-----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, CmaFPn9FTHS9M6kMGTEgxx3rhwEt58Y5GiK006NfbbAX0jY5dhfOwWbryRTiQYRh 5hqX+ISj+wcJHH8rNLd2dw== 0000950172-02-000393.txt : 20020414 0000950172-02-000393.hdr.sgml : 20020414 ACCESSION NUMBER: 0000950172-02-000393 CONFORMED SUBMISSION TYPE: 425 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20020226 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: HELMERICH & PAYNE EXPLORATION & PRODUCTION CO CENTRAL INDEX KEY: 0001168054 IRS NUMBER: 450466694 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 425 SEC ACT: 1934 Act SEC FILE NUMBER: 132-02238 FILM NUMBER: 02558508 BUSINESS ADDRESS: STREET 1: 1579 EAST 21ST STREET CITY: TULSA STATE: OK ZIP: 74114 BUSINESS PHONE: 9187425531 MAIL ADDRESS: STREET 1: 1579 EAST 21ST STREET CITY: TULSA STATE: OK ZIP: 74114 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: HELMERICH & PAYNE EXPLORATION & PRODUCTION CO CENTRAL INDEX KEY: 0001168054 IRS NUMBER: 450466694 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 425 BUSINESS ADDRESS: STREET 1: 1579 EAST 21ST STREET CITY: TULSA STATE: OK ZIP: 74114 BUSINESS PHONE: 9187425531 MAIL ADDRESS: STREET 1: 1579 EAST 21ST STREET CITY: TULSA STATE: OK ZIP: 74114 425 1 s395766a.txt 425 Filed by Helmerich & Payne Exploration and Production Co. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Helmerich & Payne Exploration and Production Co. Commission File No.:132-02238 Slide 1 Helmerich & Payne International Drilling Co. [graphic omitted] February 26 & 27, 2002 Slide 2 Helmerich & Payne Rig Locations [graphic omitted 68 U.S. Rigs 4 Management Contracts 2 New Platform Rigs, Construction 5 New FlexRig(TM), Construction 20 New FlexRig(TM), on Order 33 International Rigs Slide 3
Rig Status as of 25 February 2002 Rigs Rigs Working/ % Available contracted Activity U.S. Land, FlexRig(TM) 29 29 100% U.S. Land, Conventional 29 18 62% U.S. Platform 10 8 80% International Land 33 19 58% -- -- -- 101 74 73% Total Platform Rig Construction 2 2 FlexRig(TM) Construction 5 FlexRigs(TM) on Order 20 Management Contracts 4 -- Total Rigs Working/contracted 80
Slide 4 Helmerich & Payne International Drilling Co. What makes H&P attractive in an upturn? o A successful, long-term strategy o Good performance in strong and weak markets o Building leverage for the upturn: The FlexRig(TM) Story Slide 5 Helmerich & Payne International Drilling Co. Long-Term Strategy o Safety, value and performance leader in the field o Understand and exceed the customers' service values and expectations 1. Safety 2. Personnel 3. Systems 4. Well performance 5. Customers Slide 6 H&P - Rig 167 Texas Panhandle [graphic omitted] 0 TD AFE 16.8 Days 1,000 Technical Limit 14.2 Days 3 Well Avg Actual 10.4 Days 2,000 AFE Days Saved: 3 Wells 19.2 Days 3,000 4,000 Depth (ft) 5,000 6,000 7,000 8,000 9,000 0 3 6 9 12 15 18 21 Days Slide 7 H&P - Rig 166 South Texas [graphic omitted]
0 TD AFE 72 Days 2,000 Actual 59 Days 4,000 AFE Days Saved: 13 Days 6,000 8,000 Depth (ft) 10,000 12,000 14,000 16,000 18,000 0 5 10 15 20 25 30 35 40 45 50 55 60 65 70 75 80 85 Days
Slide 8 U.S. Customers Working/Contracted rigs on 25 Feb 2002 Land Rigs Platform Rigs Majors 29 13* Large independents 7 Small independents 11 -- --- Total rigs 47 13* *Includes three management contracts Slide 9 Helmerich & Payne International Drilling Co. What makes H&P attractive in an upturn? o A successful, long-term strategy o Good performance in strong and weak markets o Building leverage for the upturn: The FlexRig(TM) Story Slide 10 EBITDA & Operating Income ($MM) [graphic omitted] $180 International $180 Domestic $150 Total Operating Income $150 $120 $120 $90 $90 $60 $60 $30 $30 $0 $0 1992 1993 1994 1995 1996 1997 1998 1999 2000 2001 Slide 11 Helmerich & Payne International Drilling Co. What makes H&P attractive in an upturn? o A successful, long-term strategy o Good performance in strong and weak markets o Building leverage for the upturn: The FlexRig(TM) Story Slide 12 U.S. Land Rigs & Well Depths 1982 - 2001 [graphic omitted] 62% of Total Rigs Operating 29% 5% 3% 1% Well Depth >20,000' 1983 17,501'-20,000' 15,001'-17,500' 1986 10,001'=15,000' 0-10,000' 1989 1992 1995 1998 2% 4% 7% 43% 44% 2001 Slide 13 Strengths of H&P Highly Mobile Rigs 1. Safety: During 1998-2001, 36% lower Recordable Incident Rate vs. H&P conventional rigs 2. Activity 96% activity for all highly mobile rigs since July 1994 Slide 14 Strengths of H&P Highly Mobile Rigs 3. Fast move times -- South Texas Mobile Conventional Rigs FlexRigs(TM) Rigs Drawworks HP rating 1200 1500 1500 Depth Capacity 8-14,000' 8-18,000' 14-20,000' # Wells 466 257 49 Avg. move: days / miles 2.3 / 25 2.4 / 40 6.7 / 67 Slide 15 Strengths of H&P FlexRigs(TM) 4. Flexible Depth Range [graphic omitted] Wells drilled by R168 Nov '99 - Feb '02 6 6 5 # Wells 2 8-9000' 9-11,000' 11-14,000' 14-18,000' Slide 16 Helmerich & Payne International Drilling Co.
Rigs Available for Work Feb 01 Feb 02 Sept 02 Dec 02 June 03 U.S. Land, FlexRig(TM) 17 29 39 44 54 U.S. Land, Conventional 22 29 29 29 29 U.S. Platform 10 10 12 12 12 International Land 40 33 33 33 33 Total rigs available 89 101 113 118 128
Slide 17 Helmerich & Payne International Drilling Co. Summary o H&P is focused on drilling o Best activity rates and margins o Building leverage for the upturn Slide 18 Helmerich & Payne International Drilling Co. [graphic omitted] Invitation to visit a FlexRig(TM) during OTC, May 6-9 o Visit the H&P fabrication facility in Houston o New FlexRig(TM) 210 completed, and Rigs 211 & 212 under construction FORWARD-LOOKING STATEMENTS It should be noted that this announcement contains certain statements that may be deemed to be "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. Such forward-looking statements include, without limitation, statements regarding the consummation of the proposed spin-off and merger, its effect on future earnings, cash flow or other operating results, the expected closing date of the proposed spin-off and merger, any other effect or benefit of the proposed spin-off and merger, the tax treatment of the proposed spin-off and merger and the combined company, market prospects, and any other statements that are not historical facts. H&P and Key strongly encourage readers to note that some or all of the assumptions upon which such forward-looking statements are based are beyond their ability to control or estimate precisely, and may in some cases be subject to rapid and material changes. Such assumptions include but are not limited to costs and difficulties related to the integration of the businesses, costs, delays and other difficulties related to the proposed spin-off and merger, closing conditions not being satisfied, general market conditions prevailing in the exploration for and development and production of oil and gas (including inflation or lack of availability of goods and services, environmental risks, drilling risks and regulatory changes), operating hazards and delays, actions by customers and other third parties, the future price of oil and gas, and other factors detailed in H&P's and Key's filings with the Securities and Exchange Commission (the "SEC"), which are available free of charge on the SEC's website at www.sec.gov. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those indicated. H&P and Key undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise. ADDITIONAL INFORMATION In connection with the proposed spin-off and merger, Key and Cimarex will file a proxy statement/prospectus with the SEC. Investors and security holders are urged to carefully read the proxy statement/prospectus regarding the proposed transaction when it becomes available, because it will contain important information. Investors and security holders may obtain a free copy of the proxy statement/prospectus (when it is available) and other documents containing information about Key and H&P's oil and gas division, without charge, at the SEC's web site at www.sec.gov. Copies of the proxy statement/prospectus and the SEC filings that will be incorporated by reference in the proxy statement/prospectus may also be obtained for free by directing a request to either: Key Production Company, Inc., 707 Seventeenth Street, Suite 3300, Denver, Colorado 80202, Attention: Sharon M. Pope, Assistant Corporate Secretary; telephone 303-295-3995, fax: 303-295-3494, or Helmerich & Payne, Inc, Utica at Twenty-First Street, Tulsa, Oklahoma 74114, Attention: Steven R. Mackey, Corporate Secretary; telephone 918-742-5531, fax 918-743-2671. PARTICIPANTS IN SOLICITATION H&P, Cimarex, Key and their respective directors and executive officers may be deemed to be participants in the solicitation of proxies from Key's shareholders in connection with the proposed merger. Information concerning Key's participants in the solicitation is set forth in Key's proxy statement dated April 26, 2001, which is filed with the SEC. Hans Helmerich, Douglas E. Fears and Steven R. Mackey are currently directors of Cimarex, and each of them and Steven R. Shaw are currently officers of Cimarex (the "Cimarex Participants"). None of the Cimarex Participants beneficially owns any shares of Cimarex common stock. The Cimarex Participants are all executive officers of H&P. Information concerning H&P's participants in the solicitation is set forth in H&P's proxy statement dated January 25, 2002, which is filed with the SEC. Key's shareholders may obtain additional information about the interests of all such participants in the proposed merger by reading the proxy statement/prospectus when it becomes available. Investors should read the proxy statement/prospectus carefully when it becomes available before making any voting or investment decisions. -----END PRIVACY-ENHANCED MESSAGE-----