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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
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CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported) October 30, 1998
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Nabors Industries, Inc.
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(Exact Name of Registrant as Specified in Its Charter)
Delaware
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(State or Other Jurisdiction of Incorporation)
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1-9245 93-0711613
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(Commission File Number) (I.R.S. Employer Identification No.)
515 West Greens Road, Suite 1200, Houston, Texas 77067
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(Address of Principal Executive Offices) (Zip Code)
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(281) 874-0035
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(Registrant's Telephone Number, Including Area Code)
Not Applicable
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(Former Name or Former Address, if Changed Since Last Report)
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ITEM 5. OTHER EVENTS.
On October 30, 1998, Pool Energy Services Co. ("Pool") sent a letter
to the Board of Directors of Nabors Industries, Inc. ("Nabors") rejecting
Nabors' offer to acquire all the outstanding shares of Pool for consideration
equal to 0.481 Nabors shares and $6.125 in cash for each outstanding share of
Pool, having an implied value of $14.72 per Pool share based on Nabors' closing
stock price on October 27, 1998. Pool asserted that was not interested in
pursuing the discussions with Nabors outlined in its October 12 letter, and
that Pool was committed to implementing its own strategic plans.
A copy of the October 30 letter from Pool is attached hereto as
Exhibit 99.5, and is incorporated by this reference.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits
Exhibit 99.5 Letter from J. T. Jongebloed, President and Chief
Executive Officer of Pool Energy Service Co., to
Nabors Industries, Inc. dated October 30, 1998.
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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.
NABORS INDUSTRIES, INC.
(Registrant)
Date: November 6, 1998 By: /s/ Anthony G. Petrello
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Anthony G. Petrello
President and Chief Operating Officer
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EXHIBIT INDEX
Exhibit 99.5 Letter from J. T. Jongebloed, President and Chief
Executive Officer of Pool Energy Service Co., to
Nabors Industries, Inc. dated October 30, 1998.
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EXHIBIT 99.5
[LOGO] POOL ENERGY SERVICES CO.
P.O. Box 4271 o Houston, TX 77210
10375 Richmond Avenue (77042)
JIM JONGEBLOED
President and
Chief Executive Officer
October 30, 1998
CONFIDENTIAL
Mr. Eugene M. Isenberg
Chairman and Chief Executive Officer
Nabors Industries, Inc.
515 West Greens Road, Suite 1200
Houston, Texas 77067-4525
Dear Mr. Isenberg:
As I told you in my October 26 letter to you, our Board of Directors
carefully considered your October 12, 1998 letter, and instructed me to tell
you that we are not interested in pursuing the discussions with your company
suggested in that letter. As I also said, this decision was unanimous and
unequivocal.
As you know, our Company is committed to the implementation of its own
strategic plan, which is designed to capitalize on opportunities for the
Company and to increase shareholder values over the long term. We believe the
results of these efforts to date have been impressive. But for the current
unexpected downturn in our industry, which is the worst in many years, we
believe our stock price would better reflect the efforts and achievements of
our Board and management.
It is not surprising that you share our views concerning our Company's
excellent prospects, but our shareholders, not yours, should be the
beneficiaries of our efforts as our industry recovers. It would not be prudent
or responsible for our Board to let others reap the benefits that truly belong
to our shareholders.
Yours very truly,
/s/ J. T. Jongebloed
J. T. Jongebloed
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