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UNITED STATES
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): June 30, 1998
CORE LABORATORIES N.V.
(Exact name of registrant as specified in its charter)
THE NETHERLANDS NOT APPLICABLE
(State or Other Jurisdiction of Incorporation) (I.R.S. Employer 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 June 30, 1998, Core Laboratories N.V. (the "Company") acquired all of
the outstanding shares of Owen Oil Tools, Inc. ("Owen") in a stock-for-stock
transaction, which will be accounted for as a purchase. The Company issued
2,276,831 shares of its NLG .03 par value common stock for the privately held
Fort Worth, Texas based company. As additional information concerning the
value of the assets acquired and the liabilities assumed becomes known
adjustments will be made to the purchase price allocation and financial
statements.
Owen and its subsidiaries manufacture and sell down-hole well completion
products and resell perforating supplies and down-hole tools to customers in
the petroleum industry. Owen operates in seven countries and has approximately
360 employees.
Significant susidiary tests set forth in Rule 3-05 of Regulation S-X have
been calculated for Owen and fall below 20%, thus, accordingly, financial
statements and proforma information need not be filed.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a). Financial statements of business acquired.
Not Applicable
(b). Pro forma financial information.
Not Applicable
(c). Exhibits.
The following exhibits are filed herewith:
10.1 Agreement and Plan of Merger among Core Laboratories
N.V., Owen Oil Tools, Inc., Owen Acquisition, Inc., and
each of the shareholders of Owen Oil Tools, Inc. dated as
of June 30, 1998.
99.1 News Release of Core Laboratories N.V. regarding the
acquisition of Owen dated July 1, 1998.
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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: July 15, 1998 By: /s/ RICHARD L. BERGMARK
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Richard L. Bergmark
Chief Financial Officer and Treasurer
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INDEX TO EXHIBITS
EXHIBIT
NUMBER DESCRIPTION
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10.1 Agreement and Plan of Merger among Core Laboratories N.V., Owen Oil Tools, Inc., Owen Acquisition,
Inc., and each of the shareholders of Owen Oil Tools, Inc. dated as of June 30, 1998.
99.1 News Release of Core Laboratories N.V. regarding the acquisition of Owen dated July 1, 1998.
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