12 Apr 2005securities registration● Neutral
GLOBALSANTAFE CORP registered additional securities for an offering already underway.
Announcements, explained
Each one in plain English, with the numbers worked through for a shareholder.
2 Mar 2005material agreement● Neutral
On February 28, 2005 the compensation committee approved forms of award notices for restricted stock units, performance units and stock options. On March 1, 2005 the independent directors approved a raise to the CEO's base salary (effective April 1, 2005) and a higher 2005 bonus target. This completes the CEO pay decision flagged in the January 2005 filing. The amounts are in the exhibits, not the filing text.
14 Feb 2005substantial holder notice● Neutral
Wellington Management Company, LLP disclosed a new substantial GLOBALSANTAFE CORP shareholding (7.53% of votes).
28 Jan 2005material agreement● Neutral
The compensation committee approved the 2005 annual bonus plan on January 24, 2005, plus new base salaries (effective April 1, 2005) and bonus targets for the CFO, General Counsel, SVP Operations and SVP Marketing. 2004 bonuses are expected to be set around February 28, 2005, and the CEO's pay is expected to be set on March 1, 2005. The figures are in the exhibits, not the filing text.
30 Nov 2004material agreement● Neutral
The board approved increases in non-employee director pay on September 10, 2004, effective October 1, 2004. The exhibit holds the pay schedule; the filing gives no amounts in its text.
4 Oct 2004contract award▲ GoodMajor
GlobalSantaFe announced that its newbuild ultra-deepwater semisubmersible GSF Development Driller I won a two-year contract from BHP Billiton Petroleum (Americas) for the U.S. Gulf of Mexico. Work is expected to start in April 2005, with a total contract value of about $157 million. This gives work to one of the two new builds in the fleet list, which had been showing it as unemployed. The release also names Jon Marshall as President and CEO, whereas earlier context had C. Stedman Garber Jr. in that role.
28 June 2004auditor change● Neutral
The GlobalSantaFe 401(k) Savings Plan, not the company itself, dismissed PricewaterhouseCoopers as the plan's auditor on June 8, 2004 and hired Mann Frankfort Stein & Lipp to audit the plan's 2003 financial statements. The filing says there were no disagreements and no adverse opinions from PwC for 2001 and 2002. This affects the employee savings plan only; the filing does not say the company's own auditor changed.
3 June 2004production update● Neutral
GlobalSantaFe furnished its routine monthly rig fleet status list as of June 3, 2004. Development Driller I's estimated delivery now reads 4Q04 (the May list said 2Q04), while Development Driller II stays at 2Q05 with its 3-year contract from early July 2005 in the low $180s thousand a day. Constellation I is shown in Trinidad on upgrades before its 3-year contract in the low $70s, and Constellation II is moving to Argentina for its 9 1/2-month commitment. The filing reports Q1 2004 miscellaneous revenues of about $20.7 million, including $9.1 million of cost reimbursements. The land rigs no longer appear on the list.
6 May 2004production update● Neutral
GlobalSantaFe furnished its monthly rig fleet status list as of May 6, 2004. The jackup count is now 46 and semisubmersibles 11, with drillships down to 3 (R.F. Bauer no longer listed), and the land rigs continue to be listed as contracted to sell, estimated effective 2nd quarter 2004. Constellation II is now in upgrades until late May 2004, followed by a move to Argentina; the Development Drillers are still listed as new builds. The filing gives no sale price or buyer for the land rigs.
8 Apr 2004production update● NeutralMajor
GlobalSantaFe furnished its monthly rig fleet status list as of April 8, 2004. The land rigs are now marked 'contracted to sell, estimated effective 2nd quarter 2004', and the drillship Glomar R.F. Bauer, previously cold stacked, is listed as retired. The GSF Constellation II is shown with a MOB to Argentina and a 9 1/2-month commitment in the low $70s thousand a day after delivery, estimated 2Q 2004. The filing does not say who the land rigs are being sold to or for how much.
4 Mar 2004production update▲ Good
GlobalSantaFe furnished its monthly rig fleet status list as of March 4, 2004. The GSF Constellation I is now moving to Trinidad (early March to early May 2004), followed by a 3-year commitment in the low $70s thousand a day, which resolves its idle period after the cancelled Myanmar job. The list also adds two new-build rigs, GSF Constellation II (shipyard delivery estimated 1Q 2004) and GSF Development Driller I (2Q 2004), plus Development Driller II (1Q 2005, with a 3-year contract from early July 2005 in the low $180s thousand a day). These are the rigs under construction noted earlier.
13 Feb 2004substantial holder notice● Neutral
Marsh & McLennan Companies, Inc, Putnam, LLC. d/b/a/ Putnam Investments, Putnam Investment Management, LLC reported a GLOBALSANTAFE CORP shareholding of 9,026,179 shares (3.80% of votes) in a periodic institutional filing.
5 Feb 2004production update● Neutral
GlobalSantaFe furnished its routine monthly rig fleet status list as of February 5, 2004. The GSF Constellation I is now shown in a Singapore shipyard from early January to early March 2004, followed by a move to the Gulf of Mexico, while the GSF Galaxy II remains available in East Canada with a 4-month commitment at $105 thousand to follow. The rest is routine contract and dayrate updates.
8 Jan 2004production update● Neutral
GlobalSantaFe furnished its routine monthly rig fleet status list as of January 8, 2004. It shows the GSF Constellation I available in Singapore from mid-December 2003 with a move to the Gulf of Mexico noted, and the GSF Galaxy II available in East Canada with a 4-month commitment to follow. The rest is routine monthly contract and dayrate updates.
4 Dec 2003production update● Neutral
GlobalSantaFe furnished its routine monthly rig fleet status list as of December 4, 2003. It shows the GSF Constellation I now in Singapore and listed as available (the earlier contract was noted as being terminated by the client in the November list). The Galaxy III is noted with a contract signed for 600 days from mid-2005 at a dayrate in the low $100s thousand. Otherwise it is routine monthly contract updates.
12 Nov 2003production update▼ Bad
GlobalSantaFe furnished its monthly rig fleet status list as of November 12, 2003, showing each rig's location, contract status and dayrate. One item stands out: the GSF Constellation I jackup, delivered in June 2003 and earlier noted as starting a Southeast Asia job in August, is listed in Myanmar with a note that it hit positioning difficulty near a platform due to seabed conditions and the client has given notice of terminating the contract. The fleet still shows 45 jackups, 9 semisubmersibles, 4 drillships, 1 platform rig and 31 land rigs. The rest is routine monthly data.
9 Sept 2003securities registration● Neutral
GLOBALSANTAFE CORP registered a securities offering with the SEC using its shelf eligibility.
8 Aug 2003securities registration● Neutral
GLOBALSANTAFE CORP filed the final prospectus for a registered offering.
29 July 2003business combination● Neutral
GlobalSantaFe filed a second amendment (July 29, 2003) to its registration for swapping the $250 million of privately placed 5% Notes due 2013 for identical SEC-registered notes. The terms are unchanged from the earlier amendments: unsecured, ranking behind subsidiaries' $977.9 million of debt and capital leases at March 31, 2003. The expiry date is still blank. It continues the exchange offer open since May 2003. The filing says three marine rigs are under construction and that 55 of 59 marine rigs were working or committed as of July 1, 2003, with two idle and two in storage.
30 June 2003listing compliance notice▼ BadMajor
GLOBALSANTAFE CORP suspended its duty to file periodic reports with the SEC.
23 June 2003business combination● Neutral
GlobalSantaFe amended its filing for the exchange of $250 million of 5% Notes due 2013 into registered notes, noting the notes are unsecured and rank behind $977.9 million of long-term debt and capital leases at its subsidiaries as of March 31, 2003. It updated the fleet: one new jackup, the GSF Constellation I, was delivered in mid-June 2003 and is contracted to start a three-well job in Southeast Asia in August, leaving three rigs under construction. This continues the May 2003 exchange offer.
9 May 2003business combination● Neutral
GlobalSantaFe filed to let holders swap $250 million of privately placed 5% Notes due 2013 for identical notes registered with the SEC. The filing does not state what the debt is for, and no proceeds come to the company from the exchange. It describes a fleet of over 100 rigs (58 marine, 31 land) with four marine rigs under construction. This is the first debt facility in the record and adds to the post-merger story.
14 Feb 2003substantial holder notice● Neutral
Marsh & McLennan Companies, Inc, Putnam, LLC. d/b/a/ Putnam Investments, Putnam Investment Management, LLC disclosed a new substantial GLOBALSANTAFE CORP shareholding (7.10% of votes).
31 Jan 2003substantial holder notice● Neutral
Montag & Caldwell, Inc disclosed a new substantial GLOBALSANTAFE CORP shareholding (5.00% of votes).
11 Dec 2001auditor change● Neutral
On December 5, 2001, GlobalSantaFe dismissed Ernst & Young and hired PricewaterhouseCoopers as its auditor, on the Audit Committee's recommendation and with board approval. The filing links this to the Global Marine merger: Global Marine is treated as the accounting acquirer, its history becomes the company's reported history, and PwC has audited Global Marine since its formation. Ernst & Young's 2000 and 1999 reports were clean and the filing reports no disagreements.
21 Nov 2001business combination● Neutral
Following the November 20, 2001 Global Marine merger, GlobalSantaFe filed a paperwork amendment (Form S-8 post-effective amendment to the merger S-4) covering 4,708,423 ordinary shares issuable under four stock option and incentive plans, including Global Marine plans whose options and performance grants it assumed at closing. No new fee was paid because the shares were registered in the original merger filing. This is a follow-through of the completed merger; each Global Marine share was converted into 0.665 GlobalSantaFe shares.
20 Nov 2001asset acquisition disposition▲ GoodMajor
The Global Marine merger closed on November 20, 2001 after both sets of shareholders approved it, and Santa Fe International became GlobalSantaFe Corporation. About 118 million new ordinary shares were issued to Global Marine holders at 0.665 per share, bringing the total to about 233 million shares, and shares trade on the NYSE as 'GSF' from November 21. This resolves the pending merger announced in August. GlobalSantaFe intends to continue Global's drilling business, with a 14-member board split seven from each company, Bob Rose as chairman and Sted Garber as president and CEO; its fleet is 59 offshore rigs and 31 land rigs. Pro forma financial information was not yet included and is promised by a later amendment.
17 Oct 2001securities registration● Neutral
GLOBALSANTAFE CORP filed the final prospectus for a registered offering.
12 Oct 2001business combination● Neutral
Santa Fe filed an amended S-4 that fills in the blanks from the earlier draft: both companies' shareholder meetings are set for November 20, 2001, with a record date of October 15, 2001. Both boards unanimously recommend voting for the merger. The cover letter now says Global Marine holders will own 'slightly more than 50%' instead of the earlier 50.6% figure. This continues the pending Global Marine merger.
27 Sept 2001business combination● Neutral
Santa Fe filed its registration statement (Form S-4) to issue up to 127,054,129 ordinary shares to Global Marine holders in the merger, along with a draft joint proxy statement. Shareholders will vote on the share issuance, the change of name to GlobalSantaFe Corporation and amendments to the company's constitutional documents, and all three must pass for the merger to proceed. Meeting dates were still blank in this draft. This continues the August 2001 merger agreement.