SANTA FE INTERNATIONAL CORP/
6-K, 1998-11-25
DRILLING OIL & GAS WELLS
Previous: NATIONSCREDIT GRANTOR TRUST 1997-1, 8-K, 1998-11-25
Next: GROUP MAINTENANCE AMERICA CORP, 8-K, 1998-11-25



<PAGE>   1

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549


                                    FORM 6-K

                            REPORT OF FOREIGN ISSUER

                      PURSUANT TO RULE 13a-16 OR 15d-16 OF

                       THE SECURITIES EXCHANGE ACT OF 1934

                         For the month of November, 1998
                          (Second filing for the month)

                       SANTA FE INTERNATIONAL CORPORATION
                 (Translation of registrant's name into English)

                5420 LBJ Freeway, Suite 1100, Dallas, Texas 75240
                    (Address of principal executive offices)

     Indicate by check mark whether the registrant files or will file annual
                  reports under cover Form 20-F or Form 40-F.

                              Form 20-F X Form 40-F
                                       ---         ---
   Indicate by check mark whether the registrant by furnishing the information
    contained in this Form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

                                 Yes   No X
                                    ---  ---

<PAGE>   2







PRESS RELEASE

         Enclosed herewith as Exhibit 1 is a copy of the Registrant's Press
Release dated November 24, 1998.



EXHIBITS


    1        Press Release dated November 24, 1998.




                                      -2-


<PAGE>   3



                                   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, thereunto duly authorized.

                                              SANTA FE INTERNATIONAL
                                              CORPORATION
                                                    (Registrant)


Date: November 24, 1998                       By: /s/ CARY A. MOOMJIAN, JR.
                                                  ----------------------------
                                                  Cary A. Moomjian, Jr.
                                                  Vice President, Secretary and
                                                  General Counsel



<PAGE>   4



                                    EXHIBITS

<TABLE>
<CAPTION>


Exhibit           Document                                       Page
- -------           --------                                       ----
<S>               <C>                                            <C>
  1               Press Release dated November 24, 1998.          5
</TABLE>



<PAGE>   1




                                                                       EXHIBIT 1

                 [SANTE FE INTERNATIONAL CORPORATION LETTERHEAD]

                                                                    NEWS RELEASE



FOR IMMEDIATE RELEASE                              For More Information Contact:
                                            Michelle Appleby, Investor Relations
                                                           Phone: (972) 701-7524
                                                             Fax: (972) 701-7892
                                                                 www.sfdrill.com


                       Santa Fe International Corporation
                     Announces Changes in Board of Directors

Dallas, November 24, 1998 -- Santa Fe International Corporation (NYSE:SDC)
announced today that Messrs. Khalid Y. Al-Fulaij, Abdulmalik M. Al-Gharabally
and Abdullah H. Al-Roumi have resigned from its Board of Directors as a
consequence of recent organizational changes within Kuwait Petroleum
Corporation, Santa Fe's majority shareholder.

The Board has acted to fill the vacancies upon recommendation of its Nominating
Committee, appointing Dr. Richard N. Haass, Mr. Khaled R. Al-Haroon and Mr.
Stephen J. Solarz as Directors. The Board is now comprised of Mr. Gordon M.
Anderson, Dr. Richard N. Haass and Mr. Khaled R. Al-Haroon as Class I Directors
with terms expiring in 2001; Messrs. Ferdinand A. Berger, Stephen J. Solarz and
Nader H. Sultan as Class II Directors with terms expiring in 1999; and Messrs.
C. Stedman Garber, Jr., Sami F. Al-Rushaid and Robert E. Wycoff as Class III
Directors with terms expiring in 2000.

Dr. Richard N. Haass is Director of Foreign Policy Studies at the Brookings
Institution. A widely quoted expert on contemporary American foreign policy, Dr.
Haass also consults for NBC News, is a frequent contributor to foreign affairs
journals and major newspapers and is an author of several books. Dr. Haass has
extensive government experience and served as Special Assistant to President
George Bush and Senior Director on the staff of the National Security Council.
He was awarded the Presidential Citizens Medal for his contribution to the
development of U.S. policy during Operations Desert Shield and Desert Storm, has
held various posts in the Departments of State and Defense, and was a
legislative aide in the U.S. Senate.

Mr. Khaled R. Al-Haroon serves on the Board of Kuwait Petroleum Corporation and
as Managing Director of International Operations. He also serves as the
Chairman-Oils Sector Loss Assessment Committee and is the Deputy Chairman of
Kuwait Petroleum Corporation's Higher Tender Committee. His career began in 1974
with the International Marketing Group of the Kuwait National Petroleum Company.
Since 1980, Mr. Al-Haroon has held various management positions at Kuwait
Petroleum Corporation.

Mr. Stephen J. Solarz is President of Solarz Associates, an international
consulting firm. He also is a Director of the George Washington University
Foreign Policy Forum, Vice Chairman of the International Crisis Group, and a
Senior Counselor at APCO Associates. Mr. Solarz serves on the Board of several
corporations including Samsonite, IRI International and the First Philippine
Fund, 





<PAGE>   2


and is a Director of the National Endowment for Democracy, the International
Rescue Committee, the National Democratic Institute and the Balkan Action
Council Steering Committee. Mr. Solarz has served in public office for
twenty-four years, both in the New York Assembly and in the U.S. House of
Representatives. As a Congressman, Mr. Solarz served on various committees,
including the House Foreign Affairs Committee where he chaired the Subcommittee
on Africa and the Subcommittee on Asian and Pacific Affairs. He was appointed by
President Clinton as Chairman of the Board of the Central Asian-American
Enterprise Fund, served as President Clinton's special envoy to Cambodia and
co-chaired the national Democratic Institute's election observer delegation.

Santa Fe's Chairman of the Board, Gordon Anderson, commented, "The resignations
of Messrs. Khalid Al-Fulaij, Abdulmalik Al-Gharabally and Abdullah Al-Roumi are
a consequence of recent organizational changes within Kuwait Petroleum
Corporation, Santa Fe's major shareholder. We regret the loss of these capable
Directors, and welcome each new member to our Board. We believe the extensive
international knowledge and experience of Dr. Haass and Messrs. Al-Haroon and
Solarz will bring valuable insight to the Board."

Santa Fe International Corporation is a leading international offshore and land
contract driller. The Company owns and operates a high quality, technologically
advanced fleet of 27 marine drilling rigs and 31 land drilling rigs and is a
provider of drilling related services to the petroleum industry, including third
party rig operations, incentive drilling, and drilling engineering and project
management services. The Company currently operates in 16 countries throughout
the world.

                                       ###

Statements made in this document that state the Company's or management's
intentions, hopes, plans, estimates, beliefs, expectations, anticipations or
predictions of the future and words of similar import are "forward-looking
statements" within the meaning of the Private Securities Litigation Reform Act
of 1995. Although the Company believes that the expectations reflected in such
forward-looking statements are reasonable, it can give no assurance that such
expectations will prove to have been correct. Important factors with respect to
such forward-looking statements, including risks and uncertainties that could
cause actual results to differ materially from the Company's expectations are
disclosed from time to time in the Company's SEC filings including but not
limited to the Company's Prospectus dated June 9, 1997, incorporated in
Registration Statement No. 33-66912 on Form F-1, the Company's Form 20-F report
for the six months ended December 31, 1997, and the Company's Form 6-K report
for the quarter ended September 30, 1998. Copies of these filings may be
obtained by contacting the Company, the SEC, or through the SEC EDGAR system at
the SEC web site.




© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission