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| ESV > SEC Filings for ESV > Form 8-K on 14-Oct-2009 | All Recent SEC Filings |
14-Oct-2009
Other Events, Financial Statements and Exhibits
Each Item updated in the Form 10-K is filed as a separate exhibit to this Report. The specific disclosures updated within each Item are as follows:
The consolidated balance sheets as of December 31, 2008 and 2007 and the related consolidated statements of income and cash flows for each of the years in the three-year period ended December 31, 2008, included in Part II, "Item 8. Financial Statements and Supplementary Data" (filed as Exhibit 99.1 hereto);
Sections a), m) and o) of Note 1, Note 6, Note 7, Note 10, Section a) of
Note 11, Note 13, Note 14 and Note 15 to our audited consolidated financial
statements as of December 31, 2008 and 2007 and for each of the years in
the three-year period ended December 31, 2008, included in Part II, "Item
8. Financial Statements and Supplementary Data" (filed as Exhibit 99.1
hereto);
The Introduction, Results of Operations, Liquidity and Capital Resources, Critical Accounting Policies and Estimates and New Accounting Pronouncements sections included in Part II, "Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations" (filed as Exhibit 99.2 hereto); and
Consolidated Statement of Income Data and Consolidated Balance Sheet and Cash Flow Statement Data included in Part II, "Item 6. Selected Financial Data" (filed as Exhibit 99.3 hereto).
Note 16, as well as the portion of Note 12 related to ENSCO 69, have been
removed from our audited consolidated financial statements as of December 31,
2008 and 2007 and for each of the years in the three-year period ended December
31, 2008 (filed as Exhibit 99.1). These disclosures were superseded by our
updated disclosures related to ENSCO 69 contained in Section a) of Note 11.
This filing includes updates only to the portions of Item 6, Item 7 and Item
8 of the Form 10-K that specifically relate to SFAS 160, FSP EITF 03-6-1 or the
reclassification of ENSCO 69 as discontinued operations and does not otherwise
modify or update any other disclosures set forth in the Form 10-K. The revised
Items included in this Report have not been updated for any events or
circumstances occurring or existing after the date the Form 10-K was originally
filed, except for the reclassification of ENSCO 69 as discontinued operations.
More current information related to the disposal of ENSCO 69 is contained in the
Form 10-Q. This Report should be read in conjunction with the Form 10-K (except
for Part II, Item 6, Item 7 and Item 8), the Form 10-Q and our other reports on
Form 10-Q and Form 8-K filed during 2009.
This Report and the exhibits hereto contain forward-looking statements that
are subject to a number of risks and uncertainties and are based on information
as of the date of this Report or the date the Form 10-K was originally filed, as
applicable. We assume no obligation to update these statements based on
information after the date of this Report or the date the Form 10-K was
originally filed, as applicable.
Forward-looking statements include words or phrases such as "anticipate,"
"believe," "estimate," "expect," "intend," "plan," "project," "could," "may,"
"might," "should," "will" and words and phrases of similar import. The
forward-looking statements include, but are not limited to, statements regarding
the status of ENSCO 69, future operations, industry trends or conditions and the
business environment; statements regarding future levels of, or trends in,
utilization, day rates, revenues, operating expenses, contract term, contract
backlog, capital expenditures, insurance, financing and funding; statements
regarding future construction (including construction in progress and completion
thereof), enhancement, upgrade or repair of rigs and timing thereof; statements
regarding future mobilization, relocation or other movement of rigs and timing
thereof; statements regarding future availability or suitability of rigs and
timing thereof; and statements regarding the likely outcome of litigation, legal
proceedings, investigations or insurance or other claims and timing thereof.
Forward-looking statements are made pursuant to safe harbor provisions of
the Private Securities Litigation Reform Act of 1995. Numerous factors could
cause actual results to differ materially from those in the forward-looking
statements, including:
industry conditions and competition, including changes in rig supply and
demand or new technology,
risks associated with the current global economic crisis and its impact
on capital markets and liquidity,
prices of oil and natural gas in general and the current depressed
prices in particular and the impact of commodity prices upon future
levels of drilling activity and expenditures,
further declines in rig activity which may cause us to idle or stack
additional rigs,
excess rig availability or supply resulting from delivery of new
drilling rigs,
heavy concentration of our rig fleet in premium jackups,
cyclical nature of the industry,
worldwide expenditures for oil and natural gas drilling,
the ultimate resolution of the ENSCO 69 situation in general and the
potential return of the rig or package policy political risk insurance
recovery in particular,
changes in the timing of revenue recognition resulting from the deferral
of revenues payable by our customers (which are recognized over the
contract term upon commencement of drilling operations) for mobilization
of our drilling rigs, time waiting on weather or time in shipyards,
operational risks, including hazards created by severe storms and
hurricanes,
risks associated with offshore rig operations or rig relocations in
general and in foreign jurisdictions in particular,
renegotiation, nullification, cancellation or breach of contracts or
letters of intent with customers or other parties, including failure to
negotiate definitive contracts following announcements or receipt of
letters of intent,
inability to collect receivables,
changes in the dates new contracts actually commence,
changes in the dates our rigs will enter a shipyard, be delivered,
return to service or enter service,
risks inherent to domestic and foreign shipyard rig construction, repair
or enhancement, including risks associated with concentration of our
ENSCO 8500 Seriesฎ rig construction contracts in a single foreign
shipyard, unexpected delays in equipment delivery and engineering or
design issues following shipyard delivery,
availability of transport vessels to relocate rigs,
environmental or other liabilities, risks or losses, whether related to
hurricane damage, losses or liabilities (including wreckage or debris
removal) in the Gulf of Mexico or otherwise, that may arise in the
future and are not covered by insurance or indemnity in whole or in
part,
limited availability or high cost of insurance coverage for certain
perils such as hurricanes in the Gulf of Mexico or associated removal of
wreckage or debris,
self-imposed or regulatory limitations on drilling locations in the Gulf
of Mexico during hurricane season,
impact of current and future government laws and regulation affecting
the oil and gas industry in general and our operations in particular,
including taxation as well as repeal or modification of same,
governmental action and political and economic uncertainties, including
expropriation, nationalization, confiscation or deprivation of our
assets,
terrorism or military action impacting our operations, assets or
financial performance,
our ability to attract and retain skilled personnel,
outcome of litigation, legal proceedings, investigations, or insurance
or other claims,
adverse changes in foreign currency exchange rates, including their
impact on the fair value measurement of our derivative financial
instruments,
potential long-lived asset or goodwill impairments, and
potential reduction in fair value of our auction rate securities.
In addition to the numerous factors described above, you should carefully read and consider "Item 1A. Risk Factors" in Part I and "Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations" in Part II of the Form 10-K, as updated in this Report and the exhibits thereto. You should also carefully read and consider "Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations" in Part I and "Item 1A. Risk Factors" in Part II of the Form 10-Q.
(d) Exhibits
Exhibit No. Description
23.1 Consent of Independent Registered Public Accounting Firm.
99.1 Updated Part II, "Item 8. Financial Statements and
Supplementary Data" of our Annual Report on Form 10-K for
the year ended December 31, 2008.
99.2 Updated Part II, "Item 7. Management's Discussion and
Analysis of Financial Condition and Results of Operations"
of our Annual Report on Form 10-K for the year ended
December 31, 2008.
99.3 Updated Part II, "Item 6. Selected Financial Data" of our
Annual Report on Form 10-K for the year ended December 31,
2008.
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