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)
FEBRUARY 16, 2000
Halliburton Company
(Exact name of registrant as specified in its charter)
State or other Commission IRS Employer
jurisdiction File Number Identification
of incorporation Number
Delaware 1-3492 No. 75-2677995
3600 Lincoln Plaza
500 North Akard Street
Dallas, Texas 75201-3391
(Address of principal executive offices)
Registrant's telephone number,
including area code - 214/978-2600
Page 1 of 7 Pages
The Exhibit Index Appears on Page 4
<PAGE>
INFORMATION TO BE INCLUDED IN REPORT
Item 5. Other Events
The registrant may, at its option, report under this item any events,
with respect to which information is not otherwise called for by this form, that
the registrant deems of importance to security holders.
On February 16, 2000 registrant issued a press release entitled
"Halliburton Acquires Remaining PES Shares," pertaining to, among other things,
the announcement that registrant has declared unconditional its offer to acquire
the approximately 74 percent of PES (International) Limited shares not currently
owned by registrant. Holders owning 100 percent of the PES shares not already
owned by registrant have accepted the offer. PES will become a wholly-owned
subsidiary of registrant following the registration of such shares. Registrant
is exchanging its common stock for the 74 percent of the PES shares to be
acquired by registrant and will issue 1,241,626 shares of common stock to the
former PES shareholders. Those shareholders will also receive rights for
additional consideration of 845,676 to 2,114,236 shares of registrant's common
stock over the next 30 to 36 months.
Item 7. Financial Statements and Exhibits
List below the financial statements, pro forma financial information
and exhibits, if any, filed as part of this report.
(c) Exhibits.
Exhibit 20 - Press release dated February 16, 2000.
Page 2 of 7 Pages
The Exhibit Index Appears on Page 4
<PAGE>
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.
HALLIBURTON COMPANY
Date: February 17, 2000 By: /s/ Susan S. Keith
------------------------------------
Susan S. Keith
Vice President and Secretary
Page 3 of 7 Pages
The Exhibit Index Appears on Page 4
<PAGE>
EXHIBIT INDEX
Exhibit Sequentially
Number Description Numbered Page
20 Press Release of 5 of 7
February 16, 2000
Incorporated by Reference
Page 4 of 7 Pages
The Exhibit Index Appears on Page 4
FOR IMMEDIATE RELEASE Contact: Guy T. Marcus
February 16, 2000 Vice President-Investor Relations
214/978-2691
Dirk Vande Beek
Global Public Relations
713/676-8097
HALLIBURTON ACQUIRES REMAINING PES SHARES
PES Acquisition provides Halliburton Energy Services leadership position
as provider of intelligent completion solutions.
DALLAS, Texas - Halliburton Company (NYSE:HAL) today announced that the
Company has declared unconditional its offer to acquire the approximately 74
percent of PES (International) Limited shares not currently owned by
Halliburton. Holders owning 100 percent of the PES shares not already owned by
Halliburton have accepted Halliburton's offer. After compliance with formalities
regarding registering the shares, PES will be a wholly-owned subsidiary of
Halliburton.
Halliburton is exchanging its common stock for the 74 percent of the
PES shares acquired by Halliburton. Halliburton is issuing 1,241,649 shares of
Halliburton common stock to the former PES shareholders. Those shareholders will
also receive rights for additional consideration of 845,676 to 2,114,236 shares
of Halliburton common stock over the next 30 to 36 months. In total, the initial
consideration plus rights consideration for the 74 percent of PES shares
acquired will range from 2,087,325 to 3,355,885 shares of Halliburton common
stock.
Headquartered in Aberdeen, Scotland, PES is noted for development of
innovative intervention and completion solutions and, in particular, its Surface
Controlled Reservoir Analysis and Management System (SCRAMS(TM)) technology,
which is the nerve center of Halliburton's SmartWell(TM) intelligent completion
technology. PES's revenues were approximately $47 million (U.S.) and net income
was about $1.2 million during the company's 1999 fiscal year ended March 31,
1999.
Page 5 of 7 Pages
The Exhibit Index Appears on Page 4
<PAGE>
Halliburton Company Page 2
"PES is a service company leading the revolution of well completions
technology", said Dave Lesar, president, Halliburton Company. "We believe their
high level SCRAMS(TM) intelligent completion technology is the best available
offering to date. This acquisition complements our Halliburton Energy Services
business unit's strategy to be the preferred provider of real-time reservoir
solutions."
The PES SCRAMS(TM) technology uses a telemetry system and a combination
of hydraulics and electronics to provide downhole sensing, communication and
remote control of tool functions. This combination allows real-time surface
interpretation of downhole conditions and the manipulation of production control
devices to optimize reservoir performance.
"The value of remote reservoir monitoring and control has been proven,"
said Edgar Ortiz, president, Halliburton Energy Services. "It allows the
operator of an oil field to use real-time data to actively manage the reservoir
by remote control."
Producers can reconfigure a well's architecture at will and acquire
real-time data without well intervention. Operators are able to minimize their
risk in leveraging the value of wellbores to increase total recovery over time,
varying flow regulation and to shut off or choke back water/gas after
breakthrough.
A recent installation in the North Sea is proof of the value of the
SCRAMS(TM) technology. Of the installation, the operator said, "We're already
producing from several reservoir zones simultaneously. With the SCRAMS(TM)
technology, however, we can regulate the production from the various zones more
effectively. Prior to the SCRAMS(TM) technology, if we discovered that a zone
was producing water, time-consuming and expensive work was required to shut in
that part of the formation. With the new technology, such operations can now be
conducted from a personal computer in the platform's control room."
"We are convinced that many onshore and offshore oil and gas wells will
be serviced through SmartWell(TM) intelligent completions," said Ortiz. "As this
gains market momentum, many of the traditional intervention related services
will be replaced with SmartWell(TM) intelligent completions."
"SmartWell(TM) intelligent completion technology improves reservoir
productivity and eliminates or reduces costly traditional interventions" said
Larry Kinch, chairman and CEO of PES (International) Limited. "The ability to
manage the reservoir with remote monitoring and control offers an asset manager
the opportunity to make production decisions in real-time that can result in a
significant improvement of the value of the reservoir. Initial results are
outstanding in some of the wells in which the SCRAMS(TM) technology has been
deployed. Increased flow rates have doubled cash flow, paying off the capital
equipment cost in a matter of weeks. The first personal computer workover took
place after completing a real-time reservoir analysis. A wet zone was shut in
and a dry oil zone opened up saving millions of dollars in potentially lost
Page 6 of 7 Pages
The Exhibit Index Appears on Page 4
<PAGE>
Halliburton Company Page 3
production and workover costs. What we are seeing here is the beginning of a
revolution in reservoir optimization. A single well can now do the job of
several, thereby reducing initial drilling capital expenditures while increasing
cash flow and capital payback. A future bonus will be additional total oil
recovery over and above present expectations."
SmartWell(TM) intelligent completion technology is in its early growth
stage. Currently the most common applications for intelligent completion
solutions are deepwater, subsea, remote and/or hostile locations, which
generally require substantial costs for well support work. However, as the
technology expands, SmartWell(TM) intelligent completion solutions will be used
to service the broader market of land and platform fields.
Halliburton Energy Services provides products, services and integrated
solutions for oil and gas exploration, development and production.
Halliburton Company, founded in 1919, is the world's largest provider
of products and services to the petroleum and energy industries. The company
serves its customers with a broad range of products and services through its
Energy Services Group, Engineering and Construction Group and Dresser Equipment
Group business segments. The company's World Wide Web site can be accessed at
http://www.halliburton.com.
Note: SmartWell(TM) is a trademark of Halliburton Energy Services, Inc.
SCRAMS(TM) is a trademark of PES (International) Limited
###
Note: In accordance with the Safe Harbor provisions of the Private
Securities Litigation Reform Act of 1995, Halliburton Company cautions that
statements in this press release which are forward looking and which provide
other than historical information, involve risks and uncertainties that may
impact the company's actual results of operations. Please see Halliburton's Form
10-Q for the quarter ended September 30, 1999 for a more complete discussion of
such risk factors.
Page 7 of 7 Pages
The Exhibit Index Appears on Page 4
