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)
FEBRUARY 14, 2002
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. 75-2677995
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 February 14, 2002 registrant issued a press release entitled "Bankruptcy
Court Stays Asbestos Claims Against Dresser Industries Inc. in Harbison-Walker
Chapter 11 Filing".
The following summarizes that press release:
Registrant announced that a U.S. Bankruptcy Court has issued a temporary
restraining order staying more than 200,000 pending asbestos claims against its
subsidiary Dresser Industries, Inc. The ruling was in connection with
Harbison-Walker Refractories Company's filing of a voluntary petition for
reorganization under Chapter 11 of the U.S. Bankruptcy Code.
Please see the full text of the attached press release for further details.
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 February 14, 2002.
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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: February 15, 2002 By: /s/ Susan S. Keith
-------------------------------------
Susan S. Keith
Vice President and Secretary
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EXHIBIT INDEX
Exhibit Description
20 Press Release Dated February 14, 2002
Incorporated by Reference
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FOR IMMEDIATE RELEASE Cedric Burgher
February 14, 2002 Vice President, Investor Relations
713.676.4608
cedric.burgher@halliburton.com
Wendy Hall
Manager, Public Relations
713.676.5227
wendy.hall@halliburton.com
BANKRUPTCY COURT STAYS ASBESTOS CLAIMS AGAINST DRESSER INDUSTRIES,
INC. IN HARBISON-WALKER CHAPTER 11 FILING
Dallas, Texas - Halliburton Company (NYSE: HAL) today announced that a U.S.
Bankruptcy Court has issued a temporary restraining order staying more than
200,000 pending asbestos claims against its subsidiary Dresser Industries, Inc.
The ruling came in connection with today's filing of a voluntary petition for
reorganization under Chapter 11 of the U.S. Bankruptcy Code by Harbison-Walker
Refractories Company.
Harbison-Walker, which faces a large number of asbestos-related claims, said it
would seek to reorganize its finances in Chapter 11 aided by a trust responsible
for resolving all pending and future asbestos-related claims asserted against
it. The stay is temporary until the bankruptcy court holds a hearing, which is
expected during the next two weeks.
The stayed claims represent a majority of the pending asbestos claims against
all Halliburton Company subsidiaries. Approximately 132,000 of the stayed claims
are refractory claims that Harbison-Walker agreed to be responsible for when it
was spun-off from Dresser Industries in 1992.
The balance of the stayed claims are pre-1992 refractory claims and other
asbestos claims against Dresser Industries that are covered in whole or in part
by the same insurance coverage.
Chief Judge Judith Fitzgerald of the U.S. Bankruptcy Court, Western District of
Pennsylvania, issued the order at the request of Harbison-Walker in the interest
of protecting a significant asset of the bankrupt company, namely, the insurance
held by Dresser Industries to cover the asbestos-related liabilities associated
with Harbison-Walker. In its filing, Harbison-Walker informed the bankruptcy
-more-
ASBESTOS\2
court that it, its parent RHI Refractories Holding Company, and Dresser
Industries have agreed to work cooperatively in an attempt to utilize the
special provisions of Sections 524(g) and 105 of the Bankruptcy Code to propose
and have confirmed a plan of reorganization that will provide for distributions
to the legitimate asbestos claimants. If such a plan of reorganization were
approved, all pending and future Harbison-Walker-related lawsuits against the
debtor and Dresser Industries would be channeled to a Section 524(g)/105 trust
for resolution and payment. The U.S. Bankruptcy Code allows the creation of such
a trust provided seventy-five percent of asbestos plaintiffs approve its
creation.
The bankruptcy court also will be asked to approve $35 million in
debtor-in-protection (DIP) financing by Dresser Industries to Harbison-Walker so
that Harbison-Walker can continue operations during the pendency of the Chapter
11 proceeding and emerge from bankruptcy as a viable company. Dresser Industries
also agreed to pay $40 million to RHI Refractories Holding Company to facilitate
the Chapter 11 filing. Dresser Industries will pay RHI an additional $35 million
if an acceptable plan of reorganization is filed with the bankruptcy court and
another $85 million if an acceptable plan and trust are ultimately approved and
confirmed by the court.
In 1992 Dresser Industries spun-off its Harbison-Walker operations and certain
other operations to its shareholders in the form of the stock of INDRESCO, Inc.
As part of that spin-off, INDRESCO, which subsequently changed its name to
Harbison-Walker, contractually assumed responsibility for all of the
asbestos-related claims associated with the Harbison-Walker business filed after
the spin-off. Harbison-Walker also agreed to indemnify Dresser Industries
against all costs associated with post spin-off claim.
Dresser Industries granted Harbison-Walker access to its insurance policies to
pay defense and settlement costs. Even though Dresser Industries and
Harbison-Walker have accessed that insurance for almost a decade since the
spin-off, as of today's bankruptcy filing by Harbison-Walker, the available
products liability limits of that insurance is approximately $2.1 billion. Since
December 31, 1999, Harbison-Walker (which is a wholly owned subsidiary of Global
Industrial Technologies, Inc.) has been part of the United States operations of
Austrian-based RHI AG.
Global, its subsidiary A.P. Green Industries Inc. and North American
Refractories Company (NARCO), another subsidiary of RHI Refractories Holding
Company, also have filed for protection under Chapter 11 in the same court -
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ASBESTOS\3
NARCO on January 4, 2002, and Global and A.P. Green on February 14, 2002.
Halliburton, founded in 1919, is one of the world's largest providers of
products and services to the petroleum and energy industries. The company serves
its customers with a broad range of products and services through its Energy
Services Group and Engineering and Construction Group business segments. The
company's World Wide Web site can be accessed at www.halliburton.com.
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