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National-Oilwell Varco 8-K 2005

Documents found in this filing:

  1. 8-K
  2. Ex-99.1
  3. Ex-99.1
e8vk
Table of Contents

 
 

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

May 6, 2005 (May 6, 2005)
Date of Report (Date of earliest event reported)

NATIONAL OILWELL VARCO, INC.

(Exact name of registrant as specified in its charter)
         
Delaware   1-12317   76-0475815
(State or other jurisdiction
of incorporation)
  (Commission
File Number)
  (IRS Employer
Identification No.)
     
10000 Richmond Avenue
Houston, Texas
  77042
(Zip Code)
(Address of principal executive offices)  

Registrant’s telephone number, including area code: 713-346-7500


(Former name or former address, if changed since last report.)

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:

o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 


Item 2.02. Results of Operations and Financial Condition.
Item 9.01. Financial Statements and Exhibits.
SIGNATURES
INDEX TO EXHIBITS
Pro Form Selected Financial Data


Table of Contents

Item 2.02. Results of Operations and Financial Condition.

     The Company completed its merger with Varco International, Inc. on March 11, 2005. Upon the filing of this current report on Form 8-K, the Company will post on its website “Pro Forma Selected Financial Data”, which is attached hereto as Exhibit 99.1. The Exhibit reflects a change in our segment reporting structure as a result of the merger. In particular, the information represents reclassification of 2004 and the first quarter of 2005 segment information in order to conform to the Company’s post-merger segment presentation.

     The information contained in this Current Report shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be incorporated by reference into a filing under the Securities Act of 1933, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01. Financial Statements and Exhibits.

(c)   Exhibits.

     99.1 Pro Forma Selected Financial Data

 


Table of Contents

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.

         
Date: May 6, 2005  NATIONAL OILWELL VARCO, INC.
 
 
  /s/ Clay C. Williams    
  Clay C. Williams   
  Sr. Vice President and Chief Financial Officer   
 

 


Table of Contents

INDEX TO EXHIBITS

         
Exhibit No   Description
  99.1    
Pro Forma Selected Financial Data

 

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