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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
November 17, 2009
Date of Report (Date of earliest event reported)
NATIONAL OILWELL VARCO, INC.
(Exact name of registrant as specified in its charter)
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Delaware
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1-12317
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76-0475815 |
(State or other jurisdiction
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(Commission
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(IRS Employer |
of incorporation)
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File Number)
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Identification No.) |
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7909 Parkwood Circle Dr. |
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Houston, Texas
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77036 |
(Address of principal executive offices)
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(Zip Code) |
Registrants telephone number, including area code: 713-346-7500
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the
filing obligation of the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c)) |
Item 8.01 Other Events
On November 17, 2009, National Oilwell Varco, Inc. announced that the board of directors declared a
special one-time cash dividend of $1.00 per share of common stock to its stockholders and the
commencement of a regular cash dividend of $0.10 per share of common stock on a quarterly basis,
each of which shall be payable on December 16, 2009 to stockholders of record as of December 2,
2009. A copy of the release is furnished herewith as Exhibit 99.1 and incorporated herein by
reference.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
The following exhibit is provided as part of the information furnished under Item 8.01 of
this Current Report on Form 8-K:
99.1 |
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National Oilwell Varco, Inc. press release dated November 17, 2009 announcing special
one-time cash dividend and commencement of a regular quarterly cash dividend. |
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.
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Date: November 17, 2009 |
NATIONAL OILWELL VARCO, INC.
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/s/ Raymond W. Chang
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Raymond W. Chang |
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Vice President |
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Index to Exhibits
99.1 National Oilwell Varco, Inc. press release dated November 17, 2009 announcing special one-time
cash dividend and commencement of a regular quarterly cash dividend.
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exv99w1
EXHIBIT 99.1
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NEWS
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Contact: Clay Williams |
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(713) 346-7606 |
FOR IMMEDIATE RELEASE
NATIONAL OILWELL VARCO ANNOUNCES
CASH DISTRIBUTION TO STOCKHOLDERS
HOUSTON, TX, November 17, 2009 ¾ National Oilwell Varco, Inc. (NYSE: NOV) today announced
that its Board of Directors has approved a special one-time cash dividend of $1.00 per share of
common stock. The special cash dividend will be paid on December 16, 2009 to each stockholder of
record on December 2, 2009.
The Board of Directors also approved the commencement of a regular cash dividend of $0.10 per share
of common stock on a quarterly basis. The quarterly cash dividend will also be paid on December
16, 2009 to each stockholder of record on December 2, 2009.
The aggregate total dividend distribution will be approximately $460.2 million based on
approximately 418.3 million shares outstanding as of November 13, 2009. As of September 30, 2009,
the Companys cash and cash equivalents totaled approximately $3.2 billion. Through its third
quarter ended September 30, 2009, cash provided by operating activities was $2.0 billion.
Pete Miller, Chairman, President and CEO of National Oilwell Varco, stated This one-time special
cash dividend and commencement of a regular quarterly dividend reflect our commitment to enhancing
stockholder value. The decision to make cash distributions was based in part on our solid
capitalization, our bright long-term outlook for the Companys business, and our assessment that
strong future cash flows and access to credit will permit us to continue to invest in our business.
We expect future strategic acquisitions and internal growth opportunities to continue to play a
key role in enhancing the competitiveness of the Company.
National Oilwell Varco is a worldwide leader in the design, manufacture and sale of equipment and
components used in oil and gas drilling and production operations, the provision of oilfield
services, and supply chain integration services to the upstream oil and gas industry.
Statements made in this press release that are forward-looking in nature are intended to be
forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of
1934 and may involve risks and uncertainties. These statements may differ materially from actual
future events or results. Readers are referred to documents filed by National Oilwell Varco with
the Securities and Exchange Commission, including the Annual Report on Form 10-K, which identify
significant risk factors which could cause actual results to differ from those contained in the
forward-looking statements.
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