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) November 24, 2010
ROWAN COMPANIES,
INC.
(Exact
name of registrant as specified in its charter)
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Delaware
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1-5491
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75-0759420
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(State
or other jurisdiction of
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(Commission
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(IRS
Employer
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incorporation)
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File
Number)
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Identification
No.)
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2800
Post Oak Boulevard
Suite
5450
Houston, Texas
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77056
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code (713) 621-7800
Not applicable
(Former
name or former address, if changed since last report.)
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions (see
General Instruction A.2. below):
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[_]
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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[_]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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[_]
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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[_]
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item
1.02 Termination of a Material Definitive Agreement.
On November 24, 2010, Rowan Companies,
Inc. (the “Company”) redeemed
the remaining outstanding Skeie Drilling & Production ASA bonds issued
pursuant to the bond loan agreement dated March 6, 2007 as amended and restated
by an amendment and restatement agreement dated 15 July 2009 between Skeie
Drilling & Production ASA (now known as Rowan Drilling Norway AS) (“Rowan Norway”) and Norsk Tillitsmann ASA (the “Bond Trustee”), relating to the “11.25 % Skeie Drilling &
Production ASA Callable Bond Issue due 2007/2013”, guaranteed by SKDP 2 Limited
(the “SKDP 2 Loan
Agreement”) and the bond loan agreement dated June 29, 2007 as amended
and restated by an amendment and restatement agreement dated 15 July 2009
between Rowan Norway and the Bond Trustee, relating to the “11.25 % Skeie
Drilling & Production ASA Senior Secured Callable Bond Issue due 2007/2013
II”, guaranteed by SKDP 3 Limited (the “SKDP 3 Loan
Agreement”). Accordingly, the SKDP 2 Loan Agreement and SKDP 3
Loan Agreement were both terminated on November 24, 2010.
The bonds issued pursuant to the SKDP 2
Loan Agreement (the “SKDP 2 Bonds”) had a
par value of approximately $39.9 million ($41.3 million book value) and were
redeemed at a price of 106% of par. The total cost of
redemption of the SKDP 2 Bonds was approximately $42.2
million. The redemption resulted in a loss on debt
extinguishment totaling $0.9 million to be recognized in the fourth quarter of
2010. The Company also deposited in escrow with the Bond Trustee
approximately $0.4 million to cover interest that would accrue on the SKDP 2
Bonds until their March 8, 2011 call date pending resolution of a claim by
certain bondholders that the SKDP 2 Bonds are not redeemable until that
time. The Company expects to prevail in this matter and fully recoup
the escrowed amount.
The bonds issued pursuant to the SKDP 3
Loan Agreement (the “SKDP 3 Bonds”) had a
par value of approximately $72.8 million ($77.0 million book value) and were
redeemed at a price of 106% of par. The total cost of
redemption of the SKDP 3 Bonds was approximately $77.2 million. The
redemption resulted in a loss on debt extinguishment totaling $0.2 million
to be recognized in the fourth quarter of 2010. The Company also
deposited in escrow with the Bond Trustee approximately $3.6 million to cover
interest that would accrue on the SKDP 3 Bonds until their July 12, 2011 call
date pending resolution of a claim by certain bondholders that the SKDP 3 Bonds
are not redeemable until that time. The Company expects to prevail in
this matter and fully recoup the escrowed amount.
The foregoing summaries of the SKDP 2
Loan Agreement and SKDP 3 Loan Agreement do not purport to be complete and are
qualified in its entirety by reference to the SKDP 2 Loan Agreement and SKDP 3
Loan Agreement, which were filed as exhibits to the Company’s Current Report on
Form 8-K filed on November 5, 2010 and are incorporated herein by
reference.
Item
9.01 Financial Statements and Exhibits.
| Exhibit No. | Description |
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10.1
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Bond
Loan Agreement dated March 6, 2007 as amended and restated by an Amendment
and Restatement Agreement dated July 15, 2009 between Rowan Norway and the
Bond Trustee, relating to the “11.25 % Skeie Drilling & Production ASA
Callable Bond Issue due 2007/2013”, guaranteed by SKDP 2 Limited
(incorporated by reference to the Company’s Current Report on Form 8-K/A
filed on November 5, 2010).
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10.2
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Bond
Loan Agreement dated June 29, 2007 as amended and restated by an Amendment
and Restatement Agreement dated July 15, 2009 between Rowan Norway and the
Bond Trustee, relating to the “11.25 % Skeie Drilling & Production ASA
Senior Secured Callable Bond Issue due 2007/2013 II”, guaranteed by SKDP 3
Limited (incorporated by reference to the Company’s Current Report on Form
8-K/A filed on November 5, 2010).
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1
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.
| ROWAN COMPANIES, INC. | ||||
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Dated:
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November
29, 2010
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By:
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/s/
William H. Wells
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Name:
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William
H. Wells
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Title:
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Senior
Vice President, CFO & Treasurer
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(Principal
Financial Officer)
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