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): October 24, 2013
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.) | ||
| 2700 Research Forest Drive, Suite 100 | ||||
| The Woodlands, TX | 77381 | |||
| (Address of principal executive offices) | (Zip Code) |
Registrant's telephone number, including area code: (281) 362-6800
______________________________________________________
(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 2.02. Results of Operations and Financial Condition.
On October 24, 2013, Newpark Resources, Inc. (the “Company”) issued a press release announcing financial information for the three and nine months ended September 30, 2013. The press release is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated herein by reference.
The information in Item 2.02 of this Current Report on Form 8-K and the information in the exhibit attached hereto announcing the Company’s earnings for the three and nine months ended September 30, 2013 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act except as expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
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Exhibit No. |
Description | |
|
|
| |
|
99.1 |
Press release issued by Newpark Resources, Inc. on October 24, 2013. |
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: October 25, 2013 | By: | /s/ Gregg S. Piontek | |
| Gregg S. Piontek, Vice President and Chief Financial Officer | |||
| (Principal Financial and Accounting Officer) | |||
EXHIBIT INDEX
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Exhibit No. |
Description | |
|
|
| |
|
99.1 |
Press release issued by Newpark Resources, Inc. on October 24, 2013. |
Exhibit 99.1
FOR IMMEDIATE RELEASE NEWS RELEASE Gregg Piontek, VP & CFO Newpark Resources, Inc.
Contacts:
281-362-6800
Ken Dennard, Managing Partner
Karen Roan, SVP
Dennard ▪ Lascar Associates
713-529-6600
NEWPARK RESOURCES REPORTS NET INCOME OF $0.20 PER DILUTED SHARE FOR THE THIRD QUARTER 2013
Company announces plans to expand mat manufacturing facility
THE WOODLANDS, TX – OCTOBER 24, 2013 – Newpark Resources, Inc. (NYSE: NR) today announced results for its third quarter ended September 30, 2013. Total revenues for the third quarter of 2013 increased 10% to $285.7 million compared to $259.6 million in the third quarter of 2012. Net income for the third quarter of 2013 was $18.8 million, or $0.20 per diluted share, compared to $18.7 million, or $0.20 per diluted share, in the third quarter of 2012.
Paul Howes, Newpark’s President and Chief Executive Officer, stated, “We are pleased with our continued growth, setting another quarterly revenue record in the third quarter. Revenues in our drilling fluids segment rose 10% on a worldwide basis compared to last year’s third quarter. North American revenues increased 9% from a year ago and rose 2% sequentially. International revenues in this segment grew 13% from a year ago, but declined 5% sequentially largely due to expected declines in our EMEA and Asia Pacific regions. Fluid margins were negatively impacted by continued operating losses in completions services, as well as lower margins in the U.S., EMEA and Asia Pacific regions. As previously announced, we have been considering strategic alternatives for our completion services business and are now planning to exit this business. Subsequent to the end of the third quarter, we completed the sale of a portion of the assets associated with that business and are currently evaluating offers for the remaining parts of that business.
“Our mats segment had an extremely strong quarter, setting a new record for quarterly revenues. Rental revenues increased 30% from a year ago and 5% sequentially, while mat sales, which were down 21% from the prior year period, roughly doubled on a sequential basis from the prior quarter. Additionally, we are pleased to announce a $40 million expansion of our mats manufacturing facility in Louisiana, which reflects a critical element of our long-term strategy for this business, as we seek to provide innovative solutions to meet our customers’ needs,” added Howes.
Segment Results
The Fluids Systems and Engineering segment generated revenues of $233.0 million in the third quarter of 2013 compared to $211.5 million in the third quarter of 2012, a 10% increase. Segment operating income was $17.1 million (7.4% operating margin) in the third quarter of 2013 compared to $14.8 million (7.0% operating margin) in the third quarter of 2012.
The Mats and Integrated Services segment generated revenues of $35.1 million in the third quarter of 2013 and the third quarter of 2012. Segment operating income was $15.3.million (43.7% operating margin) in the third quarter of 2013 compared to $16.0 million (45.6% operating margin) in the third quarter of 2012.
The Environmental Services segment generated revenues of $17.6 million in the third quarter of 2013 compared to $13.1 million in the third quarter of 2012, a 34% increase. Segment operating income was $4.7 million (26.5% operating margin) in the third quarter of 2013 compared to $3.1 million (23.6% operating margin) in the third quarter of 2012.
EXPANSION OF MAT MANUFACTURING FACILITY
The Company announced plans to expand its mat manufacturing facility, located in Carencro, Louisiana. The $40 million expansion project is expected to be completed in early 2015. Upon completion, the project will significantly increase our production capacity and support expansion into new markets, both domestically and internationally. The new facility will also include a research and development center, intended to drive continued new product development efforts.
LEADERSHIP ANNOUNCEMENT
The Company announced that Phil Vollands has been appointed to the role of President, North America, Fluids Systems and Engineering, reporting to Bruce Smith, President, Fluids Systems and Engineering. Most recently, Mr. Vollands served as Vice President, Tubular Running Services for Weatherford International. Prior to that, Mr. Vollands served in a variety of sales and operational leadership positions for National Oilwell Varco and brings years of global oilfield service leadership experience.
CONFERENCE CALL
Newpark has scheduled a conference call to discuss third quarter 2013 results, which will be broadcast live over the Internet, on Friday, October 25, 2013 at 10:00 a.m. Eastern Time / 9:00 a.m. Central Time. To participate in the call, dial 480-629-9835 and ask for the Newpark Resources conference call at least 10 minutes prior to the start time, or access it live over the Internet at www.newpark.com. For those who cannot listen to the live call, a replay will be available through November 8, 2013 and may be accessed by dialing (303) 590-3030 and using pass code 4641682#. Also, an archive of the webcast will be available shortly after the call at www.newpark.com for 90 days.
Newpark Resources, Inc. is a worldwide provider of drilling fluids, temporary worksites and access roads for oilfield and other commercial markets, and environmental waste treatment solutions. For more information, visit our website at www.newpark.com.
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 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 its Annual Report on Form 10-K for the year ended December 31, 2012, as well as others, could cause results to differ materially from those stated. These risk factors include, but are not limited to, our ability to execute our business strategy and make successful business acquisitions and capital investments, our customers’ activity levels in exploration and drilling, operating hazards inherent in the oil and natural gas industry, particularly offshore, our international operations, the availability of raw materials and skilled personnel, our customer concentration and cyclical nature of our industry, our market competition, the cost and continued availability of borrowed funds, legal and regulatory matters, including environmental regulations, inherent limitations in insurance coverage, potential impairments of long-lived intangible assets, technological developments in our industry, and the impact of severe weather, particularly in the U.S. Gulf Coast. Newpark's filings with the Securities and Exchange Commission can be obtained at no charge at www.sec.gov, as well as through our website at www.newpark.com.
Newpark Resources, Inc.
Consolidated Statements of Operations
|
(Unaudited) |
Three Months Ended |
Nine Months Ended |
||||||||||||||||||
|
September 30, |
June 30, |
September 30, |
September 30, |
September 30, |
||||||||||||||||
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(In thousands, except per share data) |
2013 |
2013 |
2012 |
2013 |
2012 |
|||||||||||||||
|
Revenues |
$ | 285,708 | $ | 276,622 | $ | 259,599 | $ | 844,848 | $ | 767,691 | ||||||||||
|
Cost of revenues |
230,206 | 225,244 | 210,276 | 685,856 | 626,712 | |||||||||||||||
|
Selling, general and administrative expenses |
25,433 | 24,662 | 20,878 | 74,277 | 62,135 | |||||||||||||||
|
Other operating income, net |
(232 | ) | (201 | ) | (311 | ) | (872 | ) | (802 | ) | ||||||||||
|
Operating income |
30,301 | 26,917 | 28,756 | 85,587 | 79,646 | |||||||||||||||
|
Foreign currency exchange loss |
975 | 475 | 185 | 1,082 | 416 | |||||||||||||||
|
Interest expense, net |
2,728 | 2,802 | 2,416 | 8,050 | 7,337 | |||||||||||||||
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Income from operations before income taxes |
26,598 | 23,640 | 26,155 | 76,455 | 71,893 | |||||||||||||||
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Provision for income taxes |
7,838 | 7,976 | 7,413 | 24,656 | 23,054 | |||||||||||||||
|
Net income |
$ | 18,760 | $ | 15,664 | $ | 18,742 | $ | 51,799 | $ | 48,839 | ||||||||||
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Income per common share -basic: |
$ | 0.22 | $ | 0.19 | $ | 0.22 | $ | 0.61 | $ | 0.55 | ||||||||||
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Income per common share -diluted: |
$ | 0.20 | $ | 0.17 | $ | 0.20 | $ | 0.54 | $ | 0.50 | ||||||||||
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Calculation of Diluted EPS: |
||||||||||||||||||||
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Net income |
$ | 18,760 | $ | 15,664 | $ | 18,742 | $ | 51,799 | $ | 48,839 | ||||||||||
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Assumed conversion of Senior Notes |
1,374 | 1,279 | 1,396 | 3,921 | 3,944 | |||||||||||||||
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Adjusted net income |
$ | 20,134 | $ | 16,943 | $ | 20,138 | $ | 55,720 | $ | 52,783 | ||||||||||
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Weighted average number of common shares outstanding-basic |
85,775 | 84,813 | 86,423 | 84,902 | 88,491 | |||||||||||||||
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Add: Dilutive effect of stock options and restricted stock awards |
1,503 | 1,810 | 695 | 1,718 | 756 | |||||||||||||||
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Dilutive effect of Senior Notes |
15,682 | 15,682 | 15,682 | 15,682 | 15,682 | |||||||||||||||
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Diluted weighted average number of common shares outstanding |
102,960 | 102,305 | 102,800 | 102,302 | 104,929 | |||||||||||||||
|
Income per common share - diluted |
$ | 0.20 | $ | 0.17 | $ | 0.20 | $ | 0.54 | $ | 0.50 | ||||||||||
Newpark Resources, Inc.
Operating Segment Results
|
(Unaudited) |
Three Months Ended |
|||||||||||
|
September 30, |
June 30, |
September 30, |
||||||||||
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(In thousands) |
2013 |
2013 |
2012 |
|||||||||
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Revenues |
||||||||||||
|
Fluids systems and engineering |
$ | 233,020 | $ | 233,964 | $ | 211,457 | ||||||
|
Mats and integrated services |
35,112 | 25,412 | 35,067 | |||||||||
|
Environmental services |
17,576 | 17,246 | 13,075 | |||||||||
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Total revenues |
$ | 285,708 | $ | 276,622 | $ | 259,599 | ||||||
|
Operating income (loss) |
||||||||||||
|
Fluids systems and engineering |
$ | 17,140 | $ | 17,684 | $ | 14,798 | ||||||
|
Mats and integrated services |
15,345 | 10,341 | 15,992 | |||||||||
|
Environmental services |
4,656 | 5,321 | 3,089 | |||||||||
|
Corporate office |
(6,840 | ) | (6,429 | ) | (5,123 | ) | ||||||
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Total operating income |
$ | 30,301 | $ | 26,917 | $ | 28,756 | ||||||
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Segment operating margin |
||||||||||||
|
Fluids systems and engineering |
7.4 | % | 7.6 | % | 7.0 | % | ||||||
|
Mats and integrated services |
43.7 | % | 40.7 | % | 45.6 | % | ||||||
|
Environmental services |
26.5 | % | 30.9 | % | 23.6 | % | ||||||
Newpark Resources, Inc.
Consolidated Balance Sheets
|
(Unaudited) |
||||||||
|
September 30, |
December 31, |
|||||||
|
(In thousands, except share data) |
2013 |
2012 |
||||||
|
ASSETS |
||||||||
|
Cash and cash equivalents |
$ | 69,409 | $ | 46,846 | ||||
|
Receivables, net |
316,276 | 323,439 | ||||||
|
Inventories |
203,926 | 209,734 | ||||||
|
Deferred tax asset |
9,972 | 11,596 | ||||||
|
Prepaid expenses and other current assets |
11,889 | 12,441 | ||||||
|
Total current assets |
611,472 | 604,056 | ||||||
|
Property, plant and equipment, net |
279,298 | 253,990 | ||||||
|
Goodwill |
89,360 | 87,388 | ||||||
|
Other intangible assets, net |
30,771 | 41,018 | ||||||
|
Other assets |
6,985 | 8,089 | ||||||
|
Total assets |
$ | 1,017,886 | $ | 994,541 | ||||
|
LIABILITIES AND STOCKHOLDERS’ EQUITY |
||||||||
|
Short-term debt |
$ | 12,242 | $ | 2,599 | ||||
|
Accounts payable |
99,863 | 114,377 | ||||||
|
Accrued liabilities |
50,603 | 42,620 | ||||||
|
Total current liabilities |
162,708 | 159,596 | ||||||
|
Long-term debt, less current portion |
219,795 | 256,832 | ||||||
|
Deferred tax liability |
44,115 | 46,348 | ||||||
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Other noncurrent liabilities |
20,805 | 18,187 | ||||||
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Total liabilities |
447,423 | 480,963 | ||||||
|
Common stock, $0.01 par value, 200,000,000 shares authorized and 97,777,995 and 95,733,677 shares issued, respectively |
978 | 957 | ||||||
|
Paid-in capital |
501,319 | 484,962 | ||||||
|
Accumulated other comprehensive loss |
(8,247 | ) | (734 | ) | ||||
|
Retained earnings |
146,814 | 95,015 | ||||||
|
Treasury stock, at cost; 10,413,402 and 10,115,951 shares, respectively |
(70,401 | ) | (66,622 | ) | ||||
|
Total stockholders’ equity |
570,463 | 513,578 | ||||||
|
Total liabilities and stockholders' equity |
$ | 1,017,886 | $ | 994,541 | ||||
Newpark Resources, Inc. Consolidated Statements of Cash Flows (Unaudited) Nine Months Ended September 30, (In thousands) 2013 2012 Cash flows from operating activities: Net income Adjustments to reconcile net income to net cash provided by operations: Depreciation and amortization Stock-based compensation expense Provision for deferred income taxes Net provision for doubtful accounts (Gain) loss on sale of assets Excess tax benefit from stock-based compensation Change in assets and liabilities: Decrease in receivables Decrease (increase) in inventories Decrease (increase) in other assets (Decrease) increase in accounts payable Increase (decrease) in accrued liabilities and other Net cash provided by operating activities Cash flows from investing activities: Capital expenditures Proceeds from sale of property, plant and equipment Net cash used in investing activities Cash flows from financing activities: Borrowings on lines of credit Payments on lines of credit Proceeds from employee stock plans Post-closing payment for business acquisition Purchase of treasury stock Excess tax benefit from stock-based compensation Other financing activities Net cash used in financing activities Effect of exchange rate changes on cash Net increase in cash and cash equivalents Cash and cash equivalents at beginning of year Cash and cash equivalents at end of period
$
51,799
$
48,839
33,138
24,406
6,954
5,027
(311
)
(4,654
)
221
1,282
(437
)
512
(2,020
)
-
1,210
11,964
2,964
(6,446
)
828
(98
)
(11,832
)
2,905
13,175
(3,085
)
95,689
80,652
(52,550
)
(34,858
)
1,248
823
(51,302
)
(34,035
)
215,994
222,868
(243,141
)
(213,221
)
8,102
1,007
-
(11,892
)
(4,227
)
(35,698
)
2,020
-
(25
)
(48
)
(21,277
)
(36,984
)
(547
)
577
22,563
10,210
46,846
25,247
$
69,409
$
35,457
###
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