SMITH INTERNATIONAL INC
8-K, 1999-07-26
MISCELLANEOUS CHEMICAL PRODUCTS
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<PAGE>   1


                       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


                                  July 26, 1999
                                 Date of Report
                        (Date of earliest event reported)



                            SMITH INTERNATIONAL, INC.
             (Exact name of Registrant as specified in its charter)



           Delaware                      1-8514                 95-3822631
(State or other jurisdiction of        (Commission           (I.R.S. Employer
 incorporation or organization)        File Number)          Identification No.)


                               16740 Hardy Street
                                 Houston, Texas
                    (Address of principal executive offices)


                                      77032
                                   (Zip Code)


                                 (281) 443-3370
              (Registrant's telephone number, including area code)

<PAGE>   2

ITEM 5:  OTHER EVENTS

         A copy of the press release announcing the Company's results for the
second quarter of 1999 is filed as Exhibit 99.1 and is hereby incorporated
herein by reference.




<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 hereunto duly authorized.

                                   SMITH INTERNATIONAL, INC.


                                        /s/ NEAL S. SUTTON
                                   -----------------------
                                   By:  Neal S. Sutton
                                        Senior Vice President - Administration,
                                        General Counsel and Secretary

Date: July 26, 1999


<PAGE>   4


                                 EXHIBIT INDEX


    EXHIBIT NO.                   DESCRIPTION
    -----------                   -----------
        99.1            Press Release dateded July 22, 1999

<PAGE>   1


                                                                    Exhibit 99.1
PRESS RELEASE

- --------------------------------------------------------------------------------
SMITH INTERNATIONAL, INC.
P.O. BOX 60068
HOUSTON, TX 77205-0068
WEBSITE ADDRESS:  smith.com

FOR RELEASE
THURSDAY, JULY 22, 1999

CONTACT:      MARGARET K. DORMAN
              CHIEF FINANCIAL OFFICER
              (281) 443-3370

                        SMITH INTERNATIONAL, INC. REPORTS
                             SECOND QUARTER RESULTS

     HOUSTON, Texas (July 22, 1999)... Smith International, Inc. (NYSE, PSX:
SII) today announced results for the second quarter which included a net loss of
$3.0 million, or six cents per share. After including after-tax merger and
restructuring charges of $37.2 million associated with the Wilson Industries
transaction, the Company reported a net loss of $7.5 million, or 16 cents per
share, in the prior year quarter. The net loss for the second quarter of 1999
primarily results from delays in completing the drilling fluids joint venture
with Schlumberger Limited which impacted reported interest costs for the period.

      Revenues for the second quarter of 1999 were $389.7 million, reflecting a
30 percent decline from the prior year quarter. Over half of the revenue
decrease was reported in the U.S. where the average number of rigs drilling for
oil and gas was approximately 40 percent lower year-to-year. The decline in
worldwide activity levels has resulted in reduced demand for the Company's
products and services in all geographic regions with the exception of Canada.
Canadian revenues were impacted by the purchase of a majority ownership interest
in C.E. Franklin, Ltd. acquired as part of the ConEmsco transaction which closed
May 28, 1999. After excluding revenues from acquisitions, revenues were 34
percent below second quarter 1998 levels.

<PAGE>   2

     For the six months ended June 30, 1999, the Company reported net income of
$3.6 million, or seven cents per share on a diluted basis, on revenues of $786.7
million. Earnings for the comparable period of the prior year were $26.1
million, or $0.54 per share on a diluted basis, on revenues of $1,136.7 million.

     M-I Fluids' revenues for the second quarter of 1999 were $161.7 million, a
28 percent decline from the prior year quarter. The majority of the revenue
decline from the second quarter of the prior year related to reduced customer
spending outside of North America, primarily Latin America and Europe/Africa
which were impacted by the lower level of drilling activity.

     M-I SWACO reported revenues of $22.2 million, a 39 percent decrease over
the second quarter of 1998. The largest portion of the revenue decline was
reported in the U.S. and Latin America and related to a combination of lower
activity levels and the completion of several projects during the quarter.

     Smith Bits' revenues were $54.3 million for the second quarter, a 32
percent decrease over the comparable period of the prior year. The revenue
decrease was primarily associated with lower three-cone petroleum bit sales in
North America attributable to the 40 percent decline in drilling activity.

     Smith Drilling & Completions' revenues declined to $54.4 million, a
decrease of 38 percent over the second quarter of 1998. The major revenue
declines were reported in the U.S. and Europe/Africa which experienced
significant reductions in activity levels from the prior year quarter. Decreased
tubular sales, which declined 78 percent over the prior year quarter, and lower
demand for remedial products and services contributed to the revenue decline.

<PAGE>   3

     Wilson Supply revenues decreased 24 percent from the second quarter of 1998
to $97.1 million. The revenue decline was reported in the U.S. and related to
the impact of lower activity levels which were partially offset by incremental
revenues from the ConEmsco transaction. Reduced product sales to the upstream
sector contributed to the majority of the decrease with lower tubular sales
accounting for over 60 percent of the reported decline. Excluding the impact of
acquired operations, revenues were 42 percent below second quarter 1998 levels.

     Commenting on the results, Chairman and CEO, Doug Rock stated, "We believe
we saw this downturn's low point in the second quarter and our results clearly
reflect the decline in activity levels. Although we expect a modest recovery for
the last half of the year, our outlook is encouraging due to several factors
including closing the Schlumberger joint venture and recently being awarded
several new fluids contracts in the North Sea."

     Loren Carroll, Executive Vice President also noted that, "Continued focus
on improving our balance sheet has generated working capital reductions which
have been used to reduce our outstanding borrowings. Completing the Schlumberger
transaction subsequent to quarter-end has also benefited our balance sheet by
lowering our debt to total capitalization to the 30 percent range and providing
us with a platform to pursue opportunities for growth."

     Smith International, Inc. is a leading worldwide supplier of premium
products and services to the oil and gas exploration and production industry
through its five principal business units - M-I Fluids, M-I SWACO, Smith Bits,
Smith Drilling & Completions and Wilson Supply.

     Unaudited financial highlights follow:


<PAGE>   4

                            SMITH INTERNATIONAL, INC.
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                      (IN THOUSANDS, EXCEPT PER SHARE DATA)
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                      Three Months Ended             Six Months Ended
                                                           June 30,                      June 30,
                                                    -----------------------     -------------------------
                                                      1999           1998          1999           1998
                                                   ----------     ---------     ----------    -----------
<S>                                                <C>            <C>           <C>           <C>
Revenues..................................         $  389,695     $ 557,749     $  786,717    $ 1,136,682

Costs and expenses:
   Cost of revenues.......................            291,010       384,873        576,693        781,960
   Selling expenses.......................             70,791        86,480        140,698        173,030
   General and administrative expenses....             21,479        20,397         39,801         42,601
   Merger and restructuring costs.........                  -        55,000              -         55,000
                                                   ----------     ---------     ----------    -----------
     Total costs and expenses.............            383,280       546,750        757,192      1,052,591
                                                   ----------     ---------     ----------    -----------

Earnings before interest and taxes........              6,415        10,999         29,525         84,091

Interest expense, net.....................             11,297         9,813         23,372         18,926
                                                   ----------     ---------     ----------    -----------

Income (loss) before income taxes and
   minority interests.....................             (4,882)        1,186          6,153         65,165

Income tax provision (benefit)............             (1,455)        2,322          3,495         21,636
                                                   ----------     ---------     ----------    -----------

Income (loss) before minority interests...             (3,427)      (1,136)          2,658         43,529

Minority interests........................               (406)        6,356           (927)        17,444
                                                   ----------     ---------     ----------    -----------

Net income (loss).........................          $  (3,021)    $  (7,492)    $    3,585    $    26,085
                                                    =========     =========     ==========    ===========

Earnings (loss) per share:
   Basic..................................          $   (0.06)    $   (0.16)    $     0.07    $      0.55
                                                    =========     =========     ==========    ===========
   Diluted................................          $   (0.06)    $   (0.16)    $     0.07    $      0.54
                                                    =========     =========     ==========    ===========

Weighted average shares outstanding:
   Basic..................................             48,421        47,793         48,291         47,683
   Diluted................................             48,421        47,793         48,852         48,155


OTHER DATA:
Depreciation and Amortization.............          $  18,494     $  17,018     $   37,257    $    34,020
                                                    =========     =========     ==========    ===========
Capital Spending (a)......................          $  13,276     $  32,168     $   26,591    $    67,382
                                                    =========     =========     ==========    ===========
</TABLE>

NOTE (a):
Capital spending is reported gross and not reduced for the proceeds arising on
lost-in-hole sales or sales of fixed asset equipment replaced. The net capital
spending was approximately $18.6 million and $59.5 million for the first six
months of 1999 and 1998, respectively.



<PAGE>   5


                            SMITH INTERNATIONAL, INC.
                                REVENUE ANALYSIS
                               ($'S IN THOUSANDS)
                                   (UNAUDITED)
REVISED
- -------


<TABLE>
<CAPTION>
                                                                            THREE MONTHS
                                                                           ENDED JUNE 30,
                                                                     --------------------------
                                                                        1999            1998
                                                                     ----------      ----------
<S>                                                                  <C>             <C>
        M-I FLUIDS                                                   $  161,682      $  225,241

        M-I SWACO                                                        22,210          36,496

        SMITH BITS                                                       54,298          80,292

        SMITH DRILLING & COMPLETIONS                                     54,412          88,100

        WILSON SUPPLY                                                    97,093         127,620
                                                                     ----------      ----------

        TOTAL                                                        $  389,695      $  557,749
                                                                     ==========      ==========
</TABLE>

<TABLE>
<CAPTION>
                                                                             SIX MONTHS
                                                                           ENDED JUNE 30,
                                                                     --------------------------
                                                                        1999            1998
                                                                     ----------      ----------
<S>                                                                  <C>             <C>
        M-I FLUIDS                                                   $  339,552      $  455,469

        M-I SWACO                                                        50,241          73,189

        SMITH BITS                                                      114,719         171,179

        SMITH DRILLING & COMPLETIONS                                    111,569         172,622

        WILSON SUPPLY                                                   170,636         264,223
                                                                     ----------      ----------

        TOTAL                                                        $  786,717      $1,136,682
                                                                     ==========      ==========
</TABLE>


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