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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): DECEMBER 17, 1997 -------------------- 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 ------------------ ITEM 5. OTHER EVENTS. On December 17, 1997, Newpark Resources, Inc., a Delaware corporation ("Newpark"), announced that it had completed the sale of $125 million aggregate principal amount of 8 5/8% Senior Subordinated Notes due 2007 pursuant to Rule 144A and other provisions of the Securities Act of 1933. A copy of the press release issued by Newpark is attached as Exhibit 1 to this Form 8-K. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits. 99.1 Press Release, dated December 17, 1997. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed by the undersigned hereunto duly authorized. NEWPARK RESOURCES, INC. Dated: December 18, 1997 By: /s/ Matthew W. Hardey ------------------------------------ Matthew W. Hardey, Vice President of Finance and Chief Financial Officer 2
NEWPARK RESOURCES COMPLETES PRIVATE DEBT OFFERING METAIRIE, LA, December 17, 1997...Newpark Resources, Inc. (NYSE:NR) today announced that it has completed the sale of $125 million of aggregate principal amount of 8 5/8% Senior Subordinated Notes due 2007. The offering was made by means of an offering memorandum to institutional investors pursuant to Rule 144A and other provisions of the Securities Act of 1933. Proceeds from the offering will be used to repay all of the Company's outstanding bank indebtedness, to fund capital expenditures, and for general corporate purposes, including working capital. The Senior Subordinated Notes issued by Newpark Resources Inc. have not been registered under the Securities Act of 1933, as amended, and may not be offered or sold in the United States absent such registration or an applicable exemption from the registration requirements. Newpark Resources, Inc. provides integrated fluids management, environmental and oilfield services to the oil and gas exploration and production industry. For further information contact: Company New York ------- -------- Matthew W. Hardey Ron Hengen Vice President of Finance and CFO R.F. Hengen, Inc. Newpark Resources, Inc. 253 Southgate Road 3850 N. Causeway, Suite 1770 Murray Hills, New Jersey 07901 Metairie, Louisiana 70002 (908) 508-9000 (504) 838-8222