nr20140317_8k.htm

 

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): March 17, 2014

 

NEWPARK RESOURCES, INC.

(Exact name of registrant as specified in its charter)

 

Delaware

 

1-2960

 

72-1123385

(State or other Jurisdiction of Incorporation)

 

(Commission File Number)

 

(IRS Employer 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 240.13e-4(c))

 

 
 

 

 

Item 8.01   Other Events.

 

On March 17, 2014, Newpark Resources, Inc. (the “Company”) issued a press release announcing that it has completed the previously announced sale of its Environmental Services business to ecoserv, LLC, a portfolio company of Denver-based Lariat Partners, LP, for $100 million in cash. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.

 

Item 9.01   Financial Statements and Exhibits.

 

(d) Exhibits.

 

99.1         Press release issued by Newpark Resources, Inc. on March 17, 2014.

 

 
 

 

 

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: March 18, 2014

 

 

 

 

By:

/s/ Gregg S. Piontek

 

 

 

      Gregg S. Piontek

      Vice President and
      Chief Financial Officer

      (Principal Financial Officer)

 

 

 
 

 

 

EXHIBIT INDEX

 

Exhibit 

Number

 

Description

 

 

 

 

 

99.1

 

Press Release issued by Newpark Resources, Inc. on March 17, 2014.

 

 

ex99-1.htm

 

Exhibit 99.1

 

NEWS RELEASE

 

Contacts:     

Gregg Piontek, VP & CFO

 

 

Newpark Resources, Inc.

    281-362-6800
     
   

Ken Dennard, Managing Partner

Karen Roan, SVP          

Dennard ▪ Lascar Associates

713-529-6600

 

 

NEWPARK RESOURCES ANNOUNCES CLOSING

OF SALE OF ENVIRONMENTAL SERVICES BUSINESS

 

 

THE WOODLANDS, TX – MARCH 17, 2014 – Newpark Resources, Inc. (NYSE: NR) today announced that it has completed the previously announced sale of its Environmental Services business to ecoserv, LLC, a portfolio company of Denver-based Lariat Partners, LP, for $100 million in cash. The completed sale is expected to generate approximately $70 million of net cash, after payment of transaction-related expenses and tax obligations. The proceeds will be used for general corporate purposes, including investments in its core drilling fluids and mats segments, potential acquisitions, along with the continued share purchases under the current repurchase program.

 

Newpark Resources, Inc. is a worldwide provider of drilling fluids, temporary worksites and access roads for oilfield and other commercial markets. 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, 2013, 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, operating hazards inherent in the oil and natural gas industry, our international operations, the availability of raw materials and skilled personnel, the impact of restrictions on offshore drilling activity, 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.

 

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