0000899243-01-501512.txt : 20011009 0000899243-01-501512.hdr.sgml : 20011009 ACCESSION NUMBER: 0000899243-01-501512 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20010928 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20010928 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GLOBAL MARINE INC CENTRAL INDEX KEY: 0000041850 STANDARD INDUSTRIAL CLASSIFICATION: DRILLING OIL & GAS WELLS [1381] IRS NUMBER: 951849298 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-05471 FILM NUMBER: 1748913 BUSINESS ADDRESS: STREET 1: 777 N ELDRIDGE RD CITY: HOUSTON STATE: TX ZIP: 77079 BUSINESS PHONE: 2815965100 FORMER COMPANY: FORMER CONFORMED NAME: GLOBAL MARINE EXPLORATION CO DATE OF NAME CHANGE: 19670629 8-K 1 d8k.txt FORM 8-K ================================================================================ 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) September 28, 2001 (September 28, 2001) GLOBAL MARINE INC. (Exact name of registrant as specified in charter) Delaware 1-5471 95-1849298 (State or other jurisdiction of (Commission (I.R.S. Employer incorporation or organization) file number) Identification No.) 777 N. Eldridge Parkway, Houston, Texas 77079-4493 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (281) 596-5100 ================================================================================ ITEM 5. OTHER EVENTS On September 28, 2001, Global Marine Inc. issued a news release reporting that early termination of the Hart-Scott-Rodino antitrust review filing period was granted in connection with the proposed Global Marine Inc./Santa Fe International Corporation merger, and that Santa Fe International filed a Form S-4 registration statement with the Securities and Exchange Commission in connection with the merger. The news release is included as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits 99.1 Global Marine Inc. News Release dated September 28, 2001. 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. GLOBAL MARINE INC. Date: September 28, 2001 By: /s/ Alexander A. Krezel ---------------------------------------------- Alexander A. Krezel Vice President, Corporate Secretary and Assistant General Counsel INDEX TO EXHIBITS Exhibit Number Description ------ ----------- 99.1 Global Marine Inc. News Release dated September 28, 2001. EX-99.1 3 dex991.txt PRESS RELEASE EXHIBIT 99.1 [Global Marine Inc. Logo] NEWS RELEASE GLOBAL MARINE INC. 777 N. ELDRIDGE PKWY., HOUSTON, TX 77079-4493 (281) 596-5100 FAX (281) 596-5163 Contact Information: Investors: Michael Dawson (281) 596-5809 Media: Stephanie Price (281) 596-5816 GLOBAL MARINE COMPLETES HART-SCOTT-RODINO ANTITRUST REVIEW HOUSTON, September 28, 2001 - Houston-based offshore drilling contractor Global Marine Inc. (NYSE:GLM) announced today that early termination of the Hart-Scott- Rodino antitrust review filing period was granted. This is one of the regulatory approvals required before the Global Marine/Santa Fe International Corporation (NYSE:SDC) merger can be consummated. In addition, Santa Fe International filed a Form S-4 registration statement with the Securities and Exchange Commission that includes the joint proxy statement of both companies. The Form S-4 can be accessed on Global Marine's website at www.glm.com Houston-based Global Marine is a premier international offshore drilling contractor with one of the industry's youngest, most diversified and technologically advanced drilling fleets. The company's premium mobile drilling units include jackups, semisubmersibles and dynamically positioned ultra- deepwater drillships. In addition, the company is the world's leading provider of drilling management services, including turnkey, project management and daywork drilling. # # # ADDITIONAL INFORMATION In connection with their proposed merger, Global Marine Inc. and Santa Fe International Corporation filed a preliminary joint proxy statement/prospectus with the Securities and Exchange Commission on September 27, 2001. INVESTORS AND SECURITY HOLDERS ARE URGED TO CAREFULLY READ THE FINAL JOINT PROXY STATEMENT/PROSPECTUS REGARDING THE PROPOSED TRANSACTION (WHEN AVAILABLE), BECAUSE IT WILL CONTAIN IMPORTANT INFORMATION. Investors and security holders may obtain a free copy of the final joint proxy statement/prospectus (when available) and other documents containing information about Global Marine Inc. and Santa Fe International Corporation, without charge, at the SEC's web site at www.sec.gov. Copies of the final joint proxy statement/prospectus and the SEC filings that will be incorporated by reference in the final joint proxy statement/prospectus may also be obtained for free by directing a request to either: Investor Relations, Global Marine Inc., Michael R. Dawson, Phone: 281-596-5100, Fax: 281-596-5163, or Investor Relations, Santa Fe International Corporation, Richard Hoffman, Phone: 972-701- 7950, Fax: 972-701-7737. PARTICIPANTS IN SOLICITATION Global Marine Inc. and Santa Fe International Corporation and their respective directors and executive officers may be deemed to be participants in the solicitation of proxies from their respective stockholders in connection with the proposed merger. Kuwait Petroleum Corporation may also be deemed to be a participant in the solicitation. Information concerning Global Marine Inc.'s participants in the solicitation is set forth in Global Marine Inc.'s Current Report on Form 8-K that was filed with the Securities and Exchange Commission on September 4, 2001, and information concerning Santa Fe International Corporation's and Kuwait Petroleum Corporation's participants in the solicitation is set forth in Santa Fe International Corporation's Current Report on Form 8-K that was filed with the Securities and Exchange Commission on September 4, 2001.