History
GlobalSantaFe formed in 2001 by merging Santa Fe and Global Marine, grew as an offshore driller, then was bought by Transocean in November 2007.
2001-2003: A merger creates GlobalSantaFe
Santa Fe International agreed on August 31, 2001 to merge with Global Marine in an all-share deal. Each Global Marine share converted into 0.665 Santa Fe ordinary shares, leaving Santa Fe holders with about 49.4% of the combined company and Global Marine holders about 50.6%. Kuwait Petroleum Corporation, which held about 37.7% of Santa Fe through SFIC Holdings (Cayman), agreed to vote in favour.
The merger closed on November 20, 2001, and the company became GlobalSantaFe Corporation. About 118 million new shares were issued, bringing the total to about 233 million, and the shares began trading on the NYSE as 'GSF' on November 21. The board was split seven from each side, with Bob Rose as chairman and Sted Garber as president and CEO. The fleet stood at 59 offshore rigs and 31 land rigs. In June 2003 the company suspended its duty to file periodic reports with the SEC.
2004-2005: New rigs and a Kuwaiti sell-down
By April 2004 the land rigs were marked as contracted to sell, and the old drillship Glomar R.F. Bauer was listed as retired. A later release confirmed the land drilling operations were sold in May 2004, though the buyer and price were never stated. In October 2004 the newbuild ultra-deepwater semisubmersible (a floating rig for very deep water) GSF Development Driller I won a two-year contract from BHP Billiton Petroleum (Americas) in the U.S. Gulf of Mexico, worth about $157 million. Jon Marshall was by then named as President and CEO.
Development Drillers I and II were delivered in the first quarter of 2005. First-quarter net income was $50.2 million on revenues of $488.6 million, against $8.7 million on $380.0 million a year earlier.
Kuwait's stake moved into public hands in two steps. In April 2005 the company sold 23,500,000 shares to the public and bought the same number back from SFIC Holdings, then retired them. In December 2005 it repeated this with 20,000,000 shares. Shares outstanding did not change and the company received no net cash.
2005-2006: Rising dividends and a legal fight
The board doubled the quarterly dividend from 7.5 to 15 cents in June 2005, then raised it 50% to 22.5 cents in December 2005. That month the company also reported that Transocean had won a partial summary judgment in its patent suit over dual activity rigs, on whether the rigs' apparatus fell within the patents' scope, which the company said it never contested. The validity of the patents was still to be tried. The company was also in talks with a customer about building another ultra-deepwater semisubmersible, with nothing signed. In August 2006 it signed a five-year, $500 million revolving credit facility with Citibank, Wells Fargo and other banks; nothing had been borrowed by August 18.
2007-2008: Sold to Transocean
On July 21, 2007 GlobalSantaFe agreed to merge with Transocean. Each share would receive 0.4757 Transocean shares plus $22.46 in cash. A $15.0 billion bridge loan commitment from Goldman Sachs Credit Partners and Lehman entities backed the deal. The proxy statement valued it at about $15.48 billion and expected about 318 million Transocean shares afterward, about 34% held by former GlobalSantaFe holders. Shareholder meetings were set for November 9, 2007.
The merger closed on November 27, 2007, with GlobalSantaFe merging into Transocean Worldwide Inc., the surviving subsidiary. Transocean paid the cash from its bridge loan. The shares were delisted from the NYSE, and in January 2008 the company terminated the registration of its securities, ending its reporting obligations. As of January 16, 2008 it had no separate operations. The outcome of the patent suit was not seen in the filings.
Written from the 16 story beats below (2001 to 28 Jan 2008), which come from the company's own announcements and filings.