Smith International, Inc. (“Smith”)
(NYSE:SII) and W-H Energy Services, Inc. (“W-H”)
(NYSE:WHQ) today announced that Smith has extended the expiration date
of the exchange offer to acquire all the outstanding shares of W-H
common stock to 12:00 midnight, New York City time, at the end of
Monday, August 4, 2008, unless extended further. Based on a preliminary
count by the exchange agent for the exchange offer, there were tendered
and not withdrawn 2,047,293 shares of W-H common stock as of July 18,
2008.
Smith and W-H also today announced that following consultation with the
Antitrust Division of the Department of Justice (“DOJ”),
Smith has withdrawn and re-filed its Hart-Scott-Rodino notification with
respect to the exchange offer. The Hart-Scott-Rodino waiting period will
expire at 11:59 p.m. on August 18, 2008, unless early termination of the
waiting period is granted or Smith or W-H receives a request for
additional information or documentary material. Smith remains very
confident that all required regulatory approvals will be received.
Smith is a leading supplier of premium products and services to the oil
and gas exploration and production industry through its four principal
business units – M-I SWACO, Smith
Technologies, Smith Services and Wilson.
W-H is a diversified oilfield services company that provides products
and services used in connection with the drilling and completion of oil
and natural gas wells and the production of oil and natural gas. W-H has
operations in North America and select areas internationally.
Certain comments contained herein are forward-looking in nature and are
intended to constitute “forward-looking
statements.” These forward-looking statements
include, without limitation, statements regarding the consummation of
the transaction, the expiration of the Hart-Scott-Rodino waiting period
and any other statements that are not historical facts. By their nature,
forward-looking statements involve risks and uncertainties that could
cause actual results to materially differ from those anticipated in the
statements. For a discussion of additional risks and uncertainties that
could impact the companies’ results, review
the Smith and W-H Annual Reports on Form 10-K for the year ended
December 31, 2007 and other filings with the SEC. These risks and
uncertainties include the satisfaction of the conditions to consummate
the proposed acquisition, changes in laws or regulations and other
factors and uncertainties discussed from time to time in reports filed
by the companies with the SEC.
In connection with the exchange offer, Smith filed a registration
statement on Form S-4 and a tender offer statement on Schedule TO with
the SEC on June 24, 2008, as amended, and W-H filed a
solicitation/recommendation statement on Schedule 14D-9 on June 24,
2008, as amended. These documents contain important information about
the exchange offer that should be read carefully before any decision is
made with respect to the exchange offer. These materials will be made
available to the shareholders of W-H at no expense to them. Investors
and security holders may obtain the documents free of charge at the SEC’s
web site, www.sec.gov. In addition,
such materials (and all other documents filed with the SEC) may be
obtained free of charge at www.smith.com
or www.whes.com. You may also read and
copy any reports, statements and other information filed by Smith or W-H
with the SEC at the SEC public reference room at 100 F Street N.E.,
Room 1580, Washington, D.C. 20549. Please call the SEC at (800) 732-0330
or visit the SEC’s website for further
information on its public reference room. Copies of the exchange offer
materials may also be obtained at no charge from MacKenzie Partners,
Inc., the information agent for the exchange offer, toll-free at
1-800-322-2885.
Smith International, Inc., Houston
Chief Financial Officer
Margaret
K. Dorman, 281-443-3370
or
W-H Energy Services, Inc.
Director
of Investor Relations
Shawn M. Housley, 713-974-9071
