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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
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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): June 4, 1997 (May 21, 1997)
Commission File Number: 0-18309
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MARINE DRILLING COMPANIES, INC.
(Exact name of registrant as specified in its charter)
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TEXAS 74-2558926
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
ONE SUGAR CREEK CENTER BLVD. -- SUITE 600, SUGAR LAND, TEXAS 77478-3556
(Address of principal executive offices) (Zip Code)
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Registrant's telephone number, including area code: (281) 243-3000
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(Former name if changed since last report)
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(Former address if changed since last report)
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
In late May 1997, Marine Drilling Companies, Inc. ("the Company")
completed the acquisition of 93.7% of the shares of Deep Sea ASA, a
Norwegian company, listed on the Oslo Stock Exchange ("Deep Sea").
Prior thereto, the primary business activities of Deep Sea were the
construction and marketing of a Bingo 8000 design drilling rig, the
Deepsea Stavanger. As of the date of this report, only the
construction of the rig hull was completed. The acquisition price
was approximately $51,500,000 and was financed with working capital.
In addition to the rig, Deep Sea also owns the drawing and design
rights for the Bingo 8000 drilling rig.
Historical financial statements for Deep Sea are not included in
this filing as they represent primarily the acquisition costs of the
rig as a result of Deep Sea's short business history which began
when it was formed on March 19, 1996. Deep Sea has been essentially
a start-up company with no operating revenues or expenses. This
acquisition will increase the Company's property and equipment on a
consolidated basis by approximately $51,500,000 and reduce working
capital by a similar amount. The acquisition is not expected to
affect the Company's operating results in the near term.
The MARINE 700 will require additional expenditures to complete its
construction and equip it for service. At this time, the Company is
conducting a detailed engineering study to determine the cost of
these activities. The Company plans to obtain a term contract of
significant term prior to making significant additional expenditures
related to the rig. The Company's preliminary analysis indicates
that these additional expenditures will be in the range of
$140,000,000 to $175,000,000. This estimate could change materially
based upon further analysis and customer required features. The
sources of funding for the future rig completion expenditures have
not yet been determined, however, the Company anticipates that it
will seek to obtain a nonrecourse term loan for this project
subsequent to obtaining a term drilling contract therefor. Deep Sea
has subsequently been renamed Marine Drilling ASA and the Deepsea
Stavanger will soon be renamed the MARINE 700.
ITEM 7(c). EXHIBITS
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Exhibit
Number Description
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99.1 Press release dated May 21, 1997 (#97-05)
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
as amended, the Registrant has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.
MARINE DRILLING COMPANIES, INC.
(Registrant)
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Date: June 4, 1997 By: /s/ William H. Flores
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William H. Flores
Executive Vice President,
Chief Financial Officer and Director
(Principal Financial Officer)
Date: June 4, 1997 By: /s/ Joan R. Smith
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Joan R. Smith
Vice President, Controller and Secretary
(Principal Accounting Officer)
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INDEX TO EXHIBITS
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EXHIBIT
NUMBER EXHIBITS
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99.1 Press release dated May 21, 1997 (#97-05)
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EXHIBIT 99.1
NEWS RELEASE
MARINE DRILLING COMPANIES, INC. NASDAQ: MDCO
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One Sugar Creek Center Blvd., Suite 600
Sugar Land, Texas 77478-3556
DATE: MAY 21, 1997
CONTACT: WILLIAM H. FLORES
PHONE: (281) 243-3000
AT THE FINANCIAL RELATIONS BOARD:
KARL PLATH LISA FERGUSON
GENERAL INQUIRIES ANALYST INQUIRIES
(312) 640-6738 (312) 640-6788
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MARINE DRILLING ANNOUNCES ACQUISITION OF
DEEP SEA ASA AND MARINE 700
SUGAR LAND, TEXAS, MAY 21, 1997--MARINE DRILLING COMPANIES, INC.
(NASDAQ: MDCO) today announced that it has completed the acquisition of
approximately 90 percent of the outstanding shares of Deep Sea ASA of Norway.
These shares were acquired pursuant to a previously announced tender and
involved aggregate consideration of approximately $49.2 million, which was
funded from working capital.
Deep Sea's primary asset is the Deepsea Stavanger, a Bingo 8000 design
bare-deck hull built in early 1997 that can be configured as either a fourth or
fifth generation semi-submersible. In the near future, Deep Sea ASA will be
renamed Marine Drilling ASA and the rig will be renamed the MARINE 700. Also,
in accordance with Norwegian law, the Company will soon commence an offer to
acquire the shares that were not previously tendered. If all the remaining
shares are tendered, the total incremental consideration will be approximately
$5.3 million.
"We are very pleased with our latest acquisition, which fits within our
strategy of acquiring assets that can be deployed under long-term contracts,"
said Jan Rask, President and Chief Executive Officer. "We are seeking a
long-term contract for this rig, which we intend to complete and outfit for
operations in water depths of 5,000 to 6,000 feet. We expect it to be
operational in about 15 months from the time we begin the program. In addition,
we also envision that Marine Drilling ASA will be one of the vehicles we can
use to further develop our deepwater business group."
Marine Drilling now owns 16 drilling rigs which it operates in the U.S.
Gulf of Mexico, India, Southeast Asia and the Middle East. The Company's
common stock is listed on the NASDAQ Stock Market under the symbol MDCO.
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