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): October 6, 2009
GLOBAL INDUSTRIES, LTD.
(Exact name of registrant as specified in its charters)
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| Louisiana
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0-21086
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72-1212563 |
| (State or Other Jurisdiction of
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(Commission File Number)
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(I.R.S. Employer Identification No.) |
| Incorporation or Organization) |
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| 8000 Global Drive |
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| Carlyss, Lousiana
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70665 |
| (Address of Principal Executive Offices)
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(Zip Code) |
Registrant’s Telephone Number, including Area Code: (337) 583-5000
n/a
(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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Section 8 — Other Events
This Current Report on Form 8-K is being filed by Global Industries, Ltd. (“Company,” “we,” “us,”
or “our”) to retrospectively adjust portions of the Company’s Annual Report on Form10-K for the
year ended December 31, 2008 (the “Form 10-K”) to reflect the adoption of certain new accounting
standards and to reflect a change in segment reporting related to the discontinued allocation of
corporate stewardship costs. By filing this Current Report, the
Company may incorporate these
financial statements by reference in future filings with the Securities and Exchange Commission
(the “SEC”).
On January 1, 2009, we adopted FSP APB No. 14-1, “Accounting for Convertible Debt Instruments That
May Be Settled in Cash upon Conversion (Including Partial Cash Settlement)” (“FSP APB 14-1”), which
changed the accounting for our 2.75% Senior Convertible Debentures (“Debentures”) due 2027. The
FSP requires cash settled convertible debt to be separated into debt and equity components at
issuance and a value to be assigned to each. The value assigned to the debt component is the
estimated fair value of similar bonds without the conversion feature. The difference between the
bond cash proceeds and this estimated fair value is recorded as a debt discount and amortized to
interest expense over the life of the bond. The new accounting treatment has been retrospectively
applied to prior periods resulting in changes to the previously reported balances in Property and
Equipment, net, Deferred charges, net, Long-Term Debt, Deferred Income Taxes, Additional Paid-in
Capital, and Retained earnings on the Consolidated Balance Sheets for December 31, 2008 and
December 31, 2007 and to the previously reported Interest expense, Income taxes, and Net income
(loss) on the Consolidated Statements of Operations for years ended December 31, 2008 and 2007.
On January 1, 2009, we adopted FSP EITF 03-6-1, “Determining Whether Instruments Granted in
Share-Based Payment Transactions Are Participating Securities” (“FSP EITF 03-6-1”). This FSP
addresses whether instruments granted in share-based payment transactions are participating
securities prior to vesting and, therefore, need to be included in computing earnings per share
under the two-class method described in SFAS No. 128,
“Earnings Per Share”. Our non-vested
restricted stock awards contain nonforfeitable rights to dividends and according to FSP EITF
03-6-1, should be included in computation of basic earnings per share. This FSP has been applied
retrospectively to calculations of basic and diluted earnings per common share for the prior periods presented in the Form 10-K.
During the first quarter of 2009, we discontinued allocation of corporate stewardship costs to our
reportable segments. This change has been retrospectively applied to prior periods in our segment
information reported in Footnote 18, Industry, Segment and Geographic Information. This change did
not affect our Consolidated Balance Sheet, Consolidated Statements of Operations, Consolidated
Statements of Shareholders’ Equity or Statements of Cash Flows.
Neither this Current Report nor Exhibits 99.1, 99.2 or 99.3 hereto reflect any events occurring
after December 31, 2008 or modify or update the disclosures in the 2008 Form 10-K that may have
been affected by subsequent events, except as required to reflect the effects of our retrospective
application of FSP APB 14-1, FSP EITF 03-6-1, and the discontinued allocation of corporate
stewardship costs. Accordingly, this Current Report should be read in conjunction with the Form
10-K and our filings made with the SEC subsequent to the filing of the Form10-K. We have amended
disclosures, to the extent relevant, in the following items of the Form 10-K: