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): July 17, 2003
TRANSOCEAN INC.
(Exact name of registrant as specified in its charter)
CAYMAN ISLANDS 333-75899 66-0587307
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation or File Number) Identification No.)
organization)
4 GREENWAY PLAZA
HOUSTON, TEXAS 77046
(Address of principal executive (Zip Code)
offices)
Registrant's telephone number, including area code: (713) 232-7500
ITEM 7. Financial Statements and Exhibits.
(c) Exhibits
The following exhibit is furnished pursuant to Item 12:
99.1 Press Release issued by Transocean Inc. dated July 17, 2003.
ITEM 9. Regulation FD Disclosure.
The following information is furnished under Item 12 of Form 8-K (Results of
Operations and Financial Condition) in accordance with Securities and Exchange
Commission Release No. 33-8216.
Our press release dated July 17, 2003, concerning second quarter 2003 financial
results, furnished as Exhibit 99.1 to this report, is incorporated by reference
herein. The press release contains a measure (discussed below) which may be
deemed a "non-GAAP financial measure" as defined in Item 10 of Regulation S-K of
the Securities Exchange Act of 1934, as amended.
In the press release, we discuss net loss per diluted share, excluding the
impact of an after-tax loss from early retirement of debt, after-tax charges
associated with certain asset impairments and the favorable resolution of a
non-U.S. income tax liability. This information is provided because management
believes exclusion of the impact of the loss from retirement of debt, the
charges associated with the asset impairments and the resolution of the non-U.S.
income tax liability will help investors compare results between periods and
identify operating trends that could otherwise be masked by these items. The
most directly comparable GAAP financial measure, net loss per diluted share, and
information reconciling the GAAP and non-GAAP measures are included in the press
release.
The information furnished pursuant to this Item 9, including Exhibit 99.1, shall
not be deemed to be "filed" for the purposes of Section 18 of the Securities
Exchange Act of 1934, nor will it be incorporated by reference into any
registration statement filed by Transocean Inc. under the Securities Act of
1933, as amended, unless specifically identified therein as being incorporated
therein by reference. The furnishing of the information in this report is not
intended to, and does not, constitute a determination or admission by Transocean
Inc. that the information in this report is material or complete, or that
investors should consider this information before making an investment decision
with respect to any security of Transocean Inc.
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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 thereunto duly authorized.
TRANSOCEAN INC.
Date: July 22, 2003 By: /s/ Gregory L. Cauthen
--------------------------------
Gregory L. Cauthen
Senior Vice President and Chief
Financial Officer
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INDEX TO EXHIBITS
Exhibit Number Description
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99.1 Press Release issued by Transocean Inc. dated July 17, 2003
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