-----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, GDJotRVhsgN8J5RtsjhfS37QCX3FzEhAMy0VquvITPEnkixkGYmaSFdeCKxZDZu/ frf37N/qt5y45/xhtcWs+w== 0001193125-07-166974.txt : 20070801 0001193125-07-166974.hdr.sgml : 20070801 20070731194838 ACCESSION NUMBER: 0001193125-07-166974 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20070731 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070801 DATE AS OF CHANGE: 20070731 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ENERGEN CORP CENTRAL INDEX KEY: 0000277595 STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS DISTRIBUTION [4924] IRS NUMBER: 630757759 STATE OF INCORPORATION: AL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-07810 FILM NUMBER: 071014007 BUSINESS ADDRESS: STREET 1: 605 RICHARD ARRINGTON JR BLVD N CITY: BIRMINGHAM STATE: AL ZIP: 35203-2707 BUSINESS PHONE: 2053262997 MAIL ADDRESS: STREET 1: 605 RICHARD ARRINGTON JR BLVD N CITY: BIRMINGHAM STATE: AL ZIP: 35203 FORMER COMPANY: FORMER CONFORMED NAME: ALAGASCO INC DATE OF NAME CHANGE: 19851002 8-K 1 d8k.htm FORM 8-K Form 8-K

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

July 31, 2007

 

Commission            IRS Employer
File       State of    Identification

Number

 

Registrant

 

Incorporation

   Number
1-7810   Energen Corporation   Alabama    63-0757759

 

605 Richard Arrington Jr. Boulevard North

Birmingham, Alabama

  35203
(Address of principal executive offices)   (Zip Code)

(205) 326-2700

(Registrant’s telephone number including area code)

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))

 


 

1


ITEM 7.01 Regulation FD Disclosure

On July 31, 2007, Energen Corporation issued a press release disclosing an increased 2008 hedge position, initial 2009 hedges and updated 2008 earnings sensitivities. The press release is attached hereto as Exhibit 99.1 to this Form 8-K and is furnished to, but not filed with, the Commission.

Energen Corporation has included a reconciliation of certain Non-GAAP financial measures to the related GAAP financial measures. These Non-GAAP financial measures will be disclosed at various investor/analyst meetings in the coming weeks. The reconciliation is attached hereto as Exhibit 99.2 to this Form 8-K and is furnished to, but not filed with, the Commission.

 

ITEM 9.01 Financial Statements and Exhibits

 

(c) Exhibits.

The following exhibits are furnished as part of this Current Report on Form 8-K.

 

Exhibit
Number:
    
99.1    Press Release dated July 31, 2007
99.2    Non-GAAP Financial Measures Reconciliation

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 thereunto duly authorized.

 

  ENERGEN CORPORATION ALABAMA GAS CORPORATION

July 31, 2007

 

By /s/ Charles W. Porter, Jr.

  Charles W. Porter, Jr. Vice President, Chief Financial Officer and Treasurer of Energen Corporation

EXHIBIT INDEX

 

EXHIBIT NUMBER

 

DESCRIPTION

99.1   * Press Release dated July 31, 2007
99.2   * Non-GAAP Financial Measures Reconciliation

 

* This exhibit is furnished to, but not filed with, the Commission by inclusion herein.

 

2

EX-99.1 2 dex991.htm PRESS RELEASE DATED JULY 31, 2007 Press Release dated July 31, 2007

Exhibit 99.1

 

For Immediate Release:       Contacts:    Julie S. Ryland
Tuesday, July 31, 2007          205.326.8421

Energen Increases 2008 Hedge Position to 62% of Estimated

Production

Announces Initial 2009 Oil, Gas Hedges

BIRMINGHAM, Ala. — Energen Corporation (NYSE: EGN) announced today that the 2008 hedge position of its oil and gas exploration and production subsidiary, Energen Resources Corporation, has increased significantly to 62 percent of its total estimated production in 2008 of 98 billion cubic feet equivalent (Bcfe). The Company also announced that Energen Resources has begun hedging its 2009 natural gas and oil production.

On Monday (July 30), Energen Resources sold NYMEX and San Juan Basin-specific contracts totaling 17.5 Bcf of its estimated 2008 natural gas production at an average NYMEX-equivalent price of $8.52 per thousand cubic feet (Mcf). These new hedges bring the Company’s 2008 natural gas hedge position to 39.1 Bcf, or 60 percent of estimated 2008 gas production, at an average NYMEX-equivalent price of $8.66 per Mcf. (See “2008 Hedge Position Summary” tables on pp. 2-3 for more details.)

2009 HEDGES

Energen Resources also has hedged 14.4 Bcf of its 2009 San Juan Basin-specific production at an average NYMEX-equivalent price of $9.00 per Mcf and 1.6 million barrels (MMBbl) of its 2009 sour oil production at an average NYMEX-equivalent price of $63.88 per barrel (this oil price reflects 720,000 barrels of sour oil hedged recently at a NYMEX-equivalent price of $73.85 per barrel and 900,000 barrels of acquisition-related production hedged in November 2005 at a NYMEX-equivalent price of $55.90 per barrel). The basis differentials used to calculate the NYMEX-equivalent prices for 2009 hedges were $1.08 per Mcf for San Juan gas and $5.15 per barrel for sour oil.

 


MANAGEMENT COMMENTS

“The volatility of 2008 natural gas prices in recent weeks prompted us to take advantage of the recent upswing and lock in prices at levels that are above our earnings guidance assumptions,” said James McManus, Energen’s president and chief executive officer.

“One week ago, we had hedges in place for 44 percent of our total estimated production in 2008. In these days of marked commodity price swings, we are very pleased to now have 62 percent of our total estimated production hedged, thereby protecting a significant portion of the Company’s 2008 cash flows and earnings,” McManus said.

EARNINGS SENSITIVITIES

Energen Resources’ new 2008 hedge position significantly reduces the impact on earnings of natural gas price volatility. Based on the Company’s latest 2008 hedge position and its price assumptions for unhedged production, changes in commodity prices are estimated to have the following impact on Energen’s 2008 earnings:

 

   

Every 10-cent change in the average NYMEX price of gas from $8.50 represents an estimated net income impact of approximately $1,160,000 (1.6 cents per diluted share).

 

   

Every $1.00 change in the average NYMEX price of oil from $65.00 per barrel represents an estimated net income impact of approximately $670,000 (0.9 cents per diluted share).

 

   

Every 1-cent change in the average price of liquids from $0.845 per gallon represents an estimated net income impact of approximately $65,000 (0.1 cents per diluted share).

Price-related events such as substantial basis differential changes could cause earnings sensitivities to be materially different from those outlined above.

2008 HEDGE POSITION SUMMARY

Energen Resources’ 2008 hedge position by commodity is as follows:

 

Commodity

 

Hedge Vols.

 

2008e Production

  % Hedged   NYMEX-equiv.
price
Natural Gas  

39.1 Bcf

 

64.8 Bcf

 

60

 

$8.66 / Mcf

Oil  

2.7 MMBbl

 

4.0 MMBbl

 

66

 

$67.52 / barrel

NGL

  41.3 MMgal  

63.8 MMgal

 

65

 

$0.93 / gallon


Energen Resources’ 2008 natural gas and oil hedge positions by hedge type are as follows:

 

   

Natural Gas Hedges

 

Volumes (Bcf)

 

Assumed Differential (per Mcf)

 

NYMEXe Price (per Mcf)

NYMEX

  15.5   —     $8.66

San Juan Basin

  23.6   $1.05   $8.66
   

Oil Hedges

   

Volumes (MBbl)

 

Assumed Differential (per barrel)

 

NYMEXe Price (per barrel)

Sour Oil (WTS)

  2,333   $5.00   $66.83

NYMEX

  335   —     $72.30

NOTE: Average natural gas and oil revenues per unit of production for Energen Resources’ production associated with NYMEX contracts will reflect the impact of basis differentials. Average NGL revenues per unit of production will be net of transportation and fractionation fees. For production associated with basin-specific contracts, Energen Resources will receive the contracted hedge price; the Company typically hedges basis differentials where applicable. The basin-specific contract prices have been converted for comparability purposes to a NYMEX-equivalent price by adding to them Energen Resources’ assumed basis differentials.

Energen Corporation is a diversified energy holding company with headquarters in Birmingham, AL. Its two lines of business focus on the development and production of domestic, onshore natural gas, oil and NGL reserves and natural gas distribution in central and north Alabama. Energen has approximately 1.7 trillion cubic feet equivalent of proved reserves in the San Juan, Permian and Black Warrior basins and in the North Louisiana/East Texas area. More information is available at http://www.energen.com/.

This release contains statements expressing expectations of future plans, objectives and performance that constitute forward-looking statements made pursuant to the Safe Harbor provision of the Private Securities Litigation Reform Act of 1995. Except as otherwise disclosed, the Company’s forward-looking statements do not reflect the impact of possible or pending acquisitions, divestitures or restructurings.


We undertake no obligation to correct or update any forward-looking statements, whether as a result of new information, future events or otherwise. All statements based on future expectations rather than on historical facts are forward-looking statements that are dependent on certain events, risks and uncertainties that could cause actual results to differ materially from those anticipated. In addition, the Company cannot guarantee the absence of errors in input data, calculations and formulas used in its estimates, assumptions and forecasts. A more complete discussion of risks and uncertainties that could affect future results of Energen and its subsidiaries is included in the Company’s periodic reports filed with the Securities and Exchange Commission.

EX-99.2 3 dex992.htm NON-GAAP FINANCIAL MEASURES RECONCILIATION Non-GAAP Financial Measures Reconciliation

Exhibit 99.2

Non-GAAP Financial Measures

The United States Securities and Exchange Commission requires public companies, such as Energen Corporation (the Company), to reconcile Non-GAAP (GAAP refers to generally accepted accounting principles) financial measures to related GAAP measures. After-tax Cash Flows and Adjusted Cash Flows from Operations Excluding Alabama Gas Corporation (Alagasco) are Non-GAAP financial measures. Energen believes after-tax cash flows are relevant because they are a measure of cash available to fund the Company’s capital expenditures, dividends, debt reduction, and other investments. Similarly, Adjusted Cash Flows from Operations Excluding Alagasco reflect comparable information specific to the Company’s non-regulated activities.

 

 

Reconciliation To GAAP Information                                         
($ in millions)                                         
     Years Ended 12/31  
     2006 Actual     2007 Estimate (a)     2008 Estimate (a)  

Net Income (GAAP)

   274     280        305     265        295  

Depreciation, depletion and amortization

   142     160        160     180        180  

Deferred income taxes, net

   98     0        0     50        50  
                                        

After-tax Cash Flows (Non-GAAP)

   514     440        465     495        525  

Changes in assets and liabilities and other adjustments

   (31 )   (10 )      (10 )   10        20  
                                        

Net Cash Provided by Operating Activities (GAAP)

   483     430        455     505        545  
                                        
Reconciliation To GAAP Information                                         
($ in millions)                                         
     Years Ended 12/31  
     2006 Actual     2007 Estimate (a)     2008 Estimate (a)  

Net Cash Provided by Operating Activities (GAAP)

   483     430        455     505        545  

Changes in assets and liabilities and other adjustments

   31     10        10     (10 )      (20 )
                                        

After-tax Cash Flow (Non-GAAP)

   514     440        465     495        525  

Less: AGC cash flows from operations (GAAP)

   (84 )   (95 )      (95 )   (89 )      (89 )
                                        

Adj. Cash Flows from Operations Excluding Alagasco (Non-GAAP)

   430     345        370     406        436  
                                        

(a) This estimate is a “forward-looking statement” as defined by the Securities and Exchange Commission. All statements based on future expectations rather than on historical facts are forward-looking statements that are dependent on certain events, risks and uncertainties that could cause actual results to differ materially from those anticipated. In addition, the Company cannot guarantee the absence of errors in input data, calculations and formulas used in its estimates, assumptions and forecasts. A discussion of risks and uncertainties, which could affect future results of Energen and its subsidiaries, is included in the Company’s periodic reports filed with the Securities and Exchange Commission.

 

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