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): July 21, 2009
ROWAN
COMPANIES, INC.
(Exact
name of registrant as specified in its charter)
|
DELAWARE
|
1-5491
|
75-0759420
|
||
|
(State
or other jurisdiction
of
incorporation)
|
(Commission
File Number)
|
(IRS
Employer
Identification
No.)
|
|
2800
Post Oak Boulevard, Suite 5450
Houston,
Texas
(Address
of principal executive offices)
|
77056
(Zip
Code)
|
(713) 621-7800
(Registrant’s
telephone number, including area code)
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:
|
¨
|
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))
|
|
Item
8.01.
|
Other
Events.
|
On July 21, 2009, Rowan Companies, Inc.
(the “Company”) completed the issuance and sale of $500,000,000 aggregate
principal amount of its 7.875% Senior Notes due 2019 (the “Notes”). In
connection with this offering of the Notes, the Company’s counsel provided the
opinions attached hereto as Exhibits 5.1 and 8.1, each of which is incorporated
herein by reference.
|
Item
9.01
|
Financial
Statements and Exhibits.
|
|
(d)
|
Exhibits.
|
|
Exhibit 5.1
|
Opinion
of Andrews Kurth LLP.
|
|
|
Exhibit 8.1
|
Opinion
of Andrews Kurth LLP regarding material U.S. federal income tax
matters.
|
|
|
Exhibit 23.1
|
Consent
of Andrews Kurth LLP (included as part of Exhibits 5.1 and
8.1).
|
|
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.
|
||
|
By:
|
/s/ William
H. Wells
|
|
|
Name:
|
William
H. Wells
|
|
|
Title:
|
Vice
President – Finance and Chief Financial Officer (Principal Financial
Officer)
|
|
EXHIBIT
INDEX
|
Exhibit 5.1
|
Opinion
of Andrews Kurth LLP.
|
|
|
Exhibit 8.1
|
Opinion
of Andrews Kurth LLP regarding material U.S. federal income tax
matters.
|
|
|
Exhibit 23.1
|
Consent
of Andrews Kurth LLP (included as part of Exhibits 5.1 and
8.1).
|
|