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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 22, 1996
Halliburton Company
(Exact name of registrant as specified in its charter)
State or other Commission IRS Employer
jurisdiction File Number Identification
of incorporation Number
Delaware 1-3492 No. 73-0271280
3600 Lincoln Plaza
500 North Akard Street
Dallas, Texas 75201-3391
(Address of principal executive offices)
Registrant's telephone number,
including area code - 214/978-2600
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INFORMATION TO BE INCLUDED IN REPORT
Item 5. Other Events
The registrant may, at its option, report under this item any events,
with respect to which information is not otherwise called for by this form, that
the registrant deems of importance to security holders.
On October 22, 1996, registrant issued a press release entitled
Halliburton 1996 Third Quarter Earnings Increase 20 Percent pertaining, among
other things, to an announcement that registrant reported net income of $82.6
million and earnings of $.71 per share for the 1996 third quarter, an
improvement of 20 percent compared to continuing operations of the 1995 third
quarter. Reorganization charges primarily related to Brown & Root totaling $65.3
million ($42.7 million after-tax) were offset by $43.7 million of tax benefits
from net loss carry forwards and settlement during the third quarter of various
issues with the Internal Revenue Service.
The foregoing summary is subject to the full text of the press release
with respect thereto, a copy of which is attached hereto as Exhibit 20, which
exhibit is incorporated herein by reference.
Item 7. Financial Statements and Exhibits
List below the financial statements, pro forma financial information
and exhibits, if any, filed as part of this report.
(c) Exhibits.
Exhibit 20 - Press release dated October 22, 1996.
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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.
HALLIBURTON COMPANY
Date: October 23, 1996 By: _______________________
Robert M. Kennedy
Vice President-Legal
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EXHIBIT INDEX
Exhibit Sequentially
Number Description Numbered Page
20 Press Release of
October 22, 1996 5 of 8
Incorporated by Reference
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FOR IMMEDIATE RELEASE Contact: Guy T. Marcus
October 22, 1996 Vice President-Inv. Rel.
(214) 978-2691
HALLIBURTON 1996 THIRD QUARTER EARNINGS INCREASE 20 PERCENT
DALLAS, Texas -- Halliburton Company (NYSE-HAL) reported net income of
$82.6 million, or $.71 per share, for the 1996 third quarter, an improvement of
20 percent compared to the continuing operations of the year earlier quarter.
The 1996 third quarter net income includes pre-tax reorganization charges,
primarily related to Brown & Root, totalling $65.3 million ($42.7 million
after-tax). These charges were offset by $43.7 million of tax benefits for the
recognition of net loss carry forwards and the settlement during the third
quarter of various issues with the Internal Revenue Service. Excluding the
special charges and tax benefits, Halliburton's earnings were $.71 per share for
the 1996 third quarter -- no change from reported earnings.
The Energy Services business segment's revenues were $779.0 million for the
1996 third quarter, a 14 percent increase compared to the year earlier quarter.
Substantial growth was experienced in the United States where revenues increased
by 21 percent over the 1995 third quarter. Higher activity levels in the Gulf of
Mexico, the Permian Basin and South Texas areas all contributed to the growth in
the United States.
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The Energy Services segment's operating income was $101.8 million in the
1996 third quarter, 15 percent above the year earlier period. Operating margins
improved to 13.1 percent in the 1996 third quarter.
The Engineering and Construction business segment's revenues increased 28
percent, compared to a year earlier, to $1,034.3 million in the 1996 third
quarter. Included in the segment are revenues of $371.1 million attributable to
the Brown & Root Energy Services business unit. Operating income totalled $37.5
million, up 20 percent from the 1995 third quarter. Operating margins were 3.6
percent in the 1996 third quarter.
Dick Cheney, Halliburton Company's chairman of the board, president and
chief executive officer, said, "While Halliburton has achieved considerable
improvement in financial results during 1996, we are in the process of
implementing significant new programs to further boost our future performance.
One major program which should contribute to future growth and earnings is the
focusing of all upstream petroleum industry activities into the company's Energy
Services business segment. Beginning in the 1996 fourth quarter the Energy
Services business segment will include Halliburton Energy Services; the upstream
engineering and construction business of Brown & Root Energy Services; the
integrated exploration and production information systems and professional
services of recently acquired Landmark Graphics Corporation; and a new
contract-to-produce organization which is being formed to create business
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opportunities for the development, production and operation of customers' oil
and gas fields. The combination of these businesses under a common management
and operating structure will improve the efficiencies of providing such
services.
"In addition, we are in the process of restructuring the Engineering and
Construction business segment in a manner that will better position the segment
for future growth and profitability. A similar program at the Energy Services
business segment several years ago has proved to be very successful. This
program demonstrates our commitment to the Brown & Root, Inc. business unit and
our objective of building a stronger presence in the engineering and
construction industry.
"A third effort is a company-wide shared services initiative which
commenced during the third quarter of 1996. The shared services initiative will
bring all of the company's business services - from accounting to real estate -
under a new single management structure. We expect significant cost savings to
result from shared services.
"The costs of implementing these programs are reflected in the 1996 third
quarter $65.3 million pre-tax charge. We expect a rapid payback on these
initiatives."
Halliburton Company is one of the world's largest diversified energy
services, engineering, maintenance, and construction companies. Founded in 1919,
Halliburton provides a broad range of energy services and products, industrial
and marine engineering and construction services.
# # #
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HALLIBURTON COMPANY
(UNAUDITED)
Quarter Ended Nine Months Ended
September 30 September 30
--------- -------- --------- ---------
1996 1995 1996 1995
--------- -------- --------- ---------
Millions of dollars except per share data
Revenues
Energy services $ 779.0 $ 683.0 $2,163.8 $1,881.6
Engineering and
construction services 1,034.3 806.8 3,087.7 2,279.7
--------- --------- --------- ---------
Total revenues $1,813.3 $1,489.8 $5,251.5 $4,161.3
========= ========= ========= =========
Operating income
Energy services $ 101.8 $ 88.2 $ 261.2 $ 211.5
Engineering and
construction services 37.5 31.2 86.2 80.2
Special charges (65.3) - (65.3) -
General corporate (9.2) (8.3) (26.4) (21.9)
--------- --------- --------- ---------
Total operating income 64.8 111.1 255.7 269.8
Interest expense (6.8) (15.0) (17.5) (40.1)
Interest income 4.0 10.0 9.5 24.2
Foreign currency
gains (losses) (0.5) (2.5) (2.5) 0.6
Other nonoperating, net (0.2) 0.1 (0.2) (0.5)
--------- --------- --------- ---------
Income from continuing operations
before income taxes and
minority interest 61.3 103.7 245.0 254.0
Benefit (provision)
for income taxes 21.3 (34.9) (43.8) (92.1)
--------- --------- --------- ---------
Income from continuing
operations 82.6 68.8 201.2 161.9
Loss from discontinued
operations, net of
income taxes - (67.7) - (65.5)
--------- --------- --------- ---------
Net income $ 82.6 $ 1.1 $ 201.2 $ 96.4
========= ========= ========= =========
Income (loss) per share:*
Continuing operations $ 0.71 $ 0.60 $ 1.74 $ 1.41
Discontinued operations - (0.59) - (0.57)
Net income 0.71 0.01 1.74 0.84
Average common and common
share equivalents
outstanding 115.6 114.6 115.6 114.4
* Per share amounts are based upon average number of common and common share
equivalents outstanding.
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