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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): MARCH 6, 2000
WEATHERFORD INTERNATIONAL, INC.
(Exact name of registrant as specified in charter)
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DELAWARE 1-13086 04-2515019
(State of Incorporation) (Commission File No.) (I.R.S. Employer Identification No.)
515 POST OAK BLVD., SUITE 600
HOUSTON, TEXAS 77027
(Address of Principal Executive Offices) (Zip Code)
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REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (713) 693-4000
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ITEM 5. OTHER EVENTS
DATES FOR GRANT PRIDECO SPIN-OFF
On March 6, 2000, we announced that our Board of Directors has fixed
the close of business on March 23, 2000 as the record date for the proposed
spin-off to stockholders of our Grant Prideco drilling products division. Our
Board of Directors has also revised the number of shares to be issued in the
spin-off from one share of Grant Prideco common stock for every two shares of
our common stock to one share of Grant Prideco stock for each share of our
common stock outstanding as of the close of business on March 23, 2000.
Our Board set the record date for the distribution following recent
advice from the Internal Revenue Service that a favorable written ruling on the
spin-off should be received within the next two to three weeks. The spin-off is
conditioned upon receipt of the written ruling. Following the receipt of the
ruling, an information statement relating to the spin-off will be sent to all
stockholders of record. We currently expect that the information statement will
be sent on or about March 27, 2000 and that the distribution of the shares to
the stockholders will be made on or about April 14, 2000.
A copy of the press release announcing the dates for the Grant Prideco
spin-off is filed as Exhibit 99.1 and is hereby incorporated herein by
reference.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
99.1 Press release dated March 6, 2000, announcing the dates for the
Grant Prideco Spin-off.
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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.
WEATHERFORD INTERNATIONAL, INC.
Dated: March 6, 2000 /s/ CURTIS W. HUFF
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Curtis W. Huff
Executive Vice President
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INDEX TO EXHIBITS
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Number Exhibit
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99.1 Press release dated March 6, 2000, announcing the dates for the
Grant Prideco Spin-off.
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EXHIBIT 99.1
WEATHERFORD ANNOUNCES DATES FOR GRANT PRIDECO SPIN-OFF
HOUSTON, March 6, 2000 -- Weatherford International, Inc. (NYSE:WFT) today
announced that its Board of Directors has fixed the close of business on March
23, 2000 as the record date for the proposed spin-off to stockholders of
Weatherford's Grant Prideco drilling products division. The Board of Directors
has also revised the number of shares to be issued in the spin-off from one
share of Grant Prideco common stock for every two shares of Weatherford common
stock to one share of Grant Prideco stock for each share of Weatherford common
stock outstanding as of the close of business on March 23, 2000.
The Board set the record date for the distribution following recent
advice from the Internal Revenue Service that a favorable written ruling on the
spin-off should be received within the next two to three weeks. The spin-off is
conditioned upon receipt of the written ruling. Following the receipt of the
ruling, an information statement relating to the spin-off will be sent to all
stockholders of record. Weatherford currently expects that the information
statement will be sent on or about March 27, 2000 and that the distribution of
the shares to the stockholders will be made on or about April 14, 2000.
The stock of Grant Prideco has been approved for listing on the New
York Stock Exchange under the symbol "GRP". Based on conversation with the New
York Stock Exchange, Weatherford has been advised that trading of Grant Prideco
stock on a when issued basis may begin shortly after the record date.
Bernard J. Duroc-Danner, Chairman and Chief Executive Officer of
Weatherford, stated "We are extremely pleased with the recent developments from
the Internal Revenue Service and are looking forward to the opportunities that
will be available to both companies following the spin-off. We currently expect
that the coming months will be a very active time period for both companies as
they position themselves for growth and taking advantage of improving market
conditions."
Houston-based Weatherford International, Inc.
(http://www.weatherford.com) is one of the largest global providers of
innovative mechanical solutions, technology and services for the drilling and
production sectors of the oil and gas industry. Weatherford's four divisions -
Drilling and Intervention Services, Completion Systems, Artificial Lift Systems
and Weatherford Global Compression Services - operate in over 50 countries and
employ more than 10,000 people worldwide.
Grant Prideco (http://www.grantprideco.com), headquartered in The
Woodlands, Texas, is the world's leader in drill stem technology development and
drill pipe manufacturing, sales and service, in addition to being North
America's pre-eminent source for engineered connections and premium tubulars.
# # #
Contact:
Don Galletly (713) 693-4148
This press release may contain forward-looking statements within the meaning of
the Private Securities Litigation Reform Act of 1995 concerning, among other
things, Weatherford's prospects for its operations and the integration of recent
acquisitions, all of which are subject to certain risks, uncertainties and
assumptions. These risks and uncertainties, which are more fully described in
Weatherford International, Inc.'s Annual, Quarterly and Current Reports filed
with the Securities and Exchange Commission, include the impact of oil and
natural gas prices and worldwide economic conditions on drilling activity and
the demand for and pricing of Weatherford's products. Should one or more of
these risks or uncertainties materialize, or should the assumptions prove
incorrect, actual results may vary in material aspects from those currently
anticipated.
