-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, CzCdJ3URYD1lmPhP+0jCosKTB8aHC1a5mXpSIIU6Qk8pCyocuf7wHXbs1kQnYXhc X6lOestHMfBiR32T5G0vZQ== 0000950129-02-000420.txt : 20020414 0000950129-02-000420.hdr.sgml : 20020414 ACCESSION NUMBER: 0000950129-02-000420 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20020201 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: FILED AS OF DATE: 20020201 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NOBLE DRILLING CORP CENTRAL INDEX KEY: 0000777201 STANDARD INDUSTRIAL CLASSIFICATION: DRILLING OIL & GAS WELLS [1381] IRS NUMBER: 730374541 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-11669 FILM NUMBER: 02524541 BUSINESS ADDRESS: STREET 1: 13135 SOUTH DAIRY ASHFORD STREET 2: SUITE 800 CITY: SUGAR LAND STATE: TX ZIP: 77478 BUSINESS PHONE: 7139743131 MAIL ADDRESS: STREET 1: 13135 SOUTH DAIRY ASHFORD STREET 2: SUITE 800 CITY: SUGAR LAND STATE: TX ZIP: 77478 8-K 1 h93934e8-k.txt NOBLE DRILLING CORPORATION - DATED 2/1/02 ================================================================================ UNITED STATES 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 Date of report (date of earliest event reported): February 1, 2002 NOBLE DRILLING CORPORATION (Exact name of Registrant as specified in its charter) DELAWARE 0-13857 73-0374541 (State of (Commission (I.R.S. employer incorporation) file number) identification number) 13135 SOUTH DAIRY ASHFORD, SUITE 800 SUGAR LAND, TEXAS 77478 (Address of principal executive offices) (Zip code) REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (281) 276-6100 ================================================================================ ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits Exhibit 99.1 Noble Drilling Corporation Press Release dated January 31, 2002, relating to share repurchase program. ITEM 9. REGULATION FD DISCLOSURE. The Registrant hereby incorporates by reference into this Item 9 the information set forth in its press release dated January 31, 2002, which is attached hereto as Exhibit 99.1 and will be published on the Registrant's web site at http://www.noblecorp.com. The press release is being furnished in accordance with Rule 101(e)(1) under Regulation FD and shall not be deemed to be filed. The press release contains forward-looking statements about the Registrant's business, financial condition and prospects. The Registrant's actual results could differ materially from those indicated by the forward-looking statements because of various risks and uncertainties, including, without limitation, volatility in crude oil and natural gas prices, the discovery of significant additional oil and/or gas reserves or the construction of significant oil and/or gas delivery or storage systems that impact regional or worldwide energy markets, potential deterioration in the demand for the drilling services of the Registrant and resulting declining dayrates, changes in our customers' drilling programs or budgets, the cancellation by customers of the Registrant of drilling contracts or letter agreements or letters of intent for drilling contracts or their exercise of early termination provisions generally found in the Registrant's drilling contracts, intense competition in the drilling industry, changes in oil and gas drilling technology or in our competitors' drilling rig fleets that could make our drilling rigs less competitive or require major capital investment to keep them competitive, political and economic conditions in the United States and in international markets where the Registrant operates, acts of war or terrorism and the aftermath of the September 11, 2001 terrorist attacks on the United States, cost overruns or delays on shipyard repair, maintenance, conversion or upgrade projects, adverse weather (such as hurricanes) and seas, operational risks (such as blowouts and fires), limitations on the Registrant's insurance coverage, and requirements and potential liability imposed by governmental regulation of the drilling industry (including environmental regulation). All of the foregoing risks and uncertainties are beyond the Registrant's ability to control, and in many cases, the Registrant cannot predict the risks and uncertainties that could cause its actual results to differ materially from those indicated by the forward-looking statements. When used in the press release, the words "believes", "anticipates", "expects", "plans" and similar expressions as they relate to the Registrant or its management are intended to identify forward-looking statements. 2 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. NOBLE DRILLING CORPORATION Date: February 1, 2002 By: /s/ MARK A. JACKSON --------------------------------------- Mark A. Jackson, Senior Vice President and Chief Financial Officer (Principal Financial and Accounting Officer) 3 INDEX TO EXHIBITS EXHIBIT NUMBER DESCRIPTION - ------ ----------- 99.1 Noble Drilling Corporation Press Release dated January 31, 2002, relating to share repurchase program. 4 EX-99.1 3 h93934ex99-1.txt PRESS RELEASE DATED 1/31/02 EXHIBIT 99.1 NEWS NOBLE DRILLING CORPORATION [NOBLE LOGO] 13135 SOUTH DAIRY ASHFORD, SUITE 800 SUGAR LAND, TX 77478 PHONE: 281-276-6100 FAX: 281-491-2092 ================================================================================ NOBLE DRILLING CORPORATION ANNOUNCES INCREASED AUTHORIZATION UNDER STOCK REPURCHASE PROGRAM SUGAR LAND, Texas, January 31, 2002 - Noble Drilling Corporation today announced that its Board of Directors has authorized the Company to repurchase an additional 10,000,000 shares of Common Stock (or approximately 7.6 percent of the outstanding shares) under its existing stock repurchase program. Under a prior 5,000,000 share authorization, which was granted by the Board in April 2000, the Company has to date repurchased a total of 3,696,000 shares of Common Stock and has sold put options covering 950,000 shares of Common Stock. This leaves only 354,000 shares available and unreserved out of the prior authorization. Common Stock repurchases under the prior authorization and the 10,000,000 share authorization announced today will be made from time to time on the open market or through privately negotiated transactions at prices determined by the Company. Noble Drilling Corporation is a leading provider of diversified services for the oil and gas industry. Contract drilling services are performed with the Company's fleet of 49 offshore drilling units located in key markets worldwide. The Company's fleet of floating deepwater units consists of nine semisubmersibles and three dynamically positioned drillships, seven of which are designed to operate in water depths greater than 5,000 feet. The Company's premium fleet of 34 independent leg, cantilever jackup rigs includes 21 units that operate in water depths of 300 feet and greater, four of which operate in water depths of 360 feet and greater, and 11 units that operate in water depths up to 250 feet. In addition, the Company's fleet includes three submersible units. Nine of the Company's units are capable of operating in harsh environments. - more - Over 60 percent of the fleet is currently deployed in international markets, principally including the North Sea, Brazil, West Africa, the Middle East, India and Mexico. The Company also provides labor contract drilling services, well site and project management services, and engineering services. The Company's common stock is traded on the New York Stock Exchange under the symbol "NE". Additional information on Noble Drilling Corporation is available via the world wide web at http://www.noblecorp.com. ### NDC-263 01/31/02 For additional information, contact: John T. Rynd, Vice President - Investor Relations, Noble Drilling Services Inc. Noble Drilling Corporation, 281-276-6100 -----END PRIVACY-ENHANCED MESSAGE-----