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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): FEBRUARY 26, 1999
UTI ENERGY CORP.
(Exact name of registrant as specified in charter)
DELAWARE 001-12542 23-2037823
(State of Incorporation) (Commission File No.) (I.R.S. Employer Identification No.)
16800 GREENSPOINT
HOUSTON, TEXAS 77060
(Address of Principal Executive Offices) (Zip Code)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (281) 873-4111
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Exhibit Index Appears on Page 4
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ITEM 5. OTHER EVENTS.
On February 26, 1999, UTI Energy Corp., a Delaware corporation (the
"Company"), announced that its Board of Directors had approved a Shareholder
Rights Plan (the "Plan"). A copy of the Rights Agreement dated February 26,
1999, between the Company and ChaseMellon Shareholder Services, L.L.C., as
Rights Agent, the Certificate of Designation, Powers, Preferences and Rights of
Series I Preferred Stock dated February 26, 1999, Form of Right Certificate, the
Summary of Rights to Purchase Preferred Shares and the press release announcing
the adoption of the Plan are filed as Exhibits 4.1, 4.2, 4.3, 4.4 and 99.1,
respectively, and are incorporated herein by reference.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits.
4.1 - Rights Agreement dated February 26, 1999, between the
Company and ChaseMellon Shareholder Services, L.L.C., as
Rights Agent.
4.2 - Certificate of Designation, Powers, Preferences and Rights of
Series I Preferred Stock dated February 26, 1999.
4.3 - Form of Right Certificate.
4.4 - Summary of Rights to Purchase Preferred Shares.
99.1 - Press release of the Company dated February 26, 1999,
announcing the adoption of the Plan.
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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.
UTI ENERGY CORP.
Dated: March 4, 1999 By: /s/ JOHN E. VOLLMER
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John E. Vollmer
Chief Financial Officer and
Corporate Secretary
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INDEX TO EXHIBITS
Number Exhibit
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4.1 Rights Agreement dated as of February 26, 1999, between the Company and
ChaseMellon Shareholder Services, L.L.C., as Rights Agent.
4.2 Certificate of Designation, Powers, Preferences and Rights of Series I
Preferred Stock dated February 26, 1999.
4.3 Form of Right Certificate.
4.4 Summary of Rights to Purchase Preferred Shares.
99.1 Press release of the Company dated February 26, 1999, announcing the
adoption of the Plan.
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