8-K

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

Date of Report (Date of earliest event reported): July 25, 2013

NEWPARK RESOURCES, INC.

(Exact name of registrant as specified in its charter)

Delaware	1-2960	72-1123385
(State or other jurisdiction	(Commission	(IRS Employer
of incorporation)	File Number)	Identification No.)
2700 Research Forest Drive, Suite 100
The Woodlands, TX		77381
(Address of principal executive offices)		(Zip Code)

Registrant's telephone number, including area code: (281) 362-6800

______________________________________________________

(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:

|_|	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 240.13a-4(c))

Item 2.02.      Results of Operations and Financial Condition.

On July 25, 2013, Newpark Resources, Inc. (the “Company”) issued a press release announcing financial information for the three and six months ended June 30, 2013. The press release is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated herein by reference.

The information in Item 2.02 of this Current Report on Form 8-K and the information in the exhibit attached hereto announcing the Company’s earnings for the three and six months ended June 30, 2013 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act except as expressly set forth by specific reference in such filing.

Item 9.01       Financial Statements and Exhibits.

(d) Exhibits.

 

Exhibit No.	Description
99.1	Press release issued by Newpark Resources, Inc. on July 25, 2013.

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.

	NEWPARK RESOURCES, INC.
Dated: July 26, 2013	By:	/s/  Gregg S. Piontek
		Gregg S. Piontek, Vice President and Chief Financial Officer (Principal Financial and Accounting Officer)

EXHIBIT INDEX

Exhibit No.	Description
99.1	Press release issued by Newpark Resources, Inc. on July 25, 2013.

EX-99

Exhibit 99.1

    NEWS RELEASE

  

	Contacts: Gregg Piontek, VP & CFO
		Newpark Resources, Inc.
		281-362-6800
FOR IMMEDIATE RELEASE
		Ken Dennard, Managing Partner
		Karen Roan, SVP
		Dennard ▪ Lascar Associates
		713-529-6600

NEWPARK RESOURCES REPORTS NET INCOME OF $0.17 PER DILUTED SHARE FOR THE SECOND QUARTER 2013

THE WOODLANDS, TX – JULY 25, 2013 – Newpark Resources, Inc. (NYSE: NR) today announced results for its second quarter ended June 30, 2013. Total revenues for the second quarter of 2013 increased 13% to $276.6 million compared to $245.8 million in the second quarter of 2012. Net income for the second quarter of 2013 increased 8% to $15.7 million, or $0.17 per diluted share, compared to $14.5 million, or $0.15 per diluted share, in the second quarter of 2012.

The second quarter 2013 results include a pre-tax charge of approximately $1.8 million in Brazil ($0.02 per diluted share) associated with adjustments to previously estimated margins on unbilled sales to Petrobras. In addition, the second quarter 2013 results include a $1.1 million operating loss from our U.S. completion services and equipment rental business.

Paul Howes, Newpark’s President and Chief Executive Officer, stated, “We are pleased with the revenue growth in our drilling fluids segment, which rose 16% on a worldwide basis compared to last year’s second quarter. North American revenues increased approximately 8% from a year ago but were down 9% sequentially due to Spring break-up in Canada. International revenues grew 38% from a year ago and 4% sequentially, largely driven by strength in our EMEA region. Margins in our U.S. drilling fluids business continued to strengthen in the quarter. For the segment, however, our margins were negatively impacted by the charge in Brazil, a challenging Spring break-up in Canada, and continued weakness in our completion services business. Despite our ongoing efforts to rationalize the cost structure of the completion services business unit, we are evaluating strategic alternatives for this business.

“In our mats segment, we are particularly pleased by the strengthening rental activity as we prepare for anticipated demand for our spill containment system. Rental revenues increased 14% from a year ago and 22% sequentially, while mat sales were down from the prior year but improved 28% sequentially. As we discussed previously, we remain focused on the strategic expansion of our rental fleet, which is limiting mat sales activity. In the meantime, while we have initiated the sale process for our Environmental Services business, this segment continued to post strong operating results, benefiting from the strength in the Gulf of Mexico.” concluded Howes.

Segment Results 

The Fluids Systems and Engineering segment generated revenues of $234.0 million in the second quarter of 2013 compared to $202.4 million in the second quarter of 2012, a 15.6% increase. Segment operating income was $17.7 million (7.6% operating margin) in the second quarter of 2013 compared to $13.5 million (6.7% operating margin) in the second quarter of 2012.

The Mats and Integrated Services segment generated revenues of $25.4 million in the second quarter of 2013 compared to $30.1 million in the second quarter of 2012, a 15.5% decrease. Segment operating income was $10.3 million (40.7% operating margin) in the second quarter of 2013 compared to $13.1 million (43.5% operating margin) in the second quarter of 2012.

The Environmental Services segment generated revenues of $17.2 million in the second quarter of 2013 compared to $13.3 million in the second quarter of 2012, a 29.7% increase. Segment operating income was $5.3 million (30.9% operating margin) in the second quarter of 2013 compared to $3.5 million (26.4% operating margin) in the second quarter of 2012.

CONFERENCE CALL

Newpark has scheduled a conference call to discuss second quarter 2013 results, which will be broadcast live over the Internet, on Friday, July 26, 2013 at 10:00 a.m. Eastern Time / 9:00 a.m. Central Time. To participate in the call, dial 480-629-9692 and ask for the Newpark Resources conference call at least 10 minutes prior to the start time, or access it live over the Internet at www.newpark.com. For those who cannot listen to the live call, a replay will be available through August 2, 2013 and may be accessed by dialing (303) 590-3030 and using pass code 4627648#. Also, an archive of the webcast will be available shortly after the call at www.newpark.com for 90 days.

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Newpark Resources, Inc. is a worldwide provider of drilling fluids, temporary worksites and access roads for oilfield and other commercial markets, and environmental waste treatment solutions. For more information, visit our website at www.newpark.com.

This news release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act that are based on management's current expectations, estimates and projections. All statements that address expectations or projections about the future, including Newpark's strategy for growth, product development, market position, expected expenditures and financial results are forward-looking statements. Some of the forward-looking statements may be identified by words like "expects," "anticipates," "plans," "intends," "projects," "indicates," and similar expressions. These statements are not guarantees of future performance and involve a number of risks, uncertainties and assumptions. Many factors, including those discussed more fully elsewhere in this release and in documents filed with the Securities and Exchange Commission by Newpark, particularly its Annual Report on Form 10-K for the year ended December 31, 2012, as well as others, could cause results to differ materially from those stated. These risk factors include, but are not limited to, our ability to execute our business strategy and make successful business acquisitions and capital investments, our customers’ activity levels in exploration and drilling, operating hazards inherent in the oil and natural gas industry, particularly offshore, our international operations, the availability of raw materials and skilled personnel, our customer concentration and cyclical nature of our industry, our market competition, the cost and continued availability of borrowed funds, legal and regulatory matters, including environmental regulations, inherent limitations in insurance coverage, potential impairments of long-lived intangible assets, technological developments in our industry, and the impact of severe weather, particularly in the U.S. Gulf Coast. Newpark's filings with the Securities and Exchange Commission can be obtained at no charge at www.sec.gov, as well as through our website at www.newpark.com.

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 Newpark Resources, Inc.

Consolidated Statements of Operations

(Unaudited)	Three Months Ended									Six Months Ended
(In thousands, except per share data)	June 30, 2013			March 31, 2013			June 30, 2012			June 30, 2013			June 30, 2012
Revenues	$	276,622		$	282,518		$	245,756		$	559,140		$	508,092
Cost of revenues		225,244			230,406			201,534			455,650			416,436
Selling, general and administrative expenses		24,662			24,182			19,944			48,844			41,257
Other operating income, net		(201	)		(439	)		(477	)		(640	)		(491	)
Operating income		26,917			28,369			24,755			55,286			50,890
Foreign currency exchange loss (gain)		475			(368	)		461			107			231
Interest expense, net		2,802			2,520			2,553			5,322			4,921
Income from operations before income taxes		23,640			26,217			21,741			49,857			45,738
Provision for income taxes		7,976			8,842			7,278			16,818			15,641
Net income	$	15,664		$	17,375		$	14,463		$	33,039		$	30,097
Income per common share -basic:	$	0.19		$	0.21		$	0.16		$	0.39		$	0.34
Income per common share -diluted:	$	0.17		$	0.18		$	0.15		$	0.35		$	0.31
Calculation of Diluted EPS:
Net income	$	15,664		$	17,375		$	14,463		$	33,039		$	30,097
Assumed conversion of Senior Notes		1,279			1,266			1,283			2,544			2,539
Adjusted net income	$	16,943		$	18,641		$	15,746		$	35,583		$	32,636
Weighted average number of common shares outstanding-basic		84,813			84,100			88,600			84,459			89,536
Add:   Dilutive effect of stock options and restricted stock awards		1,810			1,572			457			1,727			561
Dilutive effect of Senior Notes		15,682			15,682			15,682			15,682			15,682
Diluted weighted average number of common shares outstanding		102,305			101,354			104,739			101,868			105,779
Income per common share - diluted	$	0.17		$	0.18		$	0.15		$	0.35		$	0.31

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Newpark Resources, Inc.

Operating Segment Results

  

(Unaudited)	Three Months Ended
(In thousands)	June 30, 2013			March 31, 2013			June 30, 2012
Revenues
Fluids systems and engineering	$	233,964		$	247,339		$	202,388
Mats and integrated services		25,412			20,584			30,071
Environmental services		17,246			14,595			13,297
Total revenues	$	276,622		$	282,518		$	245,756
Operating income (loss)
Fluids systems and engineering	$	17,684		$	22,622		$	13,480
Mats and integrated services		10,341			8,480			13,075
Environmental services		5,321			3,508			3,514
Corporate office		(6,429	)		(6,241	)		(5,314	)
Total operating income	$	26,917		$	28,369		$	24,755
Segment operating margin
Fluids systems and engineering		7.6	%		9.1	%		6.7	%
Mats and integrated services		40.7	%		41.2	%		43.5	%
Environmental services		30.9	%		24.0	%		26.4	%

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Newpark Resources, Inc.

Consolidated Balance Sheets

(Unaudited)
(In thousands, except share data)	June 30, 2013			December 31, 2012
ASSETS
Cash and cash equivalents	$	58,045		$	46,846
Receivables, net		335,176			323,439
Inventories		202,053			209,734
Deferred tax asset		10,354			11,596
Prepaid expenses and other current assets		12,800			12,441
Total current assets		618,428			604,056
Property, plant and equipment, net		273,323			253,990
Goodwill		88,320			87,388
Other intangible assets, net		33,745			41,018
Other assets		7,325			8,089
Total assets	$	1,021,141		$	994,541
LIABILITIES AND STOCKHOLDERS’ EQUITY
Short-term debt	$	9,335		$	2,599
Accounts payable		110,553			114,377
Accrued liabilities		38,167			42,620
Total current liabilities		158,055			159,596
Long-term debt, less current portion		250,798			256,832
Deferred tax liability		44,582			46,348
Other noncurrent liabilities		20,773			18,187
Total liabilities		474,208			480,963
Commitments and contingencies
Common stock, $0.01 par value, 200,000,000 shares authorized and 97,585,862 and 95,733,677 shares issued, respectively		976			957
Paid-in capital		497,310			484,962
Accumulated other comprehensive loss		(11,053	)		(734	)
Retained earnings		128,054			95,015
Treasury stock, at cost; 10,249,304 and 10,115,951 shares, respectively		(68,354	)		(66,622	)
Total stockholders’ equity		546,933			513,578
Total liabilities and stockholders' equity	$	1,021,141		$	994,541

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Newpark Resources, Inc.

Consolidated Statements of Cash Flows

 

(Unaudited)	Six Months Ended June 30,
(In thousands)	2013			2012
Cash flows from operating activities:
Net income	$	33,039		$	30,097
Adjustments to reconcile net income to net cash provided by operations:
Depreciation and amortization		21,836			15,808
Stock-based compensation expense		4,289			3,003
Provision for deferred income taxes		(278	)		178
Net provision for doubtful accounts		220			1,073
(Gain) loss on sale of assets		(323	)		104
Change in assets and liabilities:
Increase in receivables		(18,442	)		(10,793	)
Decrease (increase) in inventories		4,055			(870	)
Increase in other assets		(199	)		(2,826	)
Decrease in accounts payable		(1,237	)		(8,705	)
Increase (decrease) in accrued liabilities and other		935			(11,247	)
Net cash provided by operating activities		43,895			15,822
Cash flows from investing activities:
Capital expenditures		(37,417	)		(26,315	)
Proceeds from sale of property, plant and equipment		590			371
Net cash used in investing activities		(36,827	)		(25,944	)
Cash flows from financing activities:
Borrowings on lines of credit		159,612			173,846
Payments on lines of credit		(158,679	)		(126,233	)
Proceeds from employee stock plans		6,928			468
Post-closing payment for business acquisition		-			(11,892	)
Purchase of treasury stock		(2,010	)		(24,825	)
Other financing activities		(39	)		(53	)
Net cash provided by financing activities		5,812			11,311
Effect of exchange rate changes on cash		(1,681	)		2,396
Net increase in cash and cash equivalents		11,199			3,585
Cash and cash equivalents at beginning of year		46,846			25,247
Cash and cash equivalents at end of period	$	58,045		$	28,832

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