-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, TNKp09rkmWo+I23wHe7OMEWU8RauMkWiTqKHZROhi4+++WC3DCARY6MJMHgx/3yu nv4JcPaHXcdkhcDa4QXr5w== 0001275287-05-002818.txt : 20050728 0001275287-05-002818.hdr.sgml : 20050728 20050728084129 ACCESSION NUMBER: 0001275287-05-002818 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20050726 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050728 DATE AS OF CHANGE: 20050728 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ULTRA PETROLEUM CORP CENTRAL INDEX KEY: 0001022646 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-29370 FILM NUMBER: 05979107 BUSINESS ADDRESS: STREET 1: 363 N SAM HOUSTON PARKWAY E STREET 2: SUITE 1200 CITY: HOUSTON STATE: TX ZIP: 77060 BUSINESS PHONE: 2818760120 MAIL ADDRESS: STREET 1: 363 N SAM HOUSTON PARKWAY 3 STREET 2: SUITE 1200 CITY: HOUSTON STATE: TX ZIP: 77060 8-K 1 up3209.txt ================================================================================ UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): July 26, 2005 Ultra Petroleum Corporation (Exact Name of Registrant as Specified in its Charter) Yukon Territory, Canada 0-29370 N/A (State or other jurisdiction (Commission File Number) (IRS Employer of incorporation) Identification No.) 363 N. Sam Houston Parkway E., Suite 1200 Houston, Texas 77060 (Address of principal (Zip Code) executive office) Registrant's telephone number, including area code: (281) 876-0120 Not Applicable ----------------------------------------------------------- Former name or former address, if changed since last report ---------- 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: [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] 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. Attached as Exhibit 99.1 to this Current Report on Form 8-K is a copy of a press release issued on July 26, 2005 containing financial information for the Company for the quarterly period ended June 30, 2005. ITEM 7.01. REG FD. PUBLICATION OF ANNOUNCEMENT REGARDING EARNINGS CONFERENCE CALL.. Also attached as Exhibit 99.2 to this Current Report on Form 8-K is a copy of a press release issued on July 26, 2005 announcing the Company's Second Quarter Earnings Conference Call Webcast. The information furnished pursuant to this Current Report on Form 8-K (including the exhibit hereto) shall not be considered "filed" under the Securities Exchange Act of 1934, as amended, nor shall it be incorporated by reference into future filings by the Company under the Securities Act of 1933, as amended or under the Securities Exchange Act of 1934, as amended, unless the Company expressly sets forth in such future filing that such information is to be considered "filed" or incorporated by reference therein. ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits EXHIBIT NUMBER DESCRIPTION - ------- -------------------------------------------------------------------- 99.1 Press Release, dated July 26, 2005 by Ultra Petroleum Corporation (the "Company") titled `Ultra Petroleum Reports Record Production (+84%), Record Cash Flow P+151%), Record Earnings (+159%). 99.2 Press Release, dated July 26, 2005 by Ultra Petroleum Corporation (the "Company") titled `Webcast Alert: Ultra Petroleum Corp. Announces Its Second Quarter Earnings Conference Call Webcast 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. ULTRA PETROLEUM Corporation July 28, 2005 By: /S/David A. Russell ---------------------------------- Name: David A. Russel. Title: Director Investor Relations EXHIBIT INDEX EXHIBIT NUMBER DESCRIPTION - ------- -------------------------------------------------------------------- 99.1 Press Release, dated July 26, 2005 by Ultra Petroleum Corporation. 99.2 Press Release, dated July 26, 2005 by Ultra Petroleum Corporation. EX-99.1 2 up3209ex991.txt Exhibit 99.1 ULTRA PETROLEUM REPORTS RECORD PRODUCTION (+84%), RECORD CASH FLOW (+151%), RECORD EARNINGS (+159%) HOUSTON, July 26 /PRNewswire-FirstCall/ -- Ultra Petroleum (Amex: UPL) today reported earnings for the three-month period ended June 30th, 2005 increased 159% to $47.9 million or $0.30 per diluted share, compared to $18.5 million or $0.12 per diluted share for the same period in 2004. Operating cash flow(A) for the period increased 151% to $86.8 million or $0.54 per diluted share, compared to $34.7 million or $0.22 per diluted share for the same period in 2004. Production increased 84% to 17.7 Bcfe compared to 9.6 Bcfe for the same quarter in 2004. Average natural gas prices were $5.85 per Mcf during the quarter, compared to $4.73 per Mcf for the same period in 2004. China oil prices for the quarter averaged $42.92 per bbl while Wyoming oil prices averaged $53.99 per bbl compared to $36.41 per bbl for the same period in 2004. For the six-month period ended June 30, 2005 earnings increased 122% to $85.2 million or $0.53 per diluted share compared to $38.3 million or $0.24 per diluted share for the same period in 2004. Operating cash flow(A) for the six-month period ended June 30, 2005 increased 120% to $156.2 million or $0.97 per diluted share, compared to $70.9 million or $0.44 per diluted share in 2004. Production for the period increased 72% to 33.3 Bcfe compared to 19.3 Bcfe in 2004. Average natural gas prices were $5.72 per Mcf during the six- month period, compared to $4.84 in 2004. China oil prices for the six-month period averaged $39.50 per bbl while Wyoming oil prices averaged $51.98 per bbl compared to $36.77 per bbl in 2004. "By increasing production 84% to 17.7 Bcfe and maintaining our industry leading low cost structure, we realized a 159% increase in earnings to $47.9 million or $0.30 per diluted share. This production increase included over 500,000 bbls of oil from Bohai Bay, China, and over 14 Bcf of natural gas from Wyoming giving us our strongest quarter in Ultra's history," stated Michael D. Watford, Ultra's Chairman, President and CEO. "Clearly our Bohai Bay investment is paying off, while Wyoming continues to provide the dynamic growth that has propelled Ultra to the forefront of the investment community in recent years. Last weeks addition of Mark Smith to the Ultra management team as CFO, and the approval of our 128 well 10-acre pilot program on the Pinedale Anticline are two things that I believe strengthen the company and add to our ability to continue our impressive growth trend."
For the Three-Month For the Six-Month Period Ended Period Ended ----------------------------- ----------------------------- 30-Jun-05 30-Jun-04 30-Jun-05 30-Jun-04 ------------- ------------- ------------- ------------- Production Oil Production - Bbls: WY 107,844 80,643 207,444 148,967 Oil Production - Bbls: China 503,216 0 798,253 0 Natural Gas - Mcf 14,025,339 9,120,627 27,278,391 18,436,682 Gas Equivalent Production - Mcfe 17,691,699 9,604,485 33,312,573 19,330,484 Realized Production Prices Oil Price - WY $/bbl $ 53.99 $ 36.41 $ 51.98 $ 36.77 Oil Price - China $/bbl $ 42.92 $ 0.00 $ 39.50 $ 0.00 Gas Price - $/Mcf $ 5.85 $ 4.73 $ 5.72 $ 4.84 Revenues Oil Revenue - WY $ 5,822,704 $ 2,936,082 $ 10,782,120 $ 5,477,632 Oil Revenue - China $ 21,598,900 $ 0 $ 31,529,851 $ 0 Gas Revenue $ 82,076,643 $ 43,174,208 $ 156,027,616 $ 89,251,431 Total Revenues $ 109,498,247 $ 46,110,290 $ 198,339,587 $ 94,729,063 Operating costs and expenses Operating expenses - WY $ 2,032,364 $ 1,246,745 $ 4,017,670 $ 2,529,669 Operating expenses - China $ 2,166,000 $ 0 $ 3,620,000 $ 0 Taxes $ 10,204,694 $ 5,430,719 $ 19,226,756 $ 11,100,496 Gathering $ 4,086,231 $ 2,746,937 $ 7,716,775 $ 5,519,134 Depreciation, depletion and amortization - WY $ 10,236,718 $ 5,415,985 $ 19,906,227 $ 10,896,704 Depreciation, depletion and amortization - China $ 2,419,686 $ 0 $ 3,989,686 $ 0 General and administrative $ 3,120,170 $ 1,190,350 $ 5,681,952 $ 2,744,388 Stock compensation $ 396,083 $ 523,500 $ 1,010,659 $ 623,523 Interest and debt expense $ 1,167,763 $ 848,742 $ 2,068,406 $ 1,948,912 Total direct expenses $ 35,829,709 $ 17,402,978 $ 67,238,131 $ 35,362,826 Interest and other income $ 118,693 $ 9,910 $ 193,558 $ 22,644 Income Tax - Deferred $ 25,899,316 $ 10,194,718 $ 46,084,550 $ 21,083,159 Net Income $ 47,887,915 $ 18,522,504 $ 85,210,464 $ 38,305,722 Per common share - basic $ 0.31 $ 0.12 $ 0.56 $ 0.26 Per common share - diluted $ 0.30 $ 0.12 $ 0.53 $ 0.24 Cash flow from operations (A) $ 86,839,718 $ 34,656,707 $ 156,201,586 $ 70,909,108 Per common share - basic $ 0.57 $ 0.23 $ 1.03 $ 0.47 Per common share - diluted $ 0.54 $ 0.22 $ 0.97 $ 0.44 Shares Outstanding Weighted Average - Basic 152,929,693 149,929,660 151,903,632 149,722,174 Weighted Average - diluted 161,278,847 159,890,858 161,067,748 159,715,394 Costs per Mcfe - Corporate Lease Operating $ 1.05 $ 0.98 $ 1.04 $ 0.99 DD&A $ 0.72 $ 0.56 $ 0.72 $ 0.56 General and administrative - Total $ 0.20 $ 0.18 $ 0.20 $ 0.17 Interest $ 0.07 $ 0.09 $ 0.06 $ 0.10 $ 2.03 $ 1.81 $ 2.02 $ 1.83 Segment Costs per MCFE - United States Production Costs $ 0.14 $ 0.13 $ 0.14 $ 0.13 Severance/Production Taxes $ 0.70 $ 0.57 $ 0.67 $ 0.57 Gathering $ 0.28 $ 0.29 $ 0.27 $ 0.29 DD&A $ 0.70 $ 0.56 $ 0.70 $ 0.56 $ 1.81 $ 1.55 $ 1.78 $ 1.55 Segment Costs per Mcfe - China Production Costs $ 0.72 $ --- $ 0.76 $ --- DD&A $ 0.80 $ --- $ 0.83 $ --- $ 1.52 $ --- $ 1.59 $ ---
These statements are unaudited and subject to year-end adjustment. (A) "Operating cash flow" refers to cash flow from operations before net change in non-cash working capital. Reconciliation of cash flow from operations before change in non-cash working capital
Three Months Ended Six Months Ended March 31 March 31 ----------------------------- ----------------------------- 2005 2004 2005 2004 ------------- ------------- ------------- ------------- Net cash provided by operating activities $ 76,219,113 $ 36,541,897 $ 167,738,289 $ 62,276,012 Accounts payable and accrued liabilities $ (10,556,231) $ (6,826,821) $ (26,105,193) $ 9,279,205 Prepaid expenses and other current assets $ (2,542,902) $ 4,895,094 $ 17,917 $ 3,641,480 Accounts receivable $ 24,992,424 $ (970,498) $ 14,652,671 $ (1,588,509) Inventory $ (1,218,550) $ 0 $ 155,576 $ 0 Restricted cash $ 466 $ 315 $ 878 $ 629 Other long-term obligations $ (184,602) $ 1,016,720 $ (388,552) $ (2,699,709) Taxation payable $ 130,000 $ 0 $ 130,000 $ 0 Cash flow from operations before change in non-cash working capital $ 86,839,718 $ 34,656,707 $ 156,201,586 $ 70,909,108
Management believes that the non-GAAP measures of cash flow before changes in non-cash working capital is useful information to investors because it is widely used by professional analysts and sophisticated investors in valuing oil and gas companies. Many other investors use research reports of these analysts in making investment decisions. Ultra Petroleum is an independent, exploration and production company focused on developing its long life natural gas reserves in the Green River Basin of Wyoming, and oil reserves in Bohai Bay, offshore China. Ultra is listed on the American Stock Exchange under the ticker "UPL" with 76,435,868 shares outstanding as of the date of this release. The United States Securities and Exchange Commission permits oil and gas companies, in their filings with the SEC, to disclose only proved reserves that a company has demonstrated by actual production or conclusive formation tests to be economically and legally producible under existing economic and operating conditions. We may use certain terms in this press release, relating to reserves and/or production that the SEC's guidelines strictly prohibit us from including in filings with the SEC. U.S. Investors are urged to consider closely the disclosure in our Form 10-K available from us at 363 North Sam Houston Parkway E., Suite 1200, Houston, TX 77060. You can also obtain this form from the SEC by calling 1-800-SEC-0330. This news release includes "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. The opinions, forecasts, projections or other statements, other than statements of historical fact, are forward-looking statements. Although the Company believes that the expectations reflected in such forward-looking statements are reasonable, they can give no assurance that such expectations will prove to have been correct. Certain risks and uncertainties inherent in the Company's businesses are set forth in their filings with the Securities and Exchange Commission. Full details regarding the selected financial information provided above will be available in the Company's annual report and in the Annual Information form to be filed under the cover of Form 10-K. CONTACT: David Russell, Investor Relations of Ultra Petroleum Corp., +1-281-876-0120, Extension 302/ Photo: NewsCom: http://www.newscom.com/cgi-bin/prnh/20020226/DATU029LOGO AP Archive: http://photoarchive.ap.org PRN Photo Desk, photodesk@prnewswire.com / Web site: http://www.ultrapetroleum.com / EX-99.2 3 up3209ex992.txt Exhibit 99.2 WEBCAST ALERT: ULTRA PETROLEUM CORP. ANNOUNCES ITS SECOND QUARTER EARNINGS CONFERENCE CALL WEBCAST HOUSTON, July 11 /PRNewswire-FirstCall/ -- In conjunction with Ultra Petroleum Corp.'s (Amex: UPL) Second Quarter Earnings Conference Call, you are invited to listen to its webcast that will be broadcast live over the Internet on July 27, 2005 at 10:00 AM Central. What: Ultra Petroleum Corp.'s Second Quarter Earnings Conference Call Webcast When: July 27, 2005 at 10:00 AM Central Where: http://www.ultrapetroleum.com How: Live over the Internet -- Simply log on to the web at the address above Contact: David Russell at 281-876-0120 x 302 If you are unable to participate during the live webcast, the call will be archived at http://www.ultrapetroleum.com . To access the replay, click on the home page. Ultra Petroleum is an independent, exploration and production company focused on developing its long life natural gas reserves in the Green River Basin of Wyoming, and oil reserves in Bohai Bay, offshore China. Ultra is listed on the American Stock Exchange under the ticker "UPL" with 153,164,036 shares outstanding as of the date of this release. -----END PRIVACY-ENHANCED MESSAGE-----