================================================================================ 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): JUNE 30, 2003 WEATHERFORD INTERNATIONAL LTD. (Exact name of registrant as specified in charter) BERMUDA 1-31339 98-0371344 (State of Incorporation) (Commission File No.) (I.R.S. Employer Identification No.) 515 POST OAK BLVD., SUITE 600, HOUSTON, TEXAS 77027-3415 (Address of Principal Executive Offices) (Zip Code) REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (713) 693-4000 ================================================================================ PAGE 1 ITEM 5. OTHER EVENTS On June 30, 2003, Weatherford International Ltd. announced by press release that it has entered into a purchase agreement with Lehman Brothers to sell 10,000,000 common shares, plus an over-allotment option to purchase up to an additional 1,500,000 common shares. A copy of the purchase agreement is filed as Exhibit 1.1 to this Current Report, a copy of the opinion of our Bermuda counsel as to the legality of the shares issued is attached as Exhibit 5.1 to this Current Report and a copy of the press release is filed as Exhibit 99.1 to this Current Report. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (a) Financial statements of business acquired. Not applicable. (b) Pro forma financial information Not applicable. (c) Exhibits 1.1 Purchase Agreement, dated as of June 30, 2003, by and between Weatherford International Ltd. and Lehman Brothers Inc. 5.1 Opinion of Conyers Dill & Pearman regarding the legality of the common shares. 99.1 Press release dated June 30, 2003 announcing Purchase Agreement. PAGE 2 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. WEATHERFORD INTERNATIONAL LTD. Dated: July 1, 2003 /s/ Burt M. Martin ------------------------------ Burt M. Martin Senior Vice President, General Counsel and Secretary PAGE 3 EXHIBIT INDEX EXHIBIT NUMBER DESCRIPTION ------- ----------- 1.1 Purchase Agreement, dated as of June 30, 2003, by and between Weatherford International Ltd. and Lehman Brothers Inc. 5.1 Opinion of Conyers Dill & Pearman regarding the legality of the common shares. 99.1 Press release dated June 30, 2003 announcing Purchase Agreement.