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): (May 6, 2005)
PARKER DRILLING COMPANY
(Exact name of registrant as specified in its charter)
DELAWARE 1-7573 73-0618660
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
1401 Enclave Parkway, Suite 600
Houston, Texas 77077
(Address of principal executive offices, including zip code)
(281) 406-2000
(Registrant's telephone number, including area code)
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:
[ ] 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))
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.
On May 6, 2005, the Registrant announced that certain subsidiaries of
the Registrant had entered into definitive agreements for the sale of seven
drilling rigs and related assets located in Columbia and Peru for a combined
purchase price of $34 million, and that one of the agreements closed
simultaneously with the execution of the definitive agreement, resulting in the
receipt of approximately $4,000,000.
The definitive agreements entered into by the various subsidiaries of
the Registrant are as follows:
(a) Irrevocable Commercial Offer for the Purchase and Sale of Assets
from Parker Drilling Company International Limited ("PDCIL"), to Saxon Services
de Panama, S.A. ("Saxon Panama"), dated May 6, 2005, for the sale of Rigs 117,
222, and 261, including related inventory and spare parts and other
miscellaneous equipment, and an assignment or sub-lease of certain drilling
contracts and certain leased real and personal property and employment
agreements for a total purchase price of US$15,000,000 (the "Colombia Rig
Offer") and the Purchase Order dated May 6, 2005, pursuant to which Saxon
Services de Panama, S.A. has accepted the Colombia Rig Offer (the "Colombia Rig
Order"). A copy of the Colombia Rig Offer and the Colombia Rig Order are each
filed with this Form 8-K under Exhibit 10.1 and incorporated by reference into
this Item 1.01.
(b) Agreement for Purchase and Sale of Assets (Peru-Rig 250) by and
between Parker Drilling Company of Oklahoma Incorporated, Sucursal del Peru
("PDOK Peru") and Saxon Services del Peru S.A. ("Saxon Peru") dated May 6, 2005,
for the sale of Rig 250, including related inventory and spare parts and one
vehicle, and an assignment or sub-lease of certain leased real and personal
property and employment agreements for a total purchase price of US$4,000,000
(the "Peru 250 Agreement"). A copy of the Peru 250 Agreement is filed with this
Form 8-K as Exhibit 10.2 and incorporated by reference into this Item 1.01.
(c) Agreement for Purchase and Sale of Assets (Rigs 131 and 145)
between Parker Drilling Company of Oklahoma Incorporated, Home Office ("PDOK
Home") and Saxon Panama dated May 6, 2005, for the sale of Rigs 131 and 145,
including related inventory and spare parts, for a total purchase price of
US$7,000,000 (the "131 & 145 Agreement"). A copy of the 131 & 145 Agreement is
filed with this Form 8-K as Exhibit 10.3 and incorporated by reference into this
Item 1.01.
(d) Agreement for Purchase and Sale of Assets (Peru- Rig 228) between
Universal Rig Service Corp. and PDCIL, as vendors, and Saxon Peru dated May 6,
2005, for the sale of Rig 228, including related inventory and spare parts and
other miscellaneous equipment and an assignment or sub-lease of certain leased
real and personal property and master service and employment agreements for a
total purchase price of US$8,000,000 (the "228 Agreement"). A copy of the 228
Agreement is filed with this Form 8-K as Exhibit 10.4 and incorporated by
reference into this Item 1.01.
2
On May 6, 2005, the Registrant entered into four guarantee agreements
(individually a "Guarantee" and collectively the "Guarantees") guaranteeing the
obligations of the various subsidiaries to the agreements referenced in (a)
through (d) above. Each Guarantee is in substantially the same form as the
Guarantee of the obligations of PDOK Peru in connection with the Peru 250
Agreement, which Guarantee is filed with this Form 8-K as Exhibit 10.5 and
incorporated by referenced into this Item 1.01. The only differences between
the attached Guarantee and the other three Guarantees are the description of
the subsidiary and the obligations of said subsidiary under the respective
agreements described in (a) through (d) above that are being guaranteed by the
Registrant.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits. The following exhibits are filed herewith:
EXHIBIT NUMBER TITLE OF DOCUMENT
-------------- -----------------
10.1 Irrevocable Commercial Offer for the
Purchase and Sale of Assets from Parker
Drilling Company International Limited
("PDCIL"), to Saxon Services de Panama, S.A.
("Saxon Panama"), dated May 6, 2005, and
Purchase Order from Saxon Panama dated May
6, 2005
10.2 Agreement for Purchase and Sale of Assets
(Peru-Rig 250) by and between Parker
Drilling Company of Oklahoma Incorporated,
Sucursal del Peru ("PDOK Peru") and Saxon
Services del Peru S.A. ("Saxon Peru") dated
May 6, 2005
10.3 Agreement for Purchase and Sale of Assets
(Rigs 131 and 145) between Parker Drilling
Company of Oklahoma Incorporated, Home
Office ("PDOK Home") and Saxon Panama dated
May 6, 2005
10.4 Agreement for Purchase and Sale of Assets
(Peru- Rig 228) between Universal Rig
Service Corp. and PDCIL, as vendors, and
Saxon Peru dated May 6, 2005
10.5 Guarantee of Parker Drilling Company (Peru
250 Agreement)
SIGNATURE
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.
PARKER DRILLING COMPANY
Dated: May 12, 2005 By: /s/ Ronald C. Potter
---------------------------------------
Ronald C. Potter
Vice President
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EXHIBIT INDEX
EXHIBIT NUMBER TITLE OF DOCUMENT
-------------- -----------------
10.1 Irrevocable Commercial Offer for the Purchase and
Sale of Assets from Parker Drilling Company
International Limited ("PDCIL"), to Saxon Services de
Panama, S.A. ("Saxon Panama"), dated May 6, 2005, and
Purchase Order from Saxon Panama dated May 6, 2005
10.2 Agreement for Purchase and Sale of Assets (Peru-Rig
250) by and between Parker Drilling Company of
Oklahoma Incorporated, Sucursal del Peru ("PDOK
Peru") and Saxon Services del Peru S.A. ("Saxon
Peru") dated May 6, 2005
10.3 Agreement for Purchase and Sale of Assets (Rigs 131
and 145) between Parker Drilling Company of Oklahoma
Incorporated, Home Office ("PDOK Home") and Saxon
Panama dated May 6, 2005
10.4 Agreement for Purchase and Sale of Assets (Peru- Rig
228) between Universal Rig Service Corp. and PDCIL,
as vendors, and Saxon Peru dated May 6, 2005
10.5 Guarantee of Parker Drilling Company (Peru 250
Agreement)
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