Filer: Nabors Industries Ltd.
Pursuant to Rule 425 under the
Securities Act of 1933 and Rule 14a-6
under the Securities Exchange Act of 1934
Subject Company: Nabors Industries, Inc.
Commission File No.: 1-09245
Registration Statement No.: 333-76198
[NABORS INDUSTRIES LOGO] [NABORS LETTERHEAD]
NEWS RELEASE
NABORS STOCKHOLDERS OVERWHELMINGLY APPROVE
REORGANIZATION IN BERMUDA
NABORS WINS COURT RULING
HOUSTON, JUNE 14, 2002 - Nabors Industries, Inc. (AMEX: NBR) today announced
that its stockholders overwhelmingly approved a proposal that will result in
Nabors Industries changing its place of incorporation from Delaware to Bermuda.
Of the outstanding shares, 65.6% were for the proposal, far exceeding the
majority of the outstanding shares required for the proposal to pass. More than
80% of the shares voted were in favor of the reorganization.
Nabors also announced that the U.S. District Court for the Southern District of
Texas has denied the request by plaintiffs that a temporary restraining order be
issued against Nabors in connection with the stockholder vote and the proposed
reorganization. The Court's opinion is expected later today.
Nabors' Chairman and Chief Executive Officer Eugene Isenberg said, "We are
delighted with the outcome of today's vote and the Court's decision. Our
stockholders' confidence in the strategic direction of our Company has been
demonstrated. Our stockholders have clearly agreed with us that this
reorganization is an excellent way to help to facilitate growth and enhance
value. We look forward to reviewing the Court's opinion when it is issued."
As a result of today's vote, Nabors Industries, Inc. will become a wholly-owned,
indirect subsidiary of Nabors Industries Ltd. The Company expects the
reincorporation to be effective as soon as possible. Upon completion, each share
of Nabors Industries, Inc. will automatically be converted into the right to
receive a share of Nabors Industries, Ltd. and all current stockholders of
Nabors industries, Inc. will become shareholders of Nabors Industries Ltd. The
new shares will be listed and traded on the American Stock Exchange under the
ticker symbol "NBR." When the reincorporation is effective a Nabors transfer
agent will mail stockholders a letter of transmittal and instructions for the
exchange of their current stock certificates into shares of the Bermuda
corporation.
The Nabors companies own and operate over 530 land drilling and 933 land
workover and well-servicing rigs worldwide. Offshore, Nabors operates 44
platform, 15 jack-ups, and three barge rigs in the domestic and international
markets. Nabors also operates 30 marine transportation and support vessels in
the Gulf of Mexico. In addition, Nabors manufactures top drives and drilling
instrumentation systems and provides comprehensive oilfield hauling,
engineering, civil construction, logistics and facilities maintenance, and
project management services. Nabors participates in most of the significant oil,
gas and geothermal markets in the world.
A registration statement for Nabors Industries Ltd., including the proxy
statement/prospectus, and a supplement thereto, have been filed with the
Securities and Exchange Commission and are available for free at the SEC's
website, www.sec.gov and at Nabors Industries, Inc.'s website, www.nabors.com .
These documents contain important information that investors should consider.
Investors should read these documents carefully.
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Nabors Industries, Inc. stock is listed on the American Stock Exchange (NBR).
For further information, please contact Dennis A. Smith, Director of Corporate
Development at (281) 775-8038. To request Investor Materials, call Angela
Ridgell at (281) 775-8063.
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