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NEWPARK RESOURCES INC : Regulation FD Disclosure (form 8-K)

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02/11/2019 | 04:08pm EDT
Item 7.01. Regulation FD Disclosure.
Newpark Resources, Inc. (the "Company") has prepared presentation materials (the
"Presentation Materials") that management intends to use from time to time, on
February 11, 2019, and thereafter, in presentations about the Company's
operations and performance. The Company may use the Presentation Materials,
possibly with modifications, in presentations to current and potential
investors, lenders, creditors, insurers, vendors, customers, employees, and
others with an interest in the Company and its business.
The information contained in the Presentation Materials is summary information
that should be considered in the context of the Company's filings with the
Securities and Exchange Commission and other public announcements that the
Company may make by press release or otherwise from time to time. The
Presentation Materials speak as of the date of this Current Report on Form 8-K.
While the Company may elect to update the Presentation Materials in the future
or reflect events and circumstances occurring or existing after the date of this
Current Report on Form 8-K, the Company specifically disclaims any obligation to
do so. The Presentation Materials are furnished as Exhibit 99.1 to this Current
Report on Form 8-K and are incorporated herein by reference. The Presentation
Materials will also be posted in the Investor Information section of the
Company's website, http://www.newpark.com for up to 90 days.
The information referenced under Item 7.01 (including Exhibit 99.1 referenced in
Item 9.01 below) of this Current Report on Form 8-K is being "furnished" under
"Item 7.01. Regulation FD Disclosure" and, as such, shall not be deemed to be
"filed" for the purposes of Section 18 of the Securities Exchange Act of 1934,
as amended (the "Exchange Act"), or otherwise subject to the liabilities of that
Section. The information set forth in this Current Report on Form 8-K (including
Exhibit 99.1 referenced in Item 9.01 below) shall not be incorporated by
reference into any registration statement, report or other document filed by the
Company pursuant to the Securities Act of 1933, as amended (the "Securities
Act"), except as shall be expressly set forth by specific reference in such
Use of Non-GAAP Financial Information
To help understand the Company's financial performance, the Company has
supplemented its financial results that it provides in accordance with generally
accepted accounting principles ("GAAP") with non-GAAP financial measures. Such
financial measures include earnings before interest, taxes, depreciation and
amortization ("EBITDA"), EBITDA Margin, Net Debt, and the Ratio of Net Debt to
We believe these non-GAAP financial measures are frequently used by investors,
securities analysts and other parties in the evaluation of our performance
and/or that of other companies in our industry. In addition, management uses
these measures to evaluate operating performance, and our incentive compensation
plan measures performance based on our consolidated EBITDA, along with other
factors. The methods we use to produce these non-GAAP financial measures may
differ from methods used by other companies. These measures should be considered
in addition to, not as a substitute for, financial measures prepared in
accordance with GAAP. Applicable reconciliations to the nearest GAAP financial
measure of each non-GAAP financial measure are included in the attached Exhibit
Item 9.01. Financial Statements and Exhibits.
(d)   Exhibits

      Exhibit No.    Description
      99.1             Q4 Presentation Materials


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