-----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, OBFR1YNU4MJ/E4eTjV1iVkZyhuyF669J7bpzfEZs1SOb1/2GqgCk3IziZy83UwEj MUkl4zqZq1mLzOrvjIa1JA== 0000891092-03-001789.txt : 20030729 0000891092-03-001789.hdr.sgml : 20030729 20030729104049 ACCESSION NUMBER: 0000891092-03-001789 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030728 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030729 FILER: COMPANY DATA: COMPANY CONFORMED NAME: OIL STATES INTERNATIONAL INC CENTRAL INDEX KEY: 0001121484 STANDARD INDUSTRIAL CLASSIFICATION: OIL & GAS FILED MACHINERY & EQUIPMENT [3533] IRS NUMBER: 760476605 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-16337 FILM NUMBER: 03807460 BUSINESS ADDRESS: STREET 1: THREE ALLEN CENTER STREET 2: 333 CLAY STREET SUITE 3460 CITY: HOUSTON STATE: TX ZIP: 77002 BUSINESS PHONE: 7136920582 MAIL ADDRESS: STREET 1: THREE ALLEN CENTER STREET 2: 333 CLAY STREET SUITE 3460 CITY: HOUSTON STATE: TX ZIP: 77002 8-K 1 e15321_8k.txt FORM 8-K 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): July 28, 2003 -------------------- OIL STATES INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Delaware 1-16337 76-0476605 (State or other jurisdiction (Commission File (I.R.S. Employer of incorporation or organization) Number) Identification No.) Three Allen Center 333 Clay Street, Suite 3460 Houston, Texas 77002 (Address and zip code of principal executive offices) Registrant's telephone number, including area code: (713) 652-0582 Item 7. Financial Statements and Exhibits. (c) Exhibits. Exhibit Number Description of Document - ------ ----------------------- 99.1 Press Release dated July 28, 2003 Item 12. Results of Operations and Financial Condition On July 28, 2003, Oil States International, Inc. (the "Company") issued a press release announcing its financial condition and results of operations as of and for the three months ended June 30, 2003. A copy of the press release is furnished herewith as Exhibit 99.1 and is incorporated herein by reference. 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. Dated: July 29, 2003 OIL STATES INTERNATIONAL, INC. By: /s/ Cindy B. Taylor -------------------------- Name: Cindy B. Taylor Title: Senior Vice President and Chief Financial Officer Index to Exhibits Exhibit Number Description of Document - ------ ----------------------- 99.1 Press Release dated July 28, 2003 EX-99.1 3 e15321ex99-1.txt PRESS RELEASE Exhibit 99.1 Oil States Announces Second Quarter 2003 Earnings HOUSTON, July 28 /PRNewswire-FirstCall/ -- Oil States International, Inc. (NYSE: OIS) today reported net income of $10.2 million, or $0.21 per diluted share, for the quarter ended June 30, 2003 compared to net income of $8.2 million, or $0.17 per diluted share, in the second quarter of 2002. The Company's revenues and EBITDA (defined as operating income plus depreciation and amortization expense) increased by 8.4% and 30.1%, respectively, over the second quarter of 2002 as the US rig count continued to strengthen, deepwater development activity continued and the Company's acquisitions completed in the third quarter 2002 were integrated.(1) Revenues were $163.6 million for the quarter compared to $150.8 million for the second quarter of 2002 and EBITDA was $22.1 million compared to $17.0 million. The Company's effective tax rate in the second quarter of 2003 was 26.4% compared to an effective tax rate of 22.0% in the second quarter of 2002. Capital expenditures during the quarter totaled $9.7 million. For the first half of 2003, the Company reported net income of $23.5 million, or $0.48 per diluted share, on revenues of $349.1 million and EBITDA of $48.9 million. For the corresponding period in 2002, the Company reported net income of $18.0 million, or $0.37 per diluted share, on revenues of $301.4 million and $35.5 million of EBITDA. This performance represents year-over-year revenue and EBITDA increases of 15.8% and 37.8%, respectively. BUSINESS SEGMENT RESULTS Well Site Services The Well Site Services segment generated improved results on increased North American drilling activity. Well Site Services' revenues and EBITDA were $52.9 million and $11.8 million, respectively, in the second quarter of 2003 compared to $50.9 million and $8.6 million in the second quarter of 2002. The Company benefited from the 28.9% year-over-year increase in North American drilling activity, driving strong utilization and efficiency of its Well Site Services assets. Despite the improvement in the rig count, much of the activity in the second quarter was focused on shallow land drilling, limiting the Company's revenue potential in certain business lines. In addition, the Company was not able to significantly increase prices in several of its Well Site Services business lines. Offshore Products For the second quarter of 2003, Offshore Products generated $57.2 million of revenues and $10.5 million of EBITDA, compared to $46.5 million of revenues and $8.5 million of EBITDA in the second quarter of 2002. Gross margins decreased slightly to 26.6% in the second quarter of 2003 from 26.9% in the second quarter of 2002. Offshore Products' backlog was $80.2 million at June 30, 2003 compared to $80.9 million at March 31, 2003 and $98.3 million at June 30, 2002. Tubular Services Tubular Services generated $53.5 million of revenues and $1.4 million of EBITDA in the second quarter of 2003 compared to $53.5 million of revenues and $1.2 million of EBITDA in the second quarter of 2002. The average US rig count increased 27.3% to 1,028 rigs in the second quarter of 2003 compared to 808 average rigs working in the second quarter of 2002. Despite the significant increase in the rig count, our Tubular Services group shipped 60.9 thousand tons in the second quarter of 2003 compared to 60.7 thousand tons in the second quarter of 2002. Volumes did not show a significant increase due to the mix of wells drilled, which was focused on shallow land gas drilling. In addition, the second quarter of 2002 included $4.5 million of international sales which did not occur in the second quarter of 2003. The Company's revenues per ton in the second quarter of 2003 were flat with those of the second quarter 2002. Gross margin for the second quarter of 2003 improved to 5.9% versus 5.7% in the second quarter of 2002. OCTG inventory at June 30, 2003 was $72.6 million compared to $65.1 million at March 31, 2003 and $38.3 million at June 30, 2002. As of June 30, 2003, approximately 62% of Oil States' OCTG inventory was committed to customer orders. "North American drilling activity continued to strengthen in the second quarter of 2003 after considering the normal seasonal decline in activity in Canada," stated Douglas E. Swanson, Oil States' President and Chief Executive Officer. "We were pleased with our operations as shipments and utilization levels were good in all of our businesses. However, the mix of drilling activity, which was driven by shallow land gas drilling, limited the positive impact of increased activity on our operations. Looking forward to the second half of 2003, we expect strong shipments from our Offshore Products group to continue and we are hopeful that deeper land and offshore drilling activity in the US will return, which will benefit our Tubular Services and Well Site Services segments. However, the recent tropical storm activity in the Gulf of Mexico will have a negative impact on several of our business lines during the third quarter." Oil States International, Inc. is a diversified solutions provider for the oil and gas industry. With locations around the world, Oil States is a leading manufacturer of products for deepwater production facilities and subsea pipelines, and a leading supplier of a broad range of services to the oil and gas industry, including production-related rental tools, work force accommodations and logistics, oil country tubular goods distribution, hydraulic workover services and land drilling services. Oil States is organized in three business segments -- Offshore Products, Tubular Services and Well Site Services, and is publicly traded on the New York Stock Exchange under the symbol OIS. Please visit Oil States International's website at www.oilstatesintl.com . The foregoing contains forward-looking statements within the meaning of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements are those that do not state historical facts and are, therefore, inherently subject to risks and uncertainties. The forward-looking statements included herein are based on current expectations and entail various risks and uncertainties that could cause actual results to differ materially from those forward-looking statements. Such risks and uncertainties include, among other things, risks associated with the general nature of the oilfield service industry and other factors discussed within the "Business" section of the Form 10-K for the year ended December 31, 2002 filed by Oil States with the SEC on March 13, 2003. (1) The term EBITDA consists of operating income plus depreciation and amortization expense. EBITDA is not a measure of financial performance under generally accepted accounting principles. You should not consider it in isolation from or as a substitute for net income or cash flow measures prepared in accordance with generally accepted accounting principles or as a measure of profitability or liquidity. Additionally, EBITDA may not be comparable to other similarly titled measures of other companies. The Company has included EBITDA as a supplemental disclosure because its management believes that EBITDA provides useful information regarding our ability to service debt and to fund capital expenditures and provides investors a helpful measure for comparing its operating performance with the performance of other companies that have different financing and capital structures or tax rates. The Company uses EBITDA to compare and to monitor the performance of its business segments to other comparable public companies and as a benchmark for the award of incentive compensation under its annual incentive compensation plan. Oil States International, Inc. Statements of Operations (in thousands, except per share amounts) (unaudited) Three Months Ended Six Months Ended June 30, June 30, 2003 2002 2003 2002 Revenue $163,564 $150,839 $349,141 $301,438 Costs and expenses: Cost of sales 127,331 121,690 272,298 241,842 Selling, general and administrative 13,977 11,963 27,731 24,191 Depreciation and amortization 6,911 5,621 13,369 10,930 Other expense / (income) 114 169 166 (115) Operating income 15,231 11,396 35,577 24,590 Interest income 92 103 162 211 Interest expense (1,675) (966) (3,366) (2,013) Other income 156 5 261 324 Income before income taxes 13,804 10,538 32,634 23,112 Income tax expense (3,650) (2,318) (9,111) (5,085) Net income applicable to common stock $ 10,154 $ 8,220 $ 23,523 $ 18,027 Net income per common share Basic $ 0.21 $ 0.17 $ 0.49 $ 0.37 Diluted $ 0.21 $ 0.17 $ 0.48 $ 0.37 Average shares outstanding Basic 48,527 48,249 48,495 48,241 Diluted 49,153 48,911 49,126 48,544 Segment Data: Revenues Well Site Services $ 52,885 $ 50,885 $131,724 $117,478 Offshore Products 57,160 46,491 114,748 79,228 Tubular Services 53,519 53,463 102,669 104,732 Total Revenues $163,564 $150,839 $349,141 $301,438 EBITDA (A) Well Site Services $ 11,821 $8,578 $ 31,354 $ 23,805 Offshore Products 10,457 8,456 17,918 12,817 Tubular Services 1,393 1,235 2,511 1,352 Corporate / Other (1,529) (1,252) (2,837) (2,454) Total EBITDA $ 22,142 $ 17,017 $ 48,946 $ 35,520 Operating Income / (Loss) Well Site Services $ 7,031 $ 4,457 $ 22,111 $ 15,877 Offshore Products 8,510 7,112 14,137 10,128 Tubular Services 1,231 1,090 2,190 1,063 Corporate / Other (1,541) (1,263) (2,861) (2,478) Total Operating Income $ 15,231 $ 11,396 $ 35,577 $ 24,590 Oil States International, Inc. Consolidated Balance Sheets (in thousands) (unaudited) Jun. 30, Mar. 31, Dec. 31, 2003 2003 2002 Assets Current Assets Cash $ 14,039 $ 6,611 $ 11,118 Accounts receivable 120,445 138,012 116,875 Inventory 132,434 121,993 118,338 Prepaid and other current assets 7,714 9,033 9,475 Total current assets 274,632 275,649 255,806 Property, plant and equipment, net 175,358 168,629 167,146 Goodwill 216,134 214,297 213,051 Other long term assets 9,005 9,209 8,213 Total assets $675,129 $667,784 $644,216 Liabilities and Stockholders' Equity Current Liabilities Accounts payable and accrued liabilities $ 82,385 $ 85,857 $ 84,049 Income taxes payable 4,554 4,072 1,229 Current portion of long term debt 868 866 913 Deferred Revenue 7,434 9,602 8,949 Other current liabilities 860 1,329 1,402 Total current liabilities 96,101 101,726 96,542 Long term debt 129,416 133,234 133,292 Deferred income taxes 19,961 18,881 18,303 Postretirement healthcare and other benefits 3,386 5,268 5,280 Other liabilities 3,967 4,019 3,220 Total liabilities 252,831 263,128 256,637 Stockholders' equity Common stock 486 486 485 Additional paid-in capital 328,351 327,889 327,801 Retained earnings 87,909 77,755 64,386 Cumulative translation adjustment 5,838 (1,243) (4,921) Treasury Stock (286) (231) (172) Total stockholders' equity 422,298 404,656 387,579 Total liabilities and stockholders' equity $675,129 $667,784 $644,216 Oil States International, Inc. Additional Quarterly Segment and Operating Data (unaudited) Three Months Ended June 30, 2003 2002 Additional Well Site Services Financial Data ($ in thousands) Revenues Accommodations $ 25,332 $ 28,665 Hydraulic Workover Services 8,142 7,698 Rental Tools 10,371 8,100 Land Drilling 9,040 6,422 Total Revenues $ 52,885 $ 50,885 EBITDA (A) Accommodations $ 5,262 $ 3,914 Hydraulic Workover Services 1,424 1,350 Rental Tools 2,536 2,096 Land Drilling 2,599 1,218 Total EBITDA $ 11,821 $ 8,578 Operating Income Accommodations $ 3,419 $ 2,125 Hydraulic Workover Services 560 583 Rental Tools 1,128 1,052 Land Drilling 1,924 697 Total Operating Income $ 7,031 $ 4,457 Well Site Services Supplemental Operating Data Accommodations Operating Statistics Average Mandays Served 3,337 4,263 Average Camps Rented Canadian Side-by-Side Camps 6 6 US Offshore Steel Buildings (10 foot wide) 86 92 Hydraulic Workover Services Operating Statistics Average Units Available 29 27 Utilization 31.2% 28.0% Average Day Rate ($ in thousands per day) $9.9 $11.2 Average Daily Cash Margin ($ in thousands per day) $2.7 $3.6 Land Drilling Operating Statistics Average Rigs Available 15 12 Utilization 90.0% 89.5% Implied Day Rate ($ in thousands per day) $7.4 $6.5 Implied Daily Cash Margin ($ in thousands per day) $2.3 $1.4 Offshore Products Backlog ($ in millions) $80.2 $98.3 Tubular Services Operating Data Shipments (Tons in thousands) 60.9 60.7 Quarter end Inventory ($ in thousands) $72,568 $38,288 (A) EBITDA consists of operating income plus depreciation and amortization expense. See footnote (4) on page 23 of the Company's Annual Report on Form 10K for the year December 31, 2002 for an explanation of this non-GAAP financial measure. SOURCE Oil States International, Inc. -0- 07/28/2003 /CONTACT: Cindy B. Taylor of Oil States International, Inc., +1-713-652-0582/ /Web site: http:www.oilstatesintl.com / (OIS) CO: Oil States International, Inc. ST: Texas IN: OIL SU: ERN -----END PRIVACY-ENHANCED MESSAGE-----