SMITH INTERNATIONAL, INC.
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
JUNE 24, 2002
DATE OF REPORT
(Date of earliest event reported)
SMITH INTERNATIONAL, INC.
(Exact name of Registrant as specified in its charter)
DELAWARE 1-8514 95-3822631
(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation or organization) File Number) Identification No.)
411 N. SAM HOUSTON PARKWAY, SUITE 600
HOUSTON, TEXAS
(Address of principal executive offices)
77060
(Zip Code)
(281) 443-3370
(Registrant's telephone number, including area code)
ITEM 5: OTHER EVENTS
On June 6, 2002, the Company announced that its Board of Directors has
declared a 2-for-1 stock split to be effected in the form of a stock dividend.
Shareholders of record on June 20, 2002, are entitled to one additional share of
common stock for each share held on that date. The Company's transfer agent is
to distribute the stock dividend on or about July 8, 2002. Pursuant to Section
12 of the Rights Agreement by and between the Company and First Chicago Trust
Company of New York (the "Rights Agent") dated as of June 20, 2000, the Company
is required to file with the Rights Agent, its transfer agent and the Securities
and Exchange Commission a certificate setting forth the nature of any adjustment
to the Rights Agreement as a result of the stock split. A copy of the form of
Certificate of Adjusted Purchase Price or Number of Shares dated June 21, 2002
is filed as Exhibit 99.1 and is hereby incorporated herein by reference.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial statements of businesses acquired
Not applicable.
(b) Pro forma financial information
Not applicable.
(c) Exhibits
99.1 Certificate of Adjusted Purchase Price or Number of
Shares dated June 21, 2002.
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.
SMITH INTERNATIONAL, INC.
/s/ NEAL S. SUTTON
------------------
By: Neal S. Sutton
Senior Vice President - Administration,
General Counsel and Secretary
Date: June 24, 2002
EXHIBIT INDEX
EXHIBIT
NUMBER DESCRIPTION
------- -----------
99.1 Certificate of Adjusted Purchase Price or Number of Shares
dated June 21, 2002.