-----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, P9hdBttjw7KtrXv5OLsrQHq/okZCtIS1pGweMYVrNsyfo5udetbKyD4uWo4QaHBv Y/tbNhIwFeWzuqylR4qxxQ== 0000950129-05-007151.txt : 20050718 0000950129-05-007151.hdr.sgml : 20050718 20050718172131 ACCESSION NUMBER: 0000950129-05-007151 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050718 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050718 DATE AS OF CHANGE: 20050718 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DIAMOND OFFSHORE DRILLING INC CENTRAL INDEX KEY: 0000949039 STANDARD INDUSTRIAL CLASSIFICATION: DRILLING OIL & GAS WELLS [1381] IRS NUMBER: 760321760 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13926 FILM NUMBER: 05960088 BUSINESS ADDRESS: STREET 1: 15415 KATY FREEWAY CITY: HOUSTON STATE: TX ZIP: 77094 BUSINESS PHONE: 7134925300 MAIL ADDRESS: STREET 1: 15415 KATY FREEWAY CITY: HOUSTON STATE: TX ZIP: 77094 8-K 1 h27074be8vk.txt DIAMOND OFFSHORE DRILLING, INC. UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): JULY 18, 2005 --------------------------- DIAMOND OFFSHORE DRILLING, INC. - -------------------------------------------------------------------------------- (Exact Name of Registrant as Specified in Charter) DELAWARE 1-13926 76-0321760 - -------------------------------------------------------------------------------- (State or Other Jurisdiction (Commission File Number) (IRS Employer of Incorporation) Identification No.) 15415 KATY FREEWAY HOUSTON, TEXAS 77094 - -------------------------------------------------------------------------------- (Address of Principal Executive Offices and Zip Code) Registrant's telephone number, including area code: (281) 492-5300 ---------------------------- NOT APPLICABLE - -------------------------------------------------------------------------------- (Former name or former address, if changed since last report) Check the appropriate line below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: Written communications pursuant to Rule 425 under the Securities Act - ---- (17 CFR 230.425) Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 - ---- CFR 240.14a-12) Pre-commencement communications pursuant to Rule 14d-2(b) under the - ---- Exchange Act (17 CFR 240.14d-2(b)) Pre-commencement communications pursuant to Rule 13e-4(c) under the - ---- Exchange Act (17 CFR 240.13e-4(c)) INFORMATION TO BE INCLUDED IN THE REPORT ITEM 8.01. OTHER EVENTS On July 18, 2005, Diamond Offshore Drilling, Inc. (the "Company") issued a press release announcing that the Board of Directors of the Company has declared a quarterly cash dividend of $0.125 per common share, payable on September 1, 2005 to shareholders of record on August 1, 2005. The dividend represents a doubling of the Company's quarterly dividend. The press release also discuses the Company's belief that its financial position is strong and that its earnings outlook is positive, and as a result, that the Company's Board of Directors will in the future consider declaring a special cash dividend in the first quarter of 2006. The amount of the special cash dividend, if any, will be determined by the Board of Directors based upon the Company's financial position, earnings outlook, capital spending plans, and such other factors as the Board of Directors considers relevant. The Board of Directors may also consider paying annual special dividends in future years, if it believes that the Company's financial position, earnings outlook, capital spending plans and other relevant factors warrant such action at such time. Filed herewith is a copy of such press release. Statements in this report that contain "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, may include, but are not limited to, statements regarding positive earnings expectations. Forward-looking statements include, without limitation, statements which project, indicate or imply future results or future actions and may contain words like "consider," "expect," "intend," "plan," "will," "estimated" and "budgeted," among others. Such statements are inherently subject to a variety of risks and uncertainties that could cause actual results to differ materially from those anticipated or projected. These factors include, among others, the risk that the current favorable business outlook may change due to factors such as: the present favorable markets for the Company's services will not be maintained or may not continue to improve, as well as general economic and business conditions, changes in oil and natural gas prices, casualty losses, industry fleet capacity, changes in foreign and domestic oil and gas exploration and production activity, competition, changes in foreign, political, social and economic conditions, regulatory initiatives and compliance with governmental regulations, customer preferences and various other matters, many of which are beyond the Company's control. Given these concerns, investors and analysts should not place undue reliance on forward-looking statements. Each forward-looking statement speaks only as of the date of this report. The Company expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any forward-looking statement to reflect any change in the Company's expectations with regard thereto or any change in events, conditions or circumstances on which any forward-looking statement is based. A 2 further discussion of the risk factors that could impact these areas and the Company's overall business and financial performance can be found in the Company's reports and other filings with the Securities and Exchange Commission. ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits. Exhibit number Description -------------- ----------- 99.1 Press release of July 18, 2005 3 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. DIAMOND OFFSHORE DRILLING, INC. By: /s/ William C. Long ------------------------------------ William C. Long Vice President, General Counsel and Secretary Dated: July 18, 2005 4 EXHIBIT INDEX Exhibit number Description -------------- ----------- 99.1 Press release of July 18, 2005 5 EX-99.1 2 h27074bexv99w1.txt PRESS RELEASE EXHIBIT 99.1 FOR IMMEDIATE RELEASE CONTACT: LES VAN DYKE DIRECTOR, INVESTOR RELATIONS (281) 492-5370 DIAMOND OFFSHORE DRILLING, INC. DECLARES INCREASED CASH DIVIDEND OF $0.125 PER SHARE BOARD TO CONSIDER SPECIAL CASH DIVIDEND IN FIRST QUARTER OF 2006 Houston, Texas, July 18, 2005 -- Diamond Offshore Drilling, Inc. (NYSE: DO) announced today that its Board of Directors has declared a quarterly cash dividend of $0.125 per common share, payable on September 1, 2005 to shareholders of record on August 1, 2005. This dividend represents a doubling of the Company's prior quarterly dividend. The increased dividend reflects the strength of the Company's offshore drilling business as demonstrated by the Company's previously reported success in securing term contracts at favorable rates. The Company believes that its financial position is strong and its earnings outlook positive. As a result, the Board of Directors will consider declaring a special cash dividend in the first quarter of 2006. The amount of the special cash dividend, if any, will be determined by the Board based on the Company's financial position, earnings outlook, capital spending plans and other factors which the Board determines are relevant. The Board may consider paying annual special dividends in future years if it believes that the Company's financial position, earnings outlook, capital spending plans and other relevant factors warrant such action at that time. Diamond Offshore provides contract drilling services to the energy industry around the globe and is a leader in deepwater drilling. The Company's fleet of 44 offshore drilling rigs consists of 29 semisubmersibles, 14 jack-ups and one drillship. Additional information on Diamond Offshore Drilling, Inc. and access to the Company's SEC filings is available on the Internet at www.diamondoffshore.com. Statements in this press release may contain "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such statements include, but are not limited to, statements concerning future dividends and actions by the Company's Board of Directors, future contracts, future offshore drilling rig dayrates and terms and the Company's earnings outlook. Such statements are inherently subject to a variety of risks and uncertainties that could cause actual results to differ materially from those anticipated 6 or projected. A discussion of the risk factors that could impact these areas and the Company's overall business and financial performance can be found in the Company's reports and other filings with the Securities and Exchange Commission. These factors include, among others, general economic and business conditions, casualty losses, industry fleet capacity, changes in foreign and domestic oil and gas exploration and production activity, competition, changes in foreign, political, social and economic conditions, regulatory initiatives and compliance with governmental regulations, customer preferences and various other matters, many of which are beyond the Company's control. Given these concerns, investors and analysts should not place undue reliance on forward-looking statements. Each forward-looking statement speaks only as of the date of this press release. The Company expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any forward-looking statement to reflect any change in the Company's expectations with regard thereto or any change in events, conditions or circumstances on which any forward-looking statement is based. ##### 7 -----END PRIVACY-ENHANCED MESSAGE-----