Refuting Carl Icahn's statements, Transocean Ltd. (RIG) said it believes Icahn's proposals are misguided and highlight his poor understanding of the cyclical and capital-intensive nature of the offshore drilling industry.
In its presentation to its shareholders, Transocean urged them to support for the company's five Director nominees and reiterated that the Board's proposed $2.24 per share dividend will maximize value creation for its shareholders.
The company also urged its shareholders to vote FOR the Board's proposal that its authority to issue shares out of the company's authorized share capital be renewed for an additional two-year period. The Board's current authority will expire on May 13, 2013. While the Board currently has no plans to issue shares under this authorization, extending this authority provides the company with additional flexibility to pursue value-enhancing opportunities in accordance with its disciplined capital allocation strategy, the company said.
Transocean said in the presentation that Icahn continues to disseminate information that relies upon superficial analysis, is misleading or, is simply false. The company believes he has failed to invest the requisite time and effort necessary to fully understand its business, its industry as a whole, or even the manner in which it generates operational and financial returns.
In addition, the company said it does not believe that Icahn or his nominees have offered a plan or strategy for the company other than the extraction of an unsustainable dividend.
The company's 2013 Annual General Meeting will be held at 5 p.m. CEST, on May 17, 2013, in Zug, Switzerland.
In March, Transocean said its board have shot down billionaire activist investor Carl Icahn's proposal for a dividend of $4.00 per share and to nominate three candidates for election to Transocean's Board. Icahn has also proposed to repeal the company's staggered board structure.
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