<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): April 8, 1997
LAYNE CHRISTENSEN COMPANY
-------------------------
(Exact name of registrant as specified in its charter)
Delaware 0-20578 48-0920712
- ---------------- ------------------------ -------------------
State or other (Commission File Number) (IRS Employer
jurisdiction of Identification No.)
incorporation
1900 Shawnee Mission Parkway, Mission, Kansas 66205
-----------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (913) 362-0510
---------------
<PAGE>
ITEM 5. OTHER EVENTS.
Item 5 of the Current Report on Form 8-K filed by Layne Christensen
Company (the "Company") on April 9, 1997 is hereby amended by the addition of
the following paragraph:
The press release attached hereto and incorporated herein by reference
announcing the Company's tender offer for all of the outstanding capital stock
of Stanley Mining Services Limited ("Stanley") contains forward looking
statements. Such statements include forecasts of future revenues and profits
and references to rapid expansion of the Company's mineral exploration
business in Australia, Asia and Africa. Such statements are based on current
expectations and are subject to certain risks, uncertainties and assumptions,
including declines in demand for mineral exploration services as a result of
decreases in mineral exploration and development activities by mining
companies; the risks attendant to conducting business in foreign countries
such as the risks of political, social and economic instability, civil
disturbances, war, expropriations by foreign governments and devaluations and
fluctuations in currency exchange rates; integration of the operations of
Glindemann & Kitching Pty Ltd., Stanley's recently acquired subsidiary;
operating risks such as accidents, adverse weather, natural disasters, work
stoppages or other such events that may result in increased costs or
decreased revenues; shortages of skilled workers; and the effects of
competition. Should one or more of these risks or uncertainties materialize
or should underlying assumptions prove incorrect, actual results may vary
materially and adversely from those anticipated, estimated or projected.
These forward-looking statements are made as of April 8, 1997 and the Company
assumes no obligation to update such forward-looking statements or to update
the reasons why actual results could differ materially from those
anticipated in such forward-looking statements.
SIGNATURE
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.
LAYNE CHRISTENSEN COMPANY
By: /s/ Kent B. Magill
-----------------------------
Kent B. Magill
Dated: August 12, 1997 Vice President, General
---------------------- Counsel and Secretary
