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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
DECEMBER 5, 2000
(Date of Report)
R&B Falcon Corporation
(Exact name of registrant as specified in its charter)
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<S> <C> <C>
DELAWARE 1-13729 76-0544217
(State or other (Commission (I.R.S. Employer
jurisdiction of File Number) Identification No.)
incorporation)
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901 THREADNEEDLE
HOUSTON, TEXAS 77079
(Address of principal executive offices) (Zip Code)
(281) 496-5000
(Registrant's telephone number,
including area code)
NOT APPLICABLE
(Former name or former address, if changed since last report)
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ITEM 5. OTHER EVENTS
On November 30, 2000, R&B Falcon Corporation (the "Company") announced
that the cash tender offer of its 13-7/8% Senior Cumulative Redeemable Preferred
Stock (the "Preferred Stock"), which commenced on October 27, 2000, expired at
5:00 p.m. (Eastern Time) on Wednesday, November 29, 2000. A total of 369,307.049
shares, out of a total of 369,343.099 outstanding shares, of the Preferred Stock
were tendered in the tender offer.
The Company accepted all of the tendered shares of Preferred Stock
under the terms of the tender offer. The settlement date for the payment of the
tender offer price of $1,300 per share was Friday, December 1, 2000. The
remaining 36.050 shares of Preferred Stock that were not tendered in the tender
offer will be redeemed on December 15, 2000 at a price of $1,156.09 per share.
The transaction is described in the press release attached hereto as Exhibit
99.1.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) - (b) Neither financial statements nor pro forma financial
information are required to be filed with this report.
(c) Exhibits.
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99.1 Press Release issued by Registrant dated
November 30, 2000 announcing the results of
the cash tender offer of the Registrant's
13-7/8% Senior Cumulative Redeemable
Preferred Stock.
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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.
R&B FALCON CORPORATION
(Registrant)
Dated: December 4, 2000 By: /s/ Tim W. Nagle
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Tim W. Nagle, Executive Vice President and
Chief Financial Officer
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EXHIBIT INDEX
Exhibit Description
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99.1 Press Release issued by Registrant dated
November 30, 2000 announcing the results of
the cash tender offer of the Registrant's
13-7/8% Senior Cumulative Redeemable
Preferred Stock.
