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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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): MAY 4, 2005
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OIL STATES INTERNATIONAL, INC.
(Exact name of registrant as Specified in its Charter)
Delaware 1-16337 76-0476605
(State or other jurisdiction (Commission File (I.R.S. Employer
of incorporation or organization) Number) Identification No.)
Three Allen Center
333 Clay Street, Suite 4620
Houston, Texas 77002
(Address and zip code of principal executive offices)
Registrant's telephone number, including area code: (713) 652-0582
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 (see General Instruction A.2. below):
[ ] 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))
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ITEM 7.01 REGULATION FD DISCLOSURE.
Additional information relating to the information disclosed in Item
8.01 was included in the Company's press release dated May 4, 2005 and which is
attached hereto as Exhibit 99.1
ITEM 8.01. OTHER EVENTS.
On May 4, 2005, but effective as of May 1, 2005, Oil States
International, Inc., a Delaware corporation (the "Company"), through its
wholly-owned subsidiaries entered into agreements to purchase all of the stock
of Stinger Wellhead Protection, Incorporated and its affiliate Stinger Service
and Supply, Ltd. (collectively, "Stinger") and to separately acquire
intellectual property relating to Stinger for total consideration of $83.1
million. Also on May 4, 2005, the Company entered into an exclusive letter of
intent to purchase international operations related to Stinger for total
additional consideration of approximately $6.9 million, and the transactions
related to such letter of intent are expected to close on or about June 1, 2005.
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.
Dated: May 9, 2005
OIL STATES INTERNATIONAL, INC.
By: /s/ Cindy B. Taylor
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Name: Cindy B. Taylor
Title: Senior Vice President
INDEX TO EXHIBITS
Exhibit
Number Description of Document
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99.1 Press Release dated May 4, 2005