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)
MARCH 27, 2003
Halliburton Company
(Exact name of registrant as specified in its charter)
State or other Commission IRS Employer
jurisdiction File Number Identification
of incorporation Number
Delaware 1-3492 No. 75-2677995
4100 Clinton Drive
Houston, Texas 77020-6299
(Address of principal executive offices)
Registrant's telephone number,
including area code - 713-676-3011
INFORMATION TO BE INCLUDED IN REPORT
Item 9. Regulation FD Disclosure
On March 27, 2003 registrant issued a press release entitled
"Halliburton 2002 Fourth Quarter Adjustments."
The text of the press release is as follows:
HALLIBURTON 2002 FOURTH QUARTER ADJUSTMENTS
HOUSTON -- Halliburton (NYSE:HAL) announced today that subsequent to the
issuance of its 2002 fourth quarter earnings press release on February 20, 2003,
the Company recorded an additional $3 million expense, net of tax, to continuing
operations and an $11 million expense, net of tax, to discontinued operations
for an overall decrease in net income for the fourth quarter of 2002 of $14
million. The $3 million adjustment to continuing operations relates to the
results of a majority owned consolidated foreign joint venture. The $11 million
adjustment to discontinued operations relates to a reduction in estimated
insurance recoveries for asbestos and silica claims and was the result of a
recent announcement regarding the financial viability of an insurance carrier
that was voluntarily placed in rehabilitation.
In estimating the probable insurance recoveries related to asbestos and silica
liability claims, the Company with assistance from Peterson Consulting, its
third party insurance estimator, assumed that no recovery from insolvent
carriers would be received. On March 5, 2003, the New Hampshire Insurance
Department announced that The Home Insurance Company had been voluntarily placed
in rehabilitation. Based upon this announcement, the Company believes The Home
Insurance Company should be treated as an insolvent carrier for purposes of
computing insurance recoveries. As a result, the Company has revised the
estimate of probable insurance recoveries as of December 31, 2002 to exclude any
recoveries from The Home Insurance Company and has recorded an $11 million
expense, net of tax, to discontinued operations in 2002. Although the Company
has adopted this accounting treatment, the Company will continue to pursue all
of its claims against all insolvent insurance carriers.
In addition, the Company recorded an aggregate $3 million expense, net of taxes,
related to one of its majority owned consolidated foreign joint ventures in the
Engineering and Construction segment, which affected depreciation expense, tax
expense and minority interest expense.
After the effect of these adjustments, the Company's fourth quarter 2002 net
loss from continuing operations remains at $0.30 per share, unchanged from the
earnings per share previously announced for the fourth quarter. In addition, the
Company's 2002 fourth quarter net income from continuing operations on a pro
forma basis remains unchanged at $0.24 per share. Reconciliations of the pro
forma financial results and the adjusted financial results are included in the
attached tables.
Halliburton, founded in 1919, is one of the world's largest providers of
products and services to the petroleum and energy industries. The Company serves
its customers with a broad range of products and services through its Energy
Services Group and Engineering and Construction Group business segments. The
Company's World Wide Web site can be accessed at www.halliburton.com.
HALLIBURTON COMPANY
Consolidated Statements of Income
(Unaudited)
Quarter Ended Twelve Months Ended
December 31 December 31
---------------------------- ---------------------------
2002 2001 2002 2001
------------ ------------ ------------ -----------
Millions of dollars except per share data
Revenues
Energy Services Group $ 1,714 $ 1,913 $ 6,836 $ 7,811
Engineering and Construction Group 1,634 1,259 5,736 5,235
------------ ------------ ------------ -----------
Total revenues $ 3,348 $ 3,172 $ 12,572 $13,046
============ ============ ============ ===========
Operating income
Energy Services Group $ 199 $ 258 $ 638 $ 1,036
Engineering and Construction Group (189) 27 (685) 111
General corporate (31) (13) (65) (63)
------------ ------------ ------------ -----------
Total operating income (loss) (21) 272 (112) 1,084
Interest expense (22) (32) (113) (147)
Interest income 8 9 32 27
Foreign currency gain (losses), net (13) (4) (25) (10)
Other, net (12) - (10) -
------------ ------------ ------------ -----------
Income (loss) from continuing operations before
income taxes, minority interests, and change
in accounting method (60) 245 (228) 954
(Provision) benefit for income taxes (49) (99) (80) (384)
Minority interest in net income of subsidiaries (23) (5) (38) (19)
------------ ------------ ------------ -----------
Income (loss) from continuing operations
before change in accounting method (132) 141 (346) 551
Discontinued operations, net
Income (loss) from discontinued operations (484) (2) (652) (42)
Gain on disposal of discontinued operations - - - 299
------------ ------------ ------------ -----------
Income (loss) from discontinued operations (484) (2) (652) 257
------------ ------------ ------------ -----------
Cumulative effect of change in accounting
method, net - - - 1
------------ ------------ ------------ -----------
Net income (loss) $ (616) $ 139 $ (998) $ 809
============ ============ ============ ===========
Basic income per share:
Continuing operations $ (0.30) $ 0.33 $ (0.80) $ 1.29
Discontinued operations, net
Income (loss) from discontinued operations (1.12) (0.01) (1.51) (0.10)
Gain on disposal of discontinued operations - - - 0.70
------------ ------------ ------------ -----------
Income (loss) from discontinued operations (1.12) (0.01) (1.51) 0.60
------------ ------------ ------------ -----------
Net income (loss) $ (1.42) $ 0.32 $ (2.31) $ 1.89
============ ============ ============ ===========
Diluted income per share:
Continuing operations $ (0.30) $ 0.33 $ (0.80) $ 1.28
Discontinued operations, net
Income (loss) from discontinued operations (1.12) (0.01) (1.51) (0.10)
Gain on disposal of discontinued operations - - - 0.70
------------ ------------ ------------ -----------
Income from discontinued operations (1.12) (0.01) (1.51) 0.60
------------ ------------ ------------ -----------
Net income (loss) $ (1.42) $ 0.32 $ (2.31) $ 1.88
============ ============ ============ ===========
Basic average common shares outstanding 433 429 432 428
Diluted average common shares outstanding 433 430 432 430
-more-
TABLE 1
HALLIBURTON COMPANY
Reconciliation of As Reported Results to Pro Forma Results
Three months ended December 31, 2002
(Unaudited)
Other Net Earnings/
Operating Income/ (Provision) Income/ (loss) per
Income/ (Expense) - Benefit (loss) from Share from
(loss), (including for Minority Continuing Continuing
Pretax interest) Taxes Interest Operations Operations
--------------------------------------------------------------------------------------------
Pro forma results
(excluding items
below): $ 239 $ (33) $ (81) $ (23) $ 102 $ 0.24
Loss on equity
investment - (9) 3 - (6) (0.02)
Brazil project loss 2 - (1) - 1 -
Demutualization of
an insurance
company 1 3 (2) - 2 -
Asbestos charge (234) - 20 - (214) (0.49)
Restructuring costs (29) - 12 - (17) (0.03)
--------------------------------------------------------------------------------------------
As reported $ (21) $ (39) $ (49) $ (23) $ (132) $ (0.30)
============================================================================================
TABLE 2
HALLIBURTON COMPANY
Reconciliation of As Reported Results to Pro Forma Results
Twelve months ended December 31, 2002
(Unaudited)
Other Net Earnings/
Operating Income/ (Provision) Income/ (loss) per
Income/ (Expense) - Benefit (loss) from Share from
(loss), (including for Minority Continuing Continuing
Pretax interest) Taxes Interest Operations Operations
--------------------------------------------------------------------------------------------
Pro forma results
(excluding items
below): $ 796 $ (109) $ (267) $ (38) $ 382 $ 0.88
Sale of EMC 108 3 (43) - 68 0.16
Patent lawsuit (98) (4) 40 - (62) (0.14)
Highlands receivable
write-off (80) - 31 - (49) (0.11)
Demutualization of
an insurance
company 29 3 (13) - 19 0.04
Restructuring costs (107) - 42 - (65) (0.15)
Brazil project loss (117) - 45 - (72) (0.17)
Asbestos charge (564) - 82 - (482) (1.11)
Loss on equity
investment (79) (9) 3 - (85) (0.20)
--------------------------------------------------------------------------------------------
As reported $ (112) $ (116) $ (80) $ (38) $ (346) $ (0.80)
============================================================================================
-more-
TABLE 3
HALLIBURTON COMPANY
Reconciliation of Previously Issued As Reported Results to Adjusted As Reported Results
Three months ended December 31, 2002
(Unaudited)
Previously
Issued As Adjusted
Reported Insolvency of Joint Venture As Reported
Results Insurer Operations Results
----------------------------------------------------------------------
Operating Income/(loss) Pretax $ (27) $ - $ 6 $ (21)
Other Income/(Expense) - (including
interest) (39) - - (39)
(Provision) Benefit for Taxes (50) - 1 (49)
Minority Interest in Net Income of
Subsidiaries (13) - (10) (23)
----------------------------------------------------------------------
Net Income/(loss) from Continuing
Operations (129) - (3) (132)
Income (loss) from Discontinued
Operations (473) (11) (484)
----------------------------------------------------------------------
Net Income $ (602) $ (11) $ (3) $ (616)
======================================================================
Earnings/(loss) per Share from
Continuing Operations $ (0.30) $ - $ - $ (0.30)
======================================================================
TABLE 4
HALLIBURTON COMPANY
Reconciliation of Previously Issued As Reported Results to Adjusted As Reported Results
Twelve months ended December 31, 2002
(Unaudited)
Previously
Issued As Adjusted
Reported Insolvency of Joint Venture As Reported
Results Insurer Operations Results
------------------------------------------------------------------------
Operating Income/(loss) Pretax $ (118) $ - $ 6 $ (112)
Other Income/(Expense) - (including
interest) (116) - - (116)
(Provision) Benefit for Taxes (81) - 1 (80)
Minority Interest in Net Income of
Subsidiaries (28) - (10) (38)
------------------------------------------------------------------------
Net Income/(loss) from Continuing
Operations (343) - (3) (346)
Income (loss) from Discontinued
Operations (641) (11) (652)
------------------------------------------------------------------------
Net Income $ (984) $ (11) $ (3) $ (998)
========================================================================
Earnings/(loss) per Share from
Continuing Operations $ (0.79) $ - $ (0.01) $ (0.80)
========================================================================
###
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.
HALLIBURTON COMPANY
Date: March 28, 2003 By: /s/ Margaret E. Carriere
------------------------------------
Margaret E. Carriere
Vice President and Secretary