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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
June 28, 2002
Commission File No. 1-2960
NEWPARK RESOURCES, INC.
NEWPARK RESOURCES, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 72-1123385
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
3850 N. CAUSEWAY, SUITE 1770 70002
METAIRIE, LOUISIANA (Zip Code)
(Address of principal executive offices)
(504) 838-8222
(Registrant's telephone number)
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ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
On June 27, 2002, Newpark Resources, Inc., a Delaware corporation, ("Newpark"),
dismissed Arthur Anderson LLP ("Arthur Andersen") as its independent auditors,
and engaged Ernst & Young LLP ("Ernst & Young") to serve as its independent
auditors for the fiscal year ending December 31, 2002. The Arthur Andersen
dismissal and the Ernst & Young engagement were recommended by Newpark's Audit
Committee and approved by Newpark's Board of Directors and are effective
immediately.
Arthur Andersen's reports on Newpark's consolidated financial statements for
each of the past two fiscal years did not contain an adverse opinion or
disclaimer of opinion, nor were such reports qualified or modified as to
uncertainty, audit scope or accounting principles.
During the two most recent fiscal years and through the date of this report,
there were (i) no disagreements with Arthur Andersen on any matter of accounting
principles or practices, financial statement disclosure or auditing scope or
procedure, which disagreement(s), if not resolved to Arthur Andersen's
satisfaction, would have caused Arthur Andersen to make a reference to the
subject matter of the disagreement(s) in connection with Arthur Andersen's
report; and (ii) no reportable events as defined in Item 304(a)(1)(v) of
Regulation S-K.
Newpark has provided Arthur Andersen with a copy of the foregoing disclosures.
Attached as Exhibit 16 is a copy of Arthur Andersen's letter, dated July 2,
2002, stating that it has found no basis for disagreement with such statements.
During each of the two most recent fiscal years and through the date of this
report, Newpark did not consult Ernst & Young with respect to the application of
accounting principles to a specified transaction, whether completed or proposed,
or the type of audit opinion that might be rendered on Newpark's consolidated
financial statements, or any other matters or reportable events as set forth in
Items 304(a)(2)(I) and (ii) of Regulation S-K.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibits. The following exhibits are filed with this report.
Exhibit Number Description
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16 Letter from Arthur Andersen LLP dated July 2, 2002,
addressed to The Securities and Exchange Commission.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
NEWPARK RESOURCES, INC.
By: /s/ Matthew W. Hardey
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Matthew W. Hardey, Vice President of
Finance and Chief Financial Officer
Dated: June 28, 2002
EXHIBIT INDEX
Exhibit Number Description
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16 Letter from Arthur Andersen LLP dated July 2, 2002,
addressed to The Securities and Exchange Commission.