig. Upgrade Includes mobilization and demobilization to and from operating contracts and other activities such as shipyards excluding those mobilization and demobilization periods covered in Reactivation and Upgrades. Mobilization Time when a rig is not available to earn an operating dayrate due to shipyards, contract preparation, mobilization, reactivation or upgrades. Out-of-Service Time expressed in months that each rig has been, or is forecast to be Out of Service as reflected in the company's Fleet Status Update Report as of November 3, 2008. Also includes out of service time of less than 14 days that is not disclosed in the Fleet Status report. Rig Months Definitions 16 33 20 21 18 26 19 19 6 3 6 7 5 2 3 2 5 5 3 3 0 5 10 15 20 25 30 35 40 45 50 Qtr 1 - 08A Qtr 2 - 08A Qtr 3 - 08A Qtr 4 - 08F Qtr 1 - 09F Qtr 2 - 09F Qtr 3 - 09F Qtr 4 - 09F Period ( A = actual data, F = forecast data) Shipyard Mobilization Upgrade 28 42 30 31 23 28 22 21 |
Chart
#3: Operating & Maintenance (O&M) Costs Trends (Unaudited) Our operating and maintenance costs represent all direct and indirect costs associated with the operation and maintenance of our drilling rigs. Operating and maintenance costs also includes all costs related to local and regional offices as well as all costs related to operations support, engineering support, marketing and other similar costs. The principal elements of these costs are direct and indirect labor and benefits, repair and maintenance, contract preparation expenses, insurance, boat and helicopter rentals, professional and technical fees, freight costs, communications, customs duties, tool rentals and services, fuel and water, general taxes and licenses. Labor, repair and maintenance costs, insurance premiums, personal injury losses and drilling rig casualty losses represent the most significant components of our operating and maintenance costs O&M Costs * Includes the total amount of days a rig is deemed to be out of service. This relates to times when a rig is out of service due to shipyards, mobilization and short-term idle periods. Out of Service Days Denotes the total O&M costs while a rig is out of service based upon Out of Service Days, as defined below. Out of Service costs are the difference between total operating and maintenance costs and the In-Service Costs. Out of Service Denotes the total amount of days a rig is deemed to be in- service under contract operations. This excludes all out of service time relating to shipyards, mobilization and short-term out of contract periods but includes the operational downtime of in service rigs. The average number of days may also fluctuate from quarter to quarter as a result of rigs being reactivated, sold or stacked in the quarters. Rig Operating Days Denotes the total O&M costs of a rig while in service based upon the Rig Operating Days (excluding shorebase or common support costs), as defined below. Operating Rigs Includes Integrated Services, Drilling Management Services, Oil and Gas Properties, and all shorebase or common support costs (on-shore offices, yards, pool equipment). Support & Non- Drilling Costs Definitions $36 $148 $167 $205 $82 $105 $117 $130 $216 $182 $211 $240 $425 $419 $474 $488 $599 $762 $809 $867 $62 $45 $36 $44 $73 $65 $177 $114 $- $200 MM $400 MM $600 MM $800 MM $1,000 MM $1,200 MM $1,400 MM $1,600 MM Qtr4'06 Qtr1'07 Qtr2'07 Qtr3'07 Qtr4'07 Qtr1'08 Qtr2'08 Qtr3'08 Period Drilling Management Services and Oil & Gas $ Support and Integrated Services $ Operating Rig $ Out of Service $ |
Chart
#4: Contract Backlog by Years (Unaudited) Total Contract Backlog (1) = $41.1 Billion Remaining (1) Calculated by multiplying the contracted operating dayrate by the firm contract
period from November 3, 2008 forward. Reflects firm commitments represented by signed contracts. Contract backlog excludes revenues from
mobilization, demobilization, contract preparation, integrated services and customer reimbursables. Our backlog calculation assumes that we receive the full
contractual dayrate, which could be higher than the actual Dayrate that we receive because of a number of factors (rig downtime, suspension of operations, etc.) including some beyond our control. 0.8 5.6 5.9 5.5 4.3 8.1 1.1 5.3 2.8 1.0 0.4 0.4 $0.0B $1.0B $2.0B $3.0B $4.0B $5.0B $6.0B $7.0B $8.0B $9.0B $10.0B $11.0B $12.0B 2008 2009 2010 2011 2012 2013-2020 High-Spec Fleet Remaining Fleet $1.9 $8.5 $4.7 $6.5 $8.7 $10.9 |