================================================================================
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): April 12, 2006
NEWPARK RESOURCES, INC.
(Exact name of registrant as specified in its charter)
Delaware 1-2960 72-1123385
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
3850 North Causeway, Suite 1770
Metairie, Louisiana 70002
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (504) 838-8222
--------------------------------------------------------------
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange
Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13a-4(c))
================================================================================
ITEM 8.01 OTHER EVENTS.
Based on information that had come to its attention, on April 12, 2006,
the Audit Committee of Newpark Resources, Inc. commissioned an internal
investigation regarding potential irregularities involving the processing and
payment of invoices by Soloco Texas, LP, one of the Company's smaller
subsidiaries, and other possible violations. It has not yet been determined
whether all or any portion of these payments is recoverable.
Effective immediately, and pending completion of the investigation, the
CEO of the Company has placed on administrative leave the chairman and CEO of
Newpark Environmental Water Solutions, LLC, one of the Company's operating
divisions, as well as the Company's chief financial officer, and an officer of
Soloco Texas, LP. No determination of the culpability, if any, of these
individuals or any other employees of the Company has or will be made until the
internal investigation is complete. Mr. Paul Howes, who was elected as the
Company's chief executive officer on March 22, 2006, is managing the Company and
overseeing its day-to-day operations.
The Company's Audit Committee has engaged the Jones Walker law firm of
New Orleans, as special investigation counsel. The press release is attached to
this Form 8-K as Exhibit 99.1.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits.
99.1 Press release issued by Newpark Resources, Inc. on April 17, 2006.
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.
NEWPARK RESOURCES, INC.
Dated: April 17, 2006 By: /s/ Paul L. Howes
--------------------------------------
Paul L. Howes, Chief Executive Officer
EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
- ----------- ------------------------------------------------------------------
99.1 Press release issued by Newpark Resources, Inc. on April 17, 2006.
Exhibit 99.1
NEWPARK COMMISSIONS INTERNAL INVESTIGATION
METAIRIE, La., April 17 /PRNewswire-FirstCall/ -- Newpark Resources, Inc.
(NYSE: NR) today announced that, based on information that has come to its
attention, the Audit Committee has commissioned an internal investigation
regarding potential irregularities involving the processing and payment of
invoices by Soloco Texas, LP, one of the Company's smaller subsidiaries, and
other possible violations. It has not yet been determined whether all or any
portion of these payments is recoverable.
Effective immediately, and pending completion of the investigation, the CEO
of the Company has placed on administrative leave the chairman and CEO of
Newpark Environmental Water Services, LLC, one of the Company's operating
divisions, as well as the Company's chief financial officer, and an officer of
Soloco Texas, LP. No determination of the culpability, if any, of these
individuals or any other employees of the Company has or will be made until the
internal investigation is complete. Mr. Paul Howes, who was elected as the
Company's chief executive officer on March 22, 2006, is managing the Company and
overseeing its day-to-day operations.
The Company's Audit Committee has engaged the Jones Walker law firm of New
Orleans as special investigation counsel.
Newpark Resources, Inc. provides integrated fluids management,
environmental and oilfield services to the exploration and production
industry.
SOURCE Newpark Resources, Inc.
-0- 04/17/2006
/CONTACT: Eric M. Wingerter, V.P. and Corporate Controller for Newpark
Resources, Inc., +1-504-838-8222/
/Web site: http://www.newpark.com /
(NR)