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
Date of Report (Date of earliest event reported): January 21, 2011
SCHLUMBERGER N.V. (SCHLUMBERGER LIMITED)
(Exact name of registrant as specified in its charter)
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| Curaçao
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1-4601
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52-0684746 |
| (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.) |
42, rue Saint-Dominique, Paris, France 75007
5599 San Felipe, 17th Floor, Houston, Texas 77056
Parkstraat 83, The Hague, The Netherlands 2514 JG
(Addresses of principal executive offices and zip or postal codes)
Registrant’s telephone number in the United States, including area code: (713) 513-2000
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 (see General
Instruction A.2. below):
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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 2.02 Results of Operations and Financial Condition.
The Fourth-Quarter and Full-Year 2010 Results Press Release furnished as Exhibit 99.1 hereto
and the Fourth-Quarter 2010 Results — Supplemental Information furnished as Exhibit
99.2 hereto, both of which are incorporated by reference into this Item 2.02, were posted on the
Schlumberger internet website (www.slb.com/ir) on January 21, 2011. In accordance with General
Instructions B.2. of Form 8-K, the information shall not be deemed “filed” for purposes of Section
18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by
reference in any filing under the Securities Act of 1933, as amended, except as expressly set forth
by specific reference in such a filing.
In addition to financial results determined in accordance with generally accepted accounting
principles (GAAP) that are included in the attached Fourth-Quarter and Full-Year 2010 Results Press
Release, the attached document also includes the following non-GAAP financial measures (as defined
under Regulation G of the Securities Exchange Act of 1934):
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Net Debt: Net Debt represents gross
debt less cash, short-term investments and
fixed income investments, held to maturity.
Management believes that Net Debt provides
useful information regarding the level of
Schlumberger’s indebtedness by reflecting
cash and investments that could be used to
repay debt. |
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Income from continuing operations
attributable to Schlumberger, excluding
charges and credits; diluted earnings per
share from continuing operations, excluding
charges and credits: Management believes
that the exclusion of charges from the
foregoing financial measures enables it to
evaluate more effectively Schlumberger’s
operations period over period and to
identify operating trends that could
otherwise be masked by the excluded items. |
The Fourth-Quarter and Full-Year 2010 Results Press Release reports full-year 2010 income
from continuing operations attributable to Schlumberger in accordance with GAAP of $4.27 billion,
representing diluted earnings-per-share of $3.38 versus $2.61 in 2009. Full-year 2010 income
from continuing operations attributable to Schlumberger, excluding charges and credits, was $3.60
billion, representing diluted earnings-per-share of $2.86 versus $2.78 in 2009.
Fourth-quarter 2010 income from continuing operations attributable to Schlumberger in
accordance with GAAP was $1.04 billion, representing diluted earnings-per-share from continuing
operations of $0.76 versus $1.38 in the previous quarter, and $0.67 in the fourth quarter of 2009.
Fourth-quarter 2010 income from continuing operations attributable to Schlumberger, excluding
charges and credits, was $1.16 billion, representing diluted earnings-per-share from continuing
operations of $0.85 versus $0.70 in the previous quarter, and $0.67
in the fourth quarter of 2009.
The foregoing non-GAAP financial measures should be considered in addition to, not as a
substitute for, or superior to, total debt, cash flows or other measures of financial performance
prepared in accordance with GAAP as more fully discussed in Schlumberger’s financial statements and
filings with the Securities and Exchange Commission.
Item 7.01 Regulation FD Disclosure.
On January 21, 2011, Schlumberger issued a press release, a copy of which is furnished with
this Form 8-K as Exhibit 99.1 and incorporated into this Item 7.01 by reference. In accordance with
General Instructions B.2. of Form 8-K, the information shall not be deemed “filed” for purposes of
Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated
by reference in any filing under the Securities Act of 1933, as amended, except as expressly set
forth by specific reference in such a filing.
Also, see Item 2.02, “Results of Operations and Financial Condition.”
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits