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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): May 12, 1997
CORE LABORATORIES N.V.
(Exact name of registrant as specified in its charter)
THE NETHERLANDS NOT APPLICABLE
(State or other jurisdiction (I.R.S. Employer
of incorporation) Identification No.)
0-26710
(Commission File Number)
HERENGRACHT 424
1017 BZ AMSTERDAM
THE NETHERLANDS NOT APPLICABLE
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (31-20) 420-3191
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
On May 12, 1997, Core Laboratories N.V. (the "Company") consummated the
acquisition of Saybolt International B.V. for $67 million in cash and the
assumption of approximately $5 million of net debt. Saybolt International B.V.,
and its subsidiaries ("Saybolt") provide analytical and field services to
characterize and test crude oil and petroleum products to the oil industry.
Saybolt operates in over 40 countries and has approximately 1,650 employees.
Saybolt reported revenues of $105,358,000, $97,803,000 and $90,258,000 in 1996,
1995 and 1994, respectively. The transaction was accounted for under the
purchase method and financed using additional borrowings. Accordingly, due to
the acquisition exceeding 20% of the Company's assets at December 31, 1996, as
required in Rule 3-05 of Regulation S-X, the Company will file within 60 days
certain required financial statements and proforma information.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial statements of business acquired.
The Company will file within sixty (60) days the required financial
statements of the acquired business.
(b) Pro forma financial information.
The Company will file within sixty (60) days the required pro forma
financial statements.
(c) Exhibits.
The following exhibits are filed herewith:
10.1 Credit Agreement among Core Laboratories N.V., Core Laboratories,
Inc., Core Laboratories (U.K.) Limited, Bankers Trust Company, and
NationsBank, N.A., dated as of May 12, 1997.
10.2 Stock Purchase Agreement among Core Laboratories N.V., Saybolt
International B.V. and the shareholders of Saybolt International
B.V., dated as of April 16, 1997.
10.3 Employment agreement among Saybolt Netherlands B.V. and Frerik
Pluimers dated as of May 12, 1997.
10.4 Escrow Agreement among Core Laboratories N.V., each of the
shareholders of Saybolt International B.V. and Chase Manhattan Bank
dated as of May 12, 1997.
99.1 News Release of Core Laboratories N.V. regarding the acquisition of
Saybolt dated May 12, 1997.
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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.
CORE LABORATORIES N.V.
by: Core Laboratories International B.V.
Dated: May 23, 1997 By: /s/ RICHARD L. BERGMARK
Richard L. Bergmark
Chief Financial Officer and Treasurer
(Principal Financial Officer and
Chief Accounting Officer)