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)
July 27, 2004
Halliburton Company
(Exact name of registrant as specified in its charter)
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State or other
Jurisdiction
of incorporation |
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Commission
File Number |
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IRS Employer
Identification
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Delaware |
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1-3492 |
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No. 75-2677995 |
1401 McKinney, Suite 2400
Houston, Texas 77010
(Address of principal executive offices)
Registrant's telephone number,
including area code – 713-759-2600
INFORMATION TO BE INCLUDED IN REPORT
Item 5. Other Events.
Halliburton announced that on Monday, July 26, 2004, the Honorable Terrence F. McVerry of the United States District Court for the Western District of Pennsylvania issued an order affirming the Bankruptcy Court’s order confirming the plan of reorganization filed by DII Industries, Kellogg Brown & Root (KBR) and various other Halliburton subsidiaries to implement the companies’ proposed global asbestos and silica settlement. The Bankruptcy Court confirmed the subsidiaries’ plan of reorganization on July 16, 2004.
Until previously announced settlement agreements with the insurance companies are finalized and approved by the Bankruptcy Court, Halliburton anticipates that the insurance companies will file motions for reconsideration with the United States District Court or file appeals to protect their appeal rights. However, assuming the settlement agreements are finalized and receive Bankruptcy Court approval, Halliburton expects the insurance companies will withdraw their appeals and permit the plan of reorganization to become effective. Assuming the settlements with the insurance companies are finalized in the near future and the plan of reorganization becomes effective, Halliburton expects that its debtor subsidiaries would fund the trusts for asbestos and silica claimants under the plan of reorganization in the fourth quarter of 2004.
Item 9. Regulation FD Disclosure.
On July 27, 2004 registrant issued a press release entitled “Halliburton Announces U.S. District Court Affirms Plan of Reorganization of its Subsidiaries.”
The text of the press release is as follows:
HALLIBURTON ANNOUNCES U.S. DISTRICT COURT AFFIRMS PLAN OF REORGANIZATION OF ITS SUBSIDIARIES
HOUSTON, Texas – Halliburton (NYSE: HAL) announced that on Monday, July 26, 2004, the Honorable Terrence F. McVerry of the United States District Court for the Western District of Pennsylvania issued an order affirming the Bankruptcy Court’s order confirming the plan of reorganization filed by DII Industries, Kellogg Brown & Root (KBR) and various other Halliburton subsidiaries to implement the companies’ proposed global asbestos and silica settlement. The Bankruptcy Court confirmed the subsidiaries’ plan of reorganization on July 16, 2004.
“This is good news for all Halliburton stakeholders and we are pleased the Judge acted so quickly. This is a continuation of the momentum that has been building toward a final resolution of Halliburton's asbestos and silica liabilities,” said Dave Lesar, chairman, president and chief executive officer of Halliburton. “We have excellent employees, a strong asset base, and a premiere position in the industry. The resolution of the company’s asbestos and silica liabilities will allow us to concentrate our resources on serving our customers and further growing the business.”
Until previously announced settlement agreements with the insurance companies are finalized and approved by the Bankruptcy Court, Halliburton anticipates that the insurance companies will file motions for reconsideration with the United States District Court or file appeals to protect their appeal rights. However, assuming the settlement agreements are finalized and receive Bankruptcy Court approval, Halliburton expects the insurance companies will withdraw their appeals and permit the plan of reorganization to become effective. Assuming the settlements with the insurance companies are finalized in the near future and the plan of reorganization becomes effective, Halliburton expects that its debtor subsidiaries would fund the trusts for asbestos and silica claimants under the plan of reorganization in the fourth quarter of 2004.
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 and Engineering and Construction Groups. The company's World Wide Web site can be accessed at www.halliburton.com.
NOTE: The statements in this press release that are not historical statements, including statements regarding future financial performance, are forward-looking statements within the meaning of the federal securities laws. These statements are subject to numerous risks and uncertainties, many of which are beyond the company's control, which could cause actual results to differ materially from the results expressed or implied by the statements. These risks and uncertainties include, but are not limited to: legal risks, including the risks of being unable to complete the proposed settlement of asbestos and silica liabilities, the risks of having material subsidiaries in Chapter 11 proceedings, the risks of audits and investigations of the company by domestic and foreign government agencies and legislative bodies and potential adverse proceedings and findings by such agencies, the risks of judgments against the company's subsidiaries and predecessors in asbestos litigation pending and currently on appeal, the inability of insurers for asbestos exposures to pay claims or a delay in the payment of such claims, future asbestos claims defense and settlement costs, the risks of judgments against the company and its subsidiaries in other litigation and proceedings, including shareholder lawsuits, securities laws inquiries, contract disputes, patent infringements and environmental matters, legislation, changes in government regulations and adverse reaction to scrutiny involving the company; political risks, including the risks of unsettled political conditions, war and the effects of terrorism, foreign operations and foreign exchange rates and controls; liquidity risks, including the risks of potential reductions in debt ratings, access to credit, availability and costs of financing and ability to raise capital; weather-related risks; customer risks, including the risks of changes in capital spending and claims negotiations; industry risks, including the risks of changes that affect the demand for or price of oil and/or gas, structural changes in the industries in which the company operates, risks of fixed-fee projects and risks of complex business arrangements; systems risks, including the risks of successful development and installation of financial systems; and personnel and merger/reorganization/disposition risks, including the risks of increased competition for employees, successful integration of acquired businesses, effective restructuring efforts and successful completion of planned dispositions. Please see Halliburton's Form 10-K/A for the year ended December 31, 2003, Form 10-Q for the quarter ended March 31, 2004, and Form 8-K filed on July 19, 2004 for a more complete discussion of such risk factors.
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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.
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HALLIBURTON COMPANY |
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Date: July 27, 2004 |
By: |
/s/ Margaret E. Carriere |
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Margaret E. Carriere |
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Vice President and Secretary |