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
September 8, 2011
Commission File Number |
Registrant | State of Incorporation | IRS Employer Identification Number | |||
1-7810 2-38960 |
Energen Corporation Alabama Gas Corporation |
Alabama Alabama |
63-0757759 63-0022000 |
605 Richard Arrington Jr. Boulevard North Birmingham, Alabama |
35203 | |||||
(Address of principal executive offices) |
(Zip Code) |
(205) 326-2700
(Registrants 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))
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ITEM 5.02 |
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers |
(e) |
Energen Corporation (the Company) consolidated earnings per share and subsidiary net incomes are components of the fiscal year 2011 performance objectives for the Companys Annual Incentive Compensation Plan (AICP). In setting these objectives, management and the Officer Review Committee (ORC) of the Companys Board of Directors did not anticipate that the Company might enter into derivative transactions extending beyond December 31, 2011, unless such transactions qualified for cash flow hedge accounting. The Company has recently entered into derivative transactions extending beyond December 31, 2011, which do not qualify for cash flow hedge accounting (Mark-to-Market Transactions) and may enter into additional Mark-to-Market transactions during the third and fourth quarters of 2011. Mark-to-Market Transactions are recorded at fair value with gains or losses recognized in operating revenues in the period of change. |
It is the ORCs intent that Mark-to-Market Transaction gains or losses not impact the payment of 2011 incentives. In the event that Mark-to-Market Transactions result in net gains for 2011, the ORC intends to exercise its discretionary authority to reduce incentives paid under the AICP by excluding such gains from the calculation of earnings per share and net income in measuring the attainment of 2011 performance objectives under the AICP. In the event that Mark-to-Market Transactions result in net losses for 2011, the ORC intends to recommend that the Board of Directors award incremental discretionary bonuses such that the sum of a participants AICP bonus plus such participants discretionary bonus equals the bonus that would have been paid under the AICP if there had been no 2011 Mark-to-Market Transactions. The Company cannot estimate amounts payable to any officers under the AICP as of the date hereof.
ITEM 7.01 |
Regulation FD Disclosure |
In a change from prior practice, the Company has recently entered into future year production derivative transactions which do not qualify for cash flow hedge accounting. These derivative transactions will be accounted for as mark-to-market transactions and recorded at fair value with gains or losses recognized in operating revenues in the period of change. The Companys prior practice has been to structure such transactions with the expectation that they will qualify for cash flow hedge accounting.
On September 12, 2011, the Company issued a press release announcing the recent mark-to-market derivative transactions. The press release is attached hereto as Exhibit 99.1.
ITEM 9.01 |
Financial Statements and Exhibits |
(d) Exhibits.
The following exhibits are furnished as part of this Current Report on Form 8-K.
Exhibit Number: |
||
99.1 |
Press Release dated September 12, 2011 |
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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 | ||
September 13, 2011 |
By /s/ Charles W. Porter, Jr. | |
Charles W. Porter, Jr. Vice President, Chief Financial Officer and Treasurer of |
EXHIBIT INDEX | ||||||
EXHIBIT NUMBER |
DESCRIPTION | |||||
99.1 |
* | Press Release dated September 12, 2011 |
* This exhibit is furnished to, but not filed with, the Commission by inclusion herein.
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Exhibit 99.1
For Release: 7:30 a.m. EDT |
Contacts: Julie S. Ryland | |
Monday, September 12, 2011 |
205.326.8421 |
Energen Adds to Hedge Positions in 2012-2014
BIRMINGHAM, Ala. Energen Corporation (NYSE: EGN) announced today that its oil and gas exploration and production subsidiary, Energen Resources Corporation, has hedged an additional 960,000 barrels of its estimated oil production in 2012 and 480,000 barrels of its estimated oil production in both 2013 and 2014, all at NYMEX prices over $91 per barrel.
Energen is an active and long-time practitioner of using commodity derivative contracts to manage its exposure to price volatility. Historically, these derivatives (or hedges), as applied to production in future years, have qualified for cash flow hedge accounting treatment, with realized gains and losses recognized in production revenues when the forecasted transactions occurred.
Energen Resources latest hedges mark a change in the companys practice, as these derivative transactions for production in future years do not qualify for cash flow hedge accounting. This change allows the company to enter into valid economic hedges for production in future years that is not currently flowing. Gains and losses from the change in fair value of derivative instruments that do not qualify for cash flow hedge accounting are reported in operating revenues each applicable reporting period and, therefore, can cause non-cash earnings volatility.
As we invest record capital to drill and develop our extensive Permian Basin leasehold in the Wolfberry play and the 3rd Bone Spring, Avalon shale, and Wolfcamp trends, we want to provide additional protection for our cash flows beyond that allowed by our previous practice, said Energen Chairman and CEO James McManus. This will help ensure that we can implement our capital programs in 2012 and 2013 and generate attractive returns and double-digit production growth.
Energens total hedge positions for 2012, 2013, and 2014 are as follows:
2012
Energen Resources hedge position for 2012 is as follows:
Commodity | Hedge Volumes | Estimated Production | NYMEXe Price | |||
Natural Gas |
40.5 Bcf | 75.0 - 81.0 Bcf | $4.99/Mcf | |||
Oil |
5.5 MMBO | 8.0 - 8.5 MMBO | $87.09/barrel | |||
NGL |
39.9 MMgal | 105.0 - 126.0 MMgal | $0.86/gallon |
Energen Resources natural gas and oil hedge positions by hedge type for 2012 are as follows:
Natural Gas Hedges | Volumes (Bcf) | Assumed Differential | NYMEXe Price | |||
San Juan Basin |
29.5 | $0.35 per Mcf | $4.95 per Mcf | |||
NYMEX |
11.0 | | $5.07 per Mcf |
Oil Hedges | Volumes (MBO) | Assumed Differential | NYMEXe Price | |||
Sour Oil (WTS) |
3,124 | $3.00 per barrel | $83.20 per barrel | |||
NYMEX |
2,363 | | $92.23 per barrel |
2013
Energen Resources hedge position for 2013 is as follows:
Commodity | Hedge Volumes | Estimated Production | NYMEXe Price | |||
Natural Gas |
33.9 Bcf | 78.0 - 84.0 Bcf | $5.25/Mcf | |||
Oil |
4.2 MMBO | 9.0 - 9.5 MMBO | $88.70/barrel | |||
NGL |
35.2 MMgal | 126.0 - 147.0 MMgal | $1.02/gallon |
Energen Resources natural gas and oil hedge positions by hedge type for 2013 are as follows:
Natural Gas Hedges | Volumes (Bcf) | Assumed Differential | NYMEXe Price | |||
San Juan Basin |
25.1 | $0.35 per Mcf | $5.23 per Mcf | |||
NYMEX |
8.8 | | $5.30 per Mcf | |||
Oil Hedges | Volumes (MBO) | Assumed Differential | NYMEXe Price | |||
Sour Oil (WTS) |
2,768 | $4.00 per barrel | $86.34 per barrel | |||
NYMEX |
1,419 | | $93.31 per barrel |
2014
Energen Resources hedge position for 2014 is as follows:
Commodity | Hedge Volumes | NYMEXe Price | ||
Natural Gas |
19.8 Bcf | $5.55/Mcf | ||
Oil (NYMEX) |
3.7 MMBO | $90.04/barrel |
Energen Resources natural gas hedge position by hedge type for 2014 is as follows:
Natural Gas Hedges | Volumes (Bcf) | Assumed Differential | NYMEXe Price | |||
San Juan Basin |
16.8 | $0.35 per Mcf | $5.52 per Mcf | |||
NYMEX |
3.0 | | $5.72 per Mcf |
Average realized oil and gas prices for Energen Resources production associated with NYMEX contracts as well as for unhedged production will reflect the impact of basis differentials. Average realized NGL prices will be net of transportation and fractionation fees.
For production associated with basin-specific contracts, Energen Resources will receive the contracted hedge price. Energen may hedge basis differentials as applicable. In the tables above, the basin-specific contract prices were converted for comparability purposes to a NYMEX-equivalent price by adding to them Energen Resources assumed basis differentials.
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Energen Corporation is an oil and gas exploration and production company with headquarters in Birmingham, Alabama. Through Energen Resources Corporation, the company has approximately 900 million barrels of oil-equivalent proved, probable, and possible reserves. These all-domestic reserves are located mainly in the San Juan and Permian basins. For more information, go to 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 Companys 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 Companys periodic reports filed with the Securities and Exchange Commission. |
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