| IRI International Corporation | |||
| Ticker: | IIR | 1000 Louisiana, Suite 5900 | |
| Exchange: | New York Stock Exchange | Houston, TX 77002 | |
| Industry: | Manufacturing (SIC Code 3533) | (713) 651-8002 | |
| # of Employees: | 1378 | ||
| Type of Shares: | Common Shares | Filing Date: | 9/8/97 | |
| U.S. Shares: | 9,600,000 | Offer Date: | 11/13/97 | |
| Non-U.S. Shares: | 2,400,000 | Filing Range: | $14.00 - $17.00 | |
| Primary Shares: | 9,000,000 | Offer Price: | $18.00 | |
| Secondary Shares: | 3,000,000 | Gross Spread: | $1.21 | |
| Offering Amount: | $186,000,000 | Selling: | $0.70 | |
| Expenses: | - | Reallowance: | $0.10 | |
| Shares Out After: | 39,000,000 |
| Manager | Tier | Phone |
| Lehman Brothers Incorporated | Lead Manager | (212) 526-8100 |
| Credit Lyonnais Securities (USA) Inc. | Co-manager | (212) 408-5680 |
| Howard, Weil, Labouisse, Friedrichs | Co-manager | (504) 582-2607 |
| Prudential Securities Incorporated | Co-manager | (212) 778-5420 |
| Issuer's Law Firm: | Jones, Day, Reavis & Pogue |
| Bank's Law Firm: | Baker & Botts |
| Auditor: | KPMG Peat Marwick |
| Registrar/Transfer Agent: | Continental Stock Transfer & Trust Co |
Dollar amounts in U.S. millions except for per share data | |||||
| 9 Month Ending Financials | |||||
| Full Year Audited Income | Latest Unaudited Income | Prior Unaudited Income | Balance Sheet | ||
| 12/31/96 | 6/30/97 | 6/30/96 | 6/30/97 | ||
| Revenue: | $188.39 | $80.19 | $29.35 | Assets: | $164.19 |
| Net Income: | $14.60 | $3.86 | $2.51 | Curr Assets: | |
| EPS: | $0.37 | $0.10 | Liabilities: | $138.87 | |
| Prior EPS: | Curr Liabilities: | ||||
| Cash Flow/Oper: | Equity: | $25.32 | |||
| Cash Flow/Fin: | Cash: | ||||
| Cash Flow/Inv: | Working Cap: | $89.86 | |||
| Business Description |
| The company is one of the world's largest manufacturers of land-based drilling and well-servicing rigs and rig component parts for use in the global oil and gas industry. Through its IRI and Cardwell operations, the Company designs and produces rigs to meet the special requirements of its global clientele for service in remote areas and harsh climatic conditions. Through its Bowen Tools Division, the Company is a leading manufacturer of downhole fishing and drilling tools and offers a complete line of oilfield power equipment, including top drives, power-swivels, wireline pressure control equipment and coiled tubing systems, which complement the Company's drilling and well-servicing rigs. The Company also manufactures and maintains a significant inventory of replacement parts for rigs produced by the Company and by others, enabling it to meet the needs of its customers on a timely basis. As a result of its diverse product lines and the availability, on a sale or rental basis, of the products of the Bowen Tools Division, the Company is able to satisfy a wide range of its customers' special requirements. Through its Specialty Steel Division, the Company produces premium alloy steel for commercial and military use and for use in manufacturing oilfield equipment products. |
| Competition |
| The Company's revenues and earnings are affected by a competitive oilfield equipment industry, the introduction of new or improved products by competitors, increases in the supply of, or improvements in the deliverability of, competing products and significant price competition. The Company competes with a number of entities, some of which may possess greater financial and other resources than the Company. |
| Business Plan |
| The Company's business strategy is to continue its significant expansion and growth as a leader in the design, manufacture, service, sale and rental of oilfield equipment products by: Leveraging Strong Brand Names and Leading Market Shares. The Company manufactures its drilling rigs and well-servicing rigs and component parts under internationally recognized brand names which include IDECO(R), FRANKS(R), CARDWELL(R), CABOT(TM) and IRI(TM). The Company manufactures fishing and drilling tools, top drives, power-swivels and coiled tubing systems under the BOWEN(R) brand name. The Company believes the majority of the land-based drilling rigs and well-servicing rigs currently operating worldwide were manufactured by it or its predecessors. The Company estimates that BOWEN(R) fishing tools, considered the industry standard since they were first introduced by S.R. Bowen in 1930, maintain an approximate 50% share of the worldwide market for such products. Under the BOWEN(R) brand name, the Company maintains the leading market share in power-swivels and is among the market leaders in drilling tools and wireline equipment. The Company believes it will benefit significantly from increased demand for oilfield equipment and products as customers seek to obtain new equipment or replace existing equipment with similarly branded products. |
| Use of Proceeds |
| The proceeds from the proposed offering will be used to repay indebtedness incurred in connection with the acquisition and for general corporate purposes. |
| Name of Shareholder | % Owned Before | % Owned After |
| Hushang Ansary | 91.00% | 62.90% |
| Nina Ansary | 10.00% | 7.70% |
| Dr. Philip David | 5.00% | 3.50% |
| Officer Name | Title | Age |
| Hushang Ansary | Chairman of the Board and Chief Executive Officer | 70 |
| Abdallah Andrawos | Director and Secretary | 40 |
| Munawar H. Hidayatallah | Director, Executive Vice President and Chief Financial Officer | 53 |
| Richard D. Higginbotham | Director, President and Chief Operating Officer -- Bowen Tools Division | 60 |
| Arhtur C. Teichgraeber | Director, President and Chief Operating Officer -- Cardwell International Ltd. | 41 |
| Gary W. Stratulate | Director, President and Chief Operationg Officer -- IRI Division | 41 |
| Daniel G. Moriarty | Vice-Chairman of the Board | 63 |