-----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, BAaTvhgvdoLNNWXhk2oinDZUV/EgN/MeT2vSZv375kioqiED3HBlhfArjPCg0QqL UWhpklbb87f2S77MNaEQbg== 0001104659-05-062025.txt : 20051221 0001104659-05-062025.hdr.sgml : 20051221 20051221154417 ACCESSION NUMBER: 0001104659-05-062025 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20051220 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20051221 DATE AS OF CHANGE: 20051221 FILER: COMPANY DATA: COMPANY CONFORMED NAME: KEY ENERGY SERVICES INC CENTRAL INDEX KEY: 0000318996 STANDARD INDUSTRIAL CLASSIFICATION: DRILLING OIL & GAS WELLS [1381] IRS NUMBER: 042648081 STATE OF INCORPORATION: MD FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-08038 FILM NUMBER: 051278518 BUSINESS ADDRESS: STREET 1: TOW TOWER CENTER STREET 2: 20TH FL CITY: EAST BRUNSWICK STATE: NJ ZIP: 08816 BUSINESS PHONE: 9082474822 MAIL ADDRESS: STREET 1: P O BOX 10627 CITY: MIDLAND STATE: TX ZIP: 79702 FORMER COMPANY: FORMER CONFORMED NAME: KEY ENERGY GROUP INC DATE OF NAME CHANGE: 19950217 FORMER COMPANY: FORMER CONFORMED NAME: NATIONAL ENVIRONMENTAL GROUP INC DATE OF NAME CHANGE: 19921228 FORMER COMPANY: FORMER CONFORMED NAME: YANKEE COMPANIES INC DATE OF NAME CHANGE: 19891012 8-K 1 a05-22186_18k.htm CURRENT REPORT OF MATERIAL EVENTS OR CORPORATE CHANGES

 

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 (Date of earliest event reported): December 21, 2005 (December 20, 2005)

 

KEY ENERGY SERVICES, INC.

(Exact Name of Registrant as Specified in Charter)

 

Maryland

 

1-8038

 

04-2648081

(State or Other Jurisdiction
of Incorporation)

 

(Commission
File Number)

 

(IRS Employer
Identification No.)

 

1301 McKinney Street, Suite 1800

Houston, Texas  77010

(Address of Principal Executive Offices and Zip Code)

 

713/651-4300

(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 (see General Instruction A.2. below):

 

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 



 

Item 7.01.  Regulation FD Disclosure

 

On December 20, 2005, the Company announced the release of select financial data for the month ended October 31, 2005 and activity data for the month ended November 30, 2005.  The information contained in this Form 8-K (including the exhibit hereto) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

 

Item 9.01.  Financial Statements and Exhibits

 

(c)           Exhibits.

 

99.1         Press Release dated December 20, 2005 announcing the release of select financial data for the month ended October 31, 2005 and activity data for the period ended November 30, 2005.

 

 

SIGNATURE

 

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.

 

 

KEY ENERGY SERVICES, INC.

 

 

 

 

 

 

Date: December 21, 2005

By:

/s/ Newton W. Wilson, III

 

 

 

Newton W. Wilson, III

 

 

Senior Vice President, General Counsel and
Secretary

 

2



 

Exhibit Index

 

Exhibit No.

 

Description

99.1

 

Press Release dated December 20, 2005 announcing the release of select financial data for the month ended October 31, 2005 and activity data for the period ended November 30, 2005.

 

3


EX-99.1 2 a05-22186_1ex99d1.htm EXHIBIT 99

Exhibit 99.1

 

Key Energy Services, Inc.

News Release

 

For Immediate Release:

 

Contact: John Daniel

Tuesday, December 20, 2005

 

(713) 651-4300

 

 

 

KEY ENERGY PROVIDES NOVEMBER RIG AND TRUCKING HOURS

AND SELECTED FINANCIAL DATA

 

 

HOUSTON, TX, December 20, 2005 — Key Energy Services, Inc. (Pink Sheets: KEGS) today provided its November 2005 rig and trucking hours and unaudited selected financial data for the month ended October 31, 2005.

 

OPERATIONS UPDATE AND OTHER INFORMATION

 

Activity levels remain strong, taking into account the traditional seasonal slowdown associated with fewer daylight hours and the holiday impact of Thanksgiving and Christmas.  In response to an investor inquiry, there are 131,750,862 common shares issued and outstanding as of December 15, 2005.

 

OPERATING DATA

 

 

 

For the month ending

 

 

 

November 30, 2005

 

October 31, 2005

 

November 30, 2004

 

Working Days

 

20

 

21

 

20

 

Rig Hours

 

214,625

 

222,537

 

193,678

 

Trucking Hours

 

201,855

 

198,409

 

214,866

 

 

 

 

 

 

 

 

 

The Company calculates working days as total weekdays for the month less any company holidays that occur during the month.  For the month of December 2005, there are 20 working days.

 

1301 McKinney Street, Suite 1800, Houston, TX 77010

 



 

SELECTED FINANCIAL DATA

 

The following selected financial information for the Company is for the month ended October 31, 2005. This unaudited information has been prepared by management in accordance with generally accepted accounting principles and has not been reviewed by the Company’s independent accountants.  The table does not contain all the financial statement line captions and notes that would be presented in the Company’s Annual Report on Form 10-K for the year ended December 31, 2005.

 

 

 

 

Month Ended

 

 

 

October 31, 2005

 

 

 

(In thousands -
Unaudited)

 

Select Statement of Operations Data:

 

 

 

 

 

 

 

Revenue:

 

 

 

Well servicing

 

$

86,092

 

Pressure pumping

 

14,102

 

Fishing and rental services

 

7,513

 

Other

 

338

 

TOTAL REVENUE

 

$

108,045

 

 

 

 

 

Costs and Expenses:

 

 

 

Well servicing

 

$

56,466

 

Pressure pumping

 

8,760

 

Fishing and rental services

 

4,528

 

General and administrative

 

12,084

 

Interest (1)

 

3,665

 

Loss on retirement of debt

 

2,104

 

 

 

 

 

 

 

October 31, 2005

 

 

 

(In thousands -
Unaudited)

 

Select Balance Sheet Data:

 

 

 

 

 

 

 

Current Assets:

 

 

 

Cash and cash equivalents (2)(3)

 

$

123,522

 

Accounts receivable, net of allowance for doubtful accounts

 

202,775

 

Inventory

 

21,721

 

Prepaid expenses and other current assets

 

22,631

 

TOTAL CURRENT ASSETS

 

$

370,649

 

 

 

 

 

Current Liabilities:

 

 

 

Accounts payable

 

$

72,892

 

Other accrued liabilities

 

79,479

 

Accrued interest

 

5,018

 

Current portion of long-term debt and capital lease obligations

 

7,792

 

TOTAL CURRENT LIABILITIES

 

$

165,181

 

 

 

 

 

Long-term debt, less current portion (4)(5)

 

$

424,541

 

Capital lease obligations, less current portion

 

13,334

 

Non-current accrued expenses

 

39,512

 

 



 

NOTES

 

(1)          Interest expense includes amortization of deferred debt issue costs, discount and premium of approximately $159,000 for the month ended October 31, 2005.

(2)          Cash and short term investments at December 15, 2005 totaled approximately $100,434,000.  The decrease in cash from October 31, 2005 relates primarily to cash used to repay a portion of the $275 million 8.375% Senior Unsecured Notes.

(3)          Capital expenditures were approximately $7,497,000 for the month ended October 31, 2005.

(4)          There were no outstanding borrowings under the Company’s revolving credit facility at December 15, 2005.

(5)          During November 2005, the Company repaid the $275 million 8.375% Senior Unsecured Notes with borrowings of $250 million from its Term Loan B Facility and cash on hand.

 

The information herein represents the results for only one month and the information herein is not necessarily indicative of the results that may be reported for the fiscal year ended December 31, 2005. The information herein is select financial data and does not represent a complete set of financial statements, which would include additional financial data and notes to financial statements. Until the restatement of the Company’s prior year financial statements is completed, the unaudited information herein may differ from its restated financial statements. It is possible that the process of restating the prior year financial statements could require additional changes to the Company’s financial statements for 2005 that individually or in the aggregate could be material to the Company’s financial position, results of operations or liquidity.

 

Key Energy Services, Inc. is the world’s largest rig-based well service company.  The Company provides oilfield services including well servicing, contract drilling, pressure pumping, fishing and rental tools and other oilfield services.  The Company has operations in all major onshore oil and gas producing regions of the continental United States and internationally in Argentina.

 

Certain statements contained in this news release constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995.  These forward-looking statements are based on current expectations, estimates and projections about the Company, the Company’s industry, management’s beliefs and certain assumptions made by management.  Whenever possible, the Company has identified these “forward-looking statements” by words such as “expects,” “believes,” “anticipates” and similar phrases.  Readers are cautioned that any such forward-looking statements are not guarantees of future performance or the results of the ongoing review and restatements and are subject to certain risks, uncertainties and assumptions that are difficult to predict, including, but not limited to: the impact of the Company’s current restatement process on its results for prior and current periods; uncertainties surrounding the restatement process, including the timing and amount of the restatements; the risk of possible changes in the scope and nature of, the time required to complete, the issuance of audit opinions on the Company’s prior year financial statements and the audit of the Company’s 2003, 2004 and 2005  financial statements; the impact of governmental investigations;  risks that the Company will not be able to successfully enter into an interest rate swap which would be a violation under the Company’s senior credit facility;  risks that the Company’s inability to complete the restatement of its financial statements will impact operations; risks affecting the ability of the Company to maintain or improve operations, including the ability to maintain price increases; possible over supply of new rigs coming into the market and weather risks;  risks that the Company will be unable to achieve budgeted financial targets and risks affecting activity levels for rig hours including the risk that commodity prices decline or the risk that capital budgets from the Company’s customers decrease. Because such statements involve risks and uncertainties, the actual results and performance of the Company may differ materially from the results expressed or implied by such forward-looking statements.  Given these uncertainties, readers are cautioned not to place undue reliance on such forward-looking statements.  Unless otherwise required by law, the Company also disclaims any obligation to update its view of any such risks or uncertainties or to announce publicly the result of any revisions to the forward-looking statements made here; however, readers should review carefully reports or documents the Company files periodically with the Securities and Exchange Commission.

 


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