View:
================================================================================
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): November 13, 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 5.02 DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS;
APPOINTMENT OF PRINCIPAL OFFICERS.
Effective November 6, 2006, the Board of Directors of Newpark Resources,
Inc. appointed James W. McFarland to the Board. Dr. McFarland is expected to be
named to the Special Litigation Committee of Newpark's Board of Directors.
Dr. McFarland is the J. F. Jr. and Jessie Lee Seinsheimer Chair in Business
and Professor of Finance and Economics in the A. B. Freeman School of Business
at Tulane University. He also serves as the Executive Director of the
Entergy-Tulane Energy Institute. Previously, Dr. McFarland was the Dean of the
Freeman School from July 1, 1988, through June 30, 2005. Prior to joining the
faculty at Tulane, he was the Dean of the College of Business Administration at
the University of Houston. Dr. McFarland also has served on the faculties of
Texas A&M University, the University of Louisiana-Lafayette, the University of
Rhode Island, and the University of New Mexico. In addition to his academic
appointments, he has worked as a researcher for the University of California Los
Alamos National Laboratory and the Presidential Commission on the Nation's Water
Resources. Dr. McFarland has served as a director and consultant to public
companies and non-profit organizations, including Stewart Enterprises, Inc.,
Sizeler Property Investors, Inc., Petroleum Helicopters, Inc., and American
Indemnity Financial Corporation, Inc. Dr. McFarland received a Ph.D. from Texas
A&M University.
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: November 13, 2006 By: /s/ James E. Braun
----------------------------
James E. Braun,
Vice President and Chief
Financial Officer
Exhibit 99.1
NEWPARK RESOURCES NAMES JAMES W. MCFARLAND TO ITS BOARD OF DIRECTORS
METAIRIE, La., Nov. 10 /PRNewswire-FirstCall/ -- Newpark Resources, Inc.
(NYSE: NR) announced today that James W. McFarland, age 61, has joined its
Board of Directors. Mr. McFarland is a Professor of Finance and Economics at
the A. B. Freeman School of Business at Tulane University.
McFarland has held various positions in the Freeman School of Business since
1988, including Dean of the school from 1988 until 2005. From 1976 to 1988 he
was a professor at the University of Houston and served as dean at the school's
College of Business Administration from 1985 to 1988. McFarland serves on the
boards of numerous public companies and other organizations. He holds a Ph.D. in
Statistics, Economics and Mathematics from Texas A&M University.
Paul Howes, Newpark's President and Chief Executive Officer, stated, "We are
pleased to welcome James to our Board of Directors. He will be a strong asset to
our Board with a tremendous amount of knowledge and experience in strategy
development, economics and corporate finance."
Newpark Resources, Inc. is a worldwide provider of drilling fluids,
environmental waste treatment solutions, and temporary worksites and access
roads for oilfield and other commercial markets. For more information, visit
our website at http://www.newpark.com .
Forward-looking Statements
This news release contains forward-looking statements within the meaning of
the Private Securities Litigation Reform Act that are based on management's
current expectations, estimates and projections. All statements that address
expectations or projections about the future, including statements about
Newpark's strategy for growth, product development, market position, expected
expenditures and financial results are forward-looking statements. Some of the
forward-looking statements may be identified by words like "expects,"
"anticipates," "plans," "intends," "projects," "indicates," and similar
expressions. These statements are not guarantees of future performance and
involve a number of risks, uncertainties and assumptions. Many factors,
including those discussed more fully elsewhere in this release and in documents
filed with the Securities and Exchange Commission by Newpark, particularly
Amendment No. 2 to its Annual Report on Form 10-K/A for the year ended December
31, 2005, and its Quarterly Reports on Form 10-Q for the first, second and third
quarters of 2006, as well as others, could cause results to differ materially
from those stated. These factors include, but are not limited to, the results of
several class action and derivative lawsuits against Newpark and certain of our
current and former directors and former officers; the results of the internal
investigation into accounting matters by Newpark's Audit Committee; changes in
the laws, regulations, policies and economic conditions, including inflation,
interest and foreign currency exchange rates, of countries in which Newpark does
business; competitive pressures; successful integration of structural changes,
including restructuring plans, acquisitions, divestitures and alliances; cost of
raw materials, research and development of new products, including regulatory
approval and market acceptance; and seasonality of sales of Newpark products.
Newpark's filings with the Securities and Exchange Commission can be obtained at
no charge at http://www.sec.gov , as well as through our website at
http://www.newpark.com .
Contacts: James E. Braun, CFO
Newpark Resources, Inc.
504-838-8222
Ken Dennard, Managing Partner
Dennard Rupp Gray & Easterly, LLC
ksdennard@drg-e.com
713-529-6600
SOURCE Newpark Resources, Inc.
-0- 11/10/2006
/CONTACT: James E. Braun, CFO of Newpark Resources, Inc.,
+1-504-838-8222; or Ken Dennard, Managing Partner of Dennard Rupp Gray &
Easterly, LLC, +1-713-529-6600, or ksdennard@drg-e.com , for Newpark
Resources, Inc./
/Web site: http://www.newpark.com /
(NR)