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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) February
17, 2003 SOUTHWESTERN ENERGY COMPANY (Exact name of registrant as specified in its charter) Arkansas 1-8246 71-0205415 (State of incorporation (Commission (I.R.S. Employer or organization) File Number) Identification No.) 2350 N. Sam Houston Pkwy. E., Suite 300, Houston,
Texas 77032 (Address of principal executive offices, including zip
code) (281) 618-4700 (Registrant's telephone number, including area code) No Change (Former name, former address and former fiscal year; if
changed since last report) - 1 - Other Events Southwestern Energy Company announced on February 17, 2003
its fourth quarter results and year-end 2002 financial and operating
results. For additional information see exhibit 99.1. Southwestern Energy Company announced on February 17, 2003
that it intends to publicly offer and sell 5,500,000 newly issued shares of
its common stock. Southwestern also expects to grant the underwriters of the
offering an option to purchase up to 825,000 additional shares of common stock
to cover over-allotments, if any. Proceeds from the offering will be used to
accelerate the development drilling of the Company's Overton Field in East
Texas. For additional information see exhibit 99.2. (99.1)
Press release dated February 17, 2003, announcing fourth quarter
and year-end 2002 financial and operation results. (99.2) Press release dated February 17, 2003, announcing Southwestern Energy
Company's intention to offer common stock under shelf registration statement. (99.3) Press release dated February 17, 2003, announcing capital program and
providing guidance for 2003. 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.
SOUTHWESTERN
ENERGY COMPANY Registrant DATE: BY:
/s/
GREG D. KERLEY Greg D. Kerley Executive Vice President and Chief Financial Officer - 2 - EXHIBIT 99.1 2350 N. Sam Houston Parkway East NEWS RELEASE SOUTHWESTERN ENERGY ANNOUNCES FOURTH QUARTER AND Houston, Texas -
February 17, 2003...Southwestern Energy Company (NYSE: SWN) today announced net
income for the year ended December 31, 2002 of $14.3 million, or $0.55 per
diluted share, compared to $35.3 million or $1.38 per diluted share in 2001.
Operating income was $46.5 million and EBITDA(1) was $99.8 million in
2002 compared to $82.7 million and $134.6 million, respectively, in 2001. Our
financial results declined in 2002 primarily due to lower realized gas and oil
prices and slightly increased operating expenses. For the fourth
quarter of 2002, Southwestern reported net income of $4.6 million, or $0.17 per
diluted share. This compares to net income of $7.4 million, or $0.29 per diluted
share, for the same period in 2001. Operating income and EBITDA(1)
were $12.8 million and $25.8 million during the fourth quarter of 2002, compared
to $17.8 million and $31.8 million in the fourth quarter of 2001. Lower realized
gas prices and a decline in production in the Company's E&P segment
combined with increased expenses in the utility segment led to the declines. For
the fourth quarter of 2002, our revenues decreased by $5.2 million due to our
natural gas and crude oil commodity price hedges, including a $1.2 million
reduction related to the ineffectiveness of the Company's hedge position at
December 31, 2002 recorded pursuant to FAS No. 133. This compares to a revenue
increase of $10.5 million from the Company's commodity price hedges in the
prior year period. "Despite the
drop in our earnings due to lower realized oil and gas prices, we had very solid
operating results from our E&P segment during 2002," stated Harold M.
Korell, President and Chief Executive Officer of Southwestern Energy. "We
were able to replace 209% of our 2002 production at a finding cost of $1.02 per
Mcfe. Our production for 2002 increased slightly over 2001 levels, despite the
production declines we experienced in South Louisiana and the loss of production
due to the sale of our Mid-Continent properties in the fourth quarter.
Additionally, in November 2002, we set the stage for improved operating results
for our utility segment by filing for an $11.0 million 1 rate increase request with the Arkansas Public Service
Commission. We expect that any increase granted would become effective in
September 2003." Solid Reserve Replacement at Excellent Finding Costs
Highlight E&P Efforts As previously
reported, the Company replaced 209% of production in 2002 by adding an estimated
83.7 Bcf equivalent (Bcfe) of proved oil and gas reserves at a finding and
development cost of $1.02 per Mcfe, excluding reserve revisions. The Company's
finding cost, including the effect of net upward reserve revisions due to higher
year-end commodity prices, was $0.99 per Mcfe in 2002. For the period ending
December 31, 2002, our three-year average reserve replacement ratio was 210% and
our three-year average finding and development cost was $1.04 per Mcfe,
excluding reserve revisions. Including reserve revisions, these three-year
averages were 193% and $1.13 per Mcfe, respectively. The Company's
proved oil and gas reserves were 415.3 Bcfe at December 31, 2002, as compared to
402.0 Bcfe at the end of 2001. Natural gas comprised 90% of the Company's
proved reserves at the end of 2002, and 77% of the Company's reserves were
classified as proved, developed. Using posted
commodity prices in effect at year-end 2002 of $4.74 per Mcf of gas and $31.20
per barrel of oil and adjusted for market differentials, Southwestern's
standardized measure of discounted future cash flows relating to proved oil and
gas reserves was $501.6 million at December 31, 2002, compared to $308.2 million
at the end of 2001. The posted prices in effect at year-end 2001 were $2.65 per
Mcf of gas and $19.84 per barrel of oil. The pre-tax discounted value of the
Company's oil and gas reserves was $694.1 million at year-end 2002 compared to
$394.5 million at the end of 2001. Gas and oil
production for the three months ended December 31, 2002 was 9.5 Bcfe, compared
to 10.0 Bcfe in the third quarter of 2002 and 10.5 Bcfe for the fourth quarter
of 2001. The decline from the third quarter relates to the sale of the Company's
non-strategic Mid-Continent properties in the fourth quarter of 2002. After
adjusting for the sale, production for the fourth quarter would have been equal
to the third quarter of 2002. For the year ended December 31, 2002, Southwestern
reported production of 40.1 Bcfe, up from 39.8 Bcfe in 2001. During the fourth
quarter of 2002, our commodity hedges reduced our average realized gas price by
$0.52 per Mcf, to $3.33 per Mcf. During the fourth quarter of 2001, the Company's
favorable commodity hedge position had the effect of increasing our average
realized gas price by 2 $1.09 per Mcf, to $3.50 per Mcf. For the full-year 2002,
Southwestern's average gas price was $3.00 per Mcf compared to $3.85 per Mcf
in 2001. Our commodity hedging activities lowered our average gas price $0.11
per Mcf in 2002 and $0.31 per Mcf in 2001. Our average oil price was $21.02 per
barrel in 2002, compared to $23.55 per barrel in 2001, including the effects of
hedges. Our hedging activities lowered our average oil price $2.92 per barrel in
2002 and $0.03 per barrel in 2001. We invested a
total of $85.2 million in our E&P program and participated in drilling 65
wells during 2002. Of these drilled wells, 45 were successful, 16 were dry and
four wells were still in progress at year-end. Our investments were divided
between our core areas of operations with $18.2 million invested in the Arkoma
Basin, $33.6 million in East Texas, $5.4 million in the Permian Basin and
Mid-Continent areas, and $28.0 million in the Gulf Coast. In the Arkoma Basin,
the Company participated in 25 wells and 41 workovers which added 18.3 Bcf at a
finding and development cost of $0.99 per Mcf. In East Texas, the Company
drilled a total of 15 wells at the Overton Field and three wells at South
Overton and all 18 wells were successful. The Company added reserves totaling
56.4 Bcfe in this area during 2002 at a finding and development cost of $0.60
per Mcfe. In the Gulf Coast
region, Southwestern participated in nine wells, of which three were successful.
The Company was also active during 2002 in acquiring seismic data to facilitate
future exploration in South Louisiana. Southwestern completed its 135-square
mile Duck Lake 3-D seismic project located in St. Martin and St. Mary Parishes
and is currently interpreting that data for prospects to be drilled later in
2003 and beyond. Southwestern is the operator of this project, holding a 50%
working interest. Utility Operating Income Declines Due to Increased Costs Operating income
for Southwestern's utility systems was $2.9 million for the three months ended
December 31, 2002, down from $4.1 million for the same period in 2001.
Item 5.
Item 7.(c)
Exhibits
Item 9.
Regulation FD Disclosures
Southwestern
Energy Company is furnishing under Item 9 of this Current Report on Form 8-K the
information included as exhibit 99.3 to this report.
Note: The information in this report (including the exhibit) is furnished
pursuant to Item 9 and shall not be deemed to be "filed" for the
purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise
subject to the liabilities of that section. This report will not be deemed an
admission as to the materiality of any information in the report that is
required to be disclosed solely by Regulation FD.
February 18, 2003
Suite 300
Houston, Texas 77032
(281) 618-4700 Fax: (281) 618-4820
YEAR-END 2002 FINANCIAL AND OPERATING RESULTS
3
increase request with the Arkansas Public Service Commission in November 2002 and expects that any increase granted would be effective in September 2003.
Our gas marketing operations added $2.7 million in operating income in both 2002 and 2001. The Company's current marketing and transportation operations relate primarily to the marketing of our own gas production and some third-party gas that is sold primarily to industrial customers connected to our gas distribution systems. During 2002, the Company marketed 45.5 Bcf, down from 49.6 Bcf in 2001.
4th Quarter
Fiscal Year
2002
2001
2002
2001
Operating income $ 12,772 $ 17,792 $ 46,505 $ 82,669 Depreciation, depletion and amortization 13,273 14,901 55,352 53,641 Other income (expense) 32 (637) (566) (799) Minority interest (326)
(285)
(1,454)
(930)
EBITDA $ 25,751 $ 31,771 $ 99,837 $ 134,581
Southwestern's management will host a teleconference call on Tuesday, February 18, at 10:00 a.m. EST to discuss the Company's fourth quarter and year-end 2002 results. The toll-free number to call is 800-289-0572 and the reservation number is 462898. The teleconference can also be heard "live" over the Internet at the Company's website:
http://www.swn.com. RealPlayer 8 Basic is required to listen to the teleconference and can be downloaded from the website.Southwestern Energy Company is an integrated natural gas company whose wholly-owned subsidiaries are engaged in oil and gas exploration and production, natural gas gathering, transmission, and marketing, and natural gas distribution. Additional information on the Company can be found on the Internet at
http://www.swn.com.
Contacts: |
Greg D. Kerley Executive Vice President and Chief Financial Officer (281) 618-4803 |
Brad D. Sylvester, CFA Manager, Investor Relations (281) 618-4897 |
4
All statements, other than historical financial information, 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. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or developments may differ materially from those in the forward-looking statements. Important factors that could cause actual results to differ materially from those in the forward-looking statements herein include, but are not limited to, the timing and extent of changes in commodity prices for gas and oil, the timing and extent of the Company's success in discovering, developing, producing, and estimating reserves, property acquisition or divestiture activities that may occur, the effects of weather and regulation on the Company's gas distribution segment, increased competition, legal and economic factors, governmental regulation, the financial impact of accounting regulations and critical accounting policies, changing market conditions, the comparative cost of alternative fuels, conditions in capital markets and changes in interest rates, availability of oil field services, drilling rigs, and other equipment, as well as various other factors beyond the Company's control, and any other factors listed in the reports the Company has filed with the Securities and Exchange Commission. A discussion of these and other factors affecting the Company's performance is included in the Company's periodic reports filed with the Securities and Exchange Commission including its Annual Report on Form 10-K for the year ended December 31, 2002 that will be filed on February 18, 2003.
Financial Summary Follows
# # #
5
OPERATING STATISTICS |
Page 1 of 5 |
|||||||||
Southwestern Energy Company and Subsidiaries | ||||||||||
Three Months |
||||||||||
(unaudited) |
Twelve Months |
|||||||||
Periods Ended December 31 |
2002 |
2001 |
2002 |
2001 |
||||||
Exploration & Production | ||||||||||
Production | ||||||||||
Affiliated gas sales (MMcf) | 1,515 | 1,419 | 5,390 | 5,075 | ||||||
Unaffiliated gas sales (MMcf) | 7,127 | 7,960 | 30,582 | 30,402 | ||||||
Total gas production (MMcf) | 8,642 | 9,379 | 35,972 | 35,477 | ||||||
Oil Production (MBbls) | 139 | 184 | 682 | 719 | ||||||
Total equivalent production (MMcfe) | 9,476 | 10,483 | 40,064 | 39,791 | ||||||
Commodity Prices | ||||||||||
Average realized gas price per Mcf | $3.33 | $3.50 | $3.00 | $3.85 | ||||||
Average realized oil price per Bbl | $21.61 | $20.28 | $21.02 | $23.55 | ||||||
Operating Expenses per Mcfe | ||||||||||
Lease operating expenses | $0.50 | $0.45 | $0.45 | $0.45 | ||||||
Taxes, other than income taxes | $0.25 | $0.12 | $0.19 | $0.17 | ||||||
General and administrative expenses | $0.49 | $0.39 | $0.32 | $0.34 | ||||||
Full cost pool amortization | $1.17 | $1.20 | $1.16 | $1.14 | ||||||
Marketing | ||||||||||
Gas volumes marketed (MMcf) | 9,329 | 12,726 | 45,550 | 49,603 | ||||||
Gas Distribution | ||||||||||
Deliveries (Bcf) | ||||||||||
Sales volumes | 5.6 | 5.0 | 16.7 | 17.0 | ||||||
End-use transportation | 2.3 | 1.9 | 8.4 | 7.0 | ||||||
Off-system transportation | 0.2 | 0.5 | 2.2 | 3.1 | ||||||
Total deliveries | 8.1 | 7.4 | 27.3 | 27.1 | ||||||
Average number of customers | 134,807 | 134,446 | 136,747 | 134,041 | ||||||
Average sales rate per Mcf | $8.39 | $6.13 | $6.49 | $8.26 | ||||||
Heating weather - degree days | 1,659 | 1,276 | 3,950 | 3,654 | ||||||
- percent of normal | 109% | 84% | 98% | 91% |
STATEMENTS OF OPERATIONS | Page 2 of 5 | |||||||||
Southwestern Energy Company and Subsidiaries | ||||||||||
Three Months |
||||||||||
(unaudited) |
Twelve Months |
|||||||||
Periods Ended December 31 |
2002 |
2001 |
2002 |
2001 |
||||||
($ in thousands, except per share amount) |
||||||||||
Operating Revenues | ||||||||||
Gas Sales | $ 57,860 | $ 59,419 | $ 198,108 | $ 248,952 | ||||||
Gas Marketing | 9,761 | 7,735 | 41,709 | 71,839 | ||||||
Oil Sales | 3,013 | 3,740 | 14,340 | 16,932 | ||||||
Gas transportation and other | 2,115 | 1,485 | 7,345 | 7,204 | ||||||
72,749 | 72,379 | 261,502 | 344,927 | |||||||
Operating Costs and Expenses | ||||||||||
Gas purchases - utility | 16,618 | 13,544 | 48,388 | 68,161 | ||||||
Gas purchases - marketing | 8,513 | 6,912 | 37,927 | 68,010 | ||||||
Operating expenses | 9,862 | 9,920 | 38,154 | 39,035 | ||||||
General and administrative expenses | 9,095 | 7,617 | 26,446 | 25,073 | ||||||
Depreciation, depletion and amortization | 12,931 | 14,744 | 53,992 | 52,899 | ||||||
Taxes, other than income taxes | 2,958 | 1,850 | 10,090 | 9,080 | ||||||
59,977 | 54,587 | 214,997 | 262,258 | |||||||
Operating Income | 12,772 | 17,792 | 46,505 | 82,669 | ||||||
Interest Expense | ||||||||||
Interest on long-term debt | 5,455 | 5,362 | 21,664 | 23,920 | ||||||
Other interest charges | 340 | 365 | 1,285 | 1,374 | ||||||
Interest capitalized | (468) | (360) | (1,483) | (1,595) | ||||||
5,327 | 5,367 | 21,466 | 23,699 | |||||||
Other Income (Expenses) | 32 | (637) | (566) | (799) | ||||||
Income Before Income Taxes & Minority Interest | 7,477 | 11,788 | 24,473 | 58,171 | ||||||
Minority Interest in Partnership | (326) | (285) | (1,454) | (930) | ||||||
Income Before Income Taxes | 7,151 | 11,503 | 23,019 | 57,241 | ||||||
Provision for Income Taxes | ||||||||||
Current | - | - | - | - | ||||||
Deferred | 2,599 | 4,079 | 8,708 | 21,917 | ||||||
2,599 | 4,079 | 8,708 | 21,917 | |||||||
Net Income | $ 4,552 | $ 7,424 | $ 14,311 | $ 35,324 | ||||||
Earnings Per Share: | ||||||||||
Basic | $0.18 | $0.29 | $0.57 | $1.40 | ||||||
Diluted | $0.17 | $0.29 | $0.55 | $1.38 | ||||||
Weighted Average Common Shares Outstanding: | ||||||||||
Basic | 25,326,358 | 25,224,894 | 25,226,580 | 25,198,105 | ||||||
Diluted | 26,117,878 | 25,629,385 | 26,052,238 | 25,601,110 |
BALANCE SHEETS |
Page 3 of 5 |
|||||
Southwestern Energy Company and Subsidiaries | ||||||
December 31 |
2002 |
2001 |
||||
($ in thousands) |
||||||
ASSETS | ||||||
Current Assets | $ 76,138 | (1) | $ 93,204 |
(1) |
||
Investments | 15,287 | 15,538 | ||||
Property, Plant and Equipment, at cost | 1,291,559 | 1,225,620 | ||||
Less: Accumulated depreciation, depletion and amortization | 659,398 | 605,790 | ||||
632,161 | 619,830 | |||||
Other Assets | 16,576 | 14,551 |
(1) |
|||
$ 740,162 | $ 743,123 | |||||
LIABILITIES AND SHAREHOLDERS' EQUITY | ||||||
Current Liabilities | $ 74,557 |
(2) |
$ 71,468 |
(2) |
||
Long-Term Debt | 342,400 | 350,000 | ||||
Deferred Income Taxes | 116,591 | 122,381 | ||||
Other Liabilities | 16,671 |
(2) |
3,187 |
(2) |
||
Commitments and Contingencies | ||||||
Minority Interest in Partnership | 12,455 | 13,001 | ||||
Shareholders' Equity | ||||||
Common stock, $.10 par value; authorized 75,000,000 shares, | ||||||
issued 27,738,084 shares | 2,774 | 2,774 | ||||
Additional paid-in capital | 19,130 | 19,764 | ||||
Retained earnings | 197,988 | 183,677 | ||||
Accumulated other comprehensive income (loss) | (17,358) |
(3) |
5,763 |
(3) |
||
202,534 | 211,978 | |||||
Less: Common stock in treasury, at cost, 1,793,456 shares in 2002 | ||||||
and 2,261,766 shares in 2001 | 19,981 | 25,196 | ||||
Unamortized cost of restricted shares issued under stock incentive | ||||||
plans, 498,123 shares in 2002 and 416,537 shares in 2001 | 5,065 | 3,696 | ||||
177,488 | 183,086 | |||||
$ 740,162 | $ 743,123 | |||||
(1) Currents assets include $3.1 million in 2002 and$15.2 million in 2001, and other assets include $1.0 million in 2001, related to the Company's hedging activities. These amounts were recorded under the provisions of SFAS No. 133. | ||||||
(2) Current liabilities include $23.5 million in 2002 and $7.0 million in 2001, and other liabilities include $3.6 million in 2002 and $.1 million in 2001 related to the Company's hedging activities. These amounts were recorded under the provisions of SFAS No. 133. | ||||||
(3) Accumulated other comprehensive income (loss) includes a loss of $14.0 million in 2002 and income of $5.8 million in 2001 for the Company's net of tax position of its cash flow commodity price and interest rate hedges required to be recorded under the provisions of SFAS No. 133. A loss of $3.4 million was also recorded in 2002 related to the Company's pension plan. |
STATEMENTS OF CASH FLOWS |
Page 4 of 5 |
|||||
Southwestern Energy Company and Subsidiaries | ||||||
Twelve Months |
||||||
Periods Ended December 31 |
2002 |
2001 |
||||
($ in thousands) |
||||||
Cash Flows From Operating Activities | ||||||
Net Income | $ 14,311 | $ 35,324 | ||||
Adjustments to reconcile net
income to net cash provided by operating activities: |
||||||
Depreciation, depletion and amortization | 56,399 | 54,505 | ||||
Deferred income taxes | 8,708 | 21,917 | ||||
Ineffectiveness of cash flow hedges | 1,121 | - | ||||
Equity in loss of NOARK partnership | 251 | 1,484 | ||||
Minority interest in partnership | (1,015) | (533) | ||||
Change in assets and liabilities | (2,201) | 31,886 | ||||
Net cash provided by operating activities | 77,574 | 144,583 | ||||
Cash Flows From Investing Activities | ||||||
Capital expenditures | (92,062) | (106,060) | ||||
Sale of natural gas and oil properties | 26,415 | - | ||||
Investment in NOARK partnership | - | (1,449) | ||||
Increase in gas stored underground | (349) | (4,179) | ||||
Other items | 1,527 | 826 | ||||
Net cash used in investing activities | (64,469) | (110,862) | ||||
Cash Flow From Financing Activities | ||||||
Payments on revolving long-term debt | (204,100) | (248,500) | ||||
Borrowings under revolving long-term debt | 196,500 | 202,500 | ||||
Change in bank drafts outstanding | (9,880) | - | ||||
Proceeds from exercise of common stock options | 1,955 | - | ||||
Contributions from minority interest owner in partnership | 469 | 13,534 | ||||
Net cash used in financing activities | (15,056) | (32,466) | ||||
Increase (decrease) in cash | (1,951) | 1,255 | ||||
Cash at beginning of year | 3,641 | 2,386 | ||||
Cash at end of year | $ 1,690 | $ 3,641 |
SEGMENT INFORMATION |
Page 5 of 5 |
|||||||||
Southwestern Energy Company and Subsidiaries | ||||||||||
Exploration |
Marketing, |
|||||||||
and |
Gas |
Transportation |
||||||||
Production |
Distribution |
and Other |
Eliminations |
Total |
||||||
($ in thousands) |
||||||||||
Quarter Ending December 31, 2002 (unaudited) | ||||||||||
Revenues | $ 32,046 | $ 37,447 | $ 32,906 | $ (29,650) | $ 72,749 | |||||
Gas purchases | - | 23,078 | 31,547 | (29,494) | 25,131 | |||||
Operating expenses | 4,757 | 5,142 | - | (37) | 9,862 | |||||
General and administrative expenses | 4,644 | 4,269 | 358 | (176) | 9,095 | |||||
Depreciation, depletion and amortization | 11,301 | 1,555 | 75 | - | 12,931 | |||||
Taxes, other than income taxes | 2,394 | 542 | 22 | - | 2,958 | |||||
Operating Income | $ 8,950 | $ 2,861 | $ 904 | $ 57 | $ 12,772 | |||||
Capital Investments | $ 21,807 | $ 1,906 | $ 520 | $ - | $ 24,233 | |||||
Quarter Ending December 31, 2001 (unaudited) | ||||||||||
Revenues | $ 36,419 | $ 32,239 | $ 28,297 | $ (24,576) | $ 72,379 | |||||
Gas purchases | - | 17,522 | 27,362 | (24,428) | 20,456 | |||||
Operating expenses | 4,763 | 5,188 | - | (31) | 9,920 | |||||
General and administrative expenses | 4,132 | 3,327 | 329 | (171) | 7,617 | |||||
Depreciation, depletion and amortization | 13,101 | 1,559 | 84 | - | 14,744 | |||||
Taxes, other than income taxes | 1,256 | 571 | 23 | - | 1,850 | |||||
Operating Income | $ 13,167 | $ 4,072 | $ 499 | $ 54 | $ 17,792 | |||||
Capital Investments | $ 25,461 | $ 2,034 | $ 1,422 | $ - | $ 28,917 | |||||
Twelve Months Ending December 31, 2002 | ||||||||||
Revenues | $ 122,207 | $ 115,850 | $ 131,514 | $(108,069) | $ 261,502 | |||||
Gas purchases | - | 66,486 | 127,285 | (107,456) | 86,315 | |||||
Operating expenses | 17,944 | 20,349 | - | (139) | 38,154 | |||||
General and administrative expenses | 12,806 | 13,008 | 1,163 | (531) | 26,446 | |||||
Depreciation, depletion and amortization | 47,680 | 6,115 | 197 | - | 53,992 | |||||
Taxes, other than income taxes | 7,729 | 2,329 | 32 | - | 10,090 | |||||
Operating Income | $ 36,048 | $ 7,563 | $ 2,837 | $ 57 | $ 46,505 | |||||
Capital Investments | $ 85,201 | (1) | $ 6,115 | $ 746 | $ - | $ 92,062 | ||||
Twelve Months Ending December 31, 2001 | ||||||||||
Revenues | $ 153,937 | $ 147,282 | $ 190,773 | $(147,065) | $ 344,927 | |||||
Gas purchases | - | 96,058 | 186,496 | (146,383) | 136,171 | |||||
Operating expenses | 17,790 | 21,445 | - | (200) | 39,035 | |||||
General and administrative expenses | 13,607 | 10,941 | 1,061 | (536) | 25,073 | |||||
Depreciation, depletion and amortization | 46,530 | 6,163 | 206 | - | 52,899 | |||||
Taxes, other than income taxes | 6,670 | 2,329 | 81 | - | 9,080 | |||||
Operating Income | $ 69,340 | $ 10,346 | $ 2,929 | $ 54 | $ 82,669 | |||||
Capital Investments | $ 98,964 | (1) | $ 5,347 | $ 1,749 | $ - | $ 106,060 | ||||
(1) Includes $.5 million in 2002 and $13.5 million in 2001 of expenditures funded by minority interest owner in partnership. | ||||||||||
EXHIBIT 99.2
|
|
2350 N. Sam Houston Parkway East |
NEWS RELEASE
SOUTHWESTERN ENERGY ANNOUNCES INTENTION TO OFFER COMMON STOCK UNDER SHELF REGISTRATION STATEMENT
Houston, Texas - February 17, 2003...Southwestern Energy Company (NYSE: SWN) announced today that it intends to publicly offer and sell 5,500,000 newly issued shares of its common stock. Southwestern also expects to grant the underwriters of the offering an option to purchase up to 825,000 additional shares of common stock to cover over-allotments, if any. Proceeds from the offering will be used to accelerate the development drilling of the Company's Overton Field in East Texas.
The shares will be issued pursuant to a shelf registration statement that was previously filed and declared effective. This press release shall not constitute an offer to sell or a solicitation of an offer to buy shares of Southwestern common stock. An offering of shares of Southwestern common stock will be made only by means of a prospectus. The prospectus shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state.
Southwestern Energy Company is an integrated natural gas company whose wholly-owned subsidiaries are engaged in oil and gas exploration and production, natural gas gathering, transmission, and marketing, and natural gas distribution. Additional information on the Company can be found on the Internet at http://www.swn.com.
Contacts: |
Greg D. Kerley Executive Vice President and Chief Financial Officer (281) 618-4803 |
Brad D. Sylvester, CFA Manager, Investor Relations (281) 618-4897 |
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EXHIBIT 99.3
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2350 N. Sam Houston Parkway East |
NEWS RELEASE
SOUTHWESTERN ENERGY ANNOUNCES CAPITAL PROGRAM
AND PROVIDES GUIDANCE FOR 2003
2003 Capital Budget for E&P Segment Rises 60%
to Accelerate Development of Overton Field
Houston, Texas - February 17, 2003...Southwestern Energy Company (NYSE: SWN) announced today a planned capital investment program for 2003 for its exploration and production (E&P) segment of $137.1 million, an increase of over 60% from the $85.2 million invested in 2002. The increased capital program is expected to be partly funded by the Company's planned common stock offering announced earlier today, with the net proceeds from the offering to be used to accelerate the development drilling of the Company's Overton Field properties in East Texas. It is expected that a total of $78.0 million will be invested in East Texas during 2003. Southwestern also intends to invest $7.7 million for improvements to its utility systems and $0.8 million for other corporate purposes, for a total planned capital investment of $145.6 million in 2003 (as compared to total capital investments of $92.1 million invested in 2002).
"Our results at Overton have been very positive over the past two years," stated Harold M. Korell, President and Chief Executive Officer of Southwestern Energy. "During that time, we have drilled a total of 33 wells in the Overton Field area with a 100% success rate. Daily gross production at the Overton Field has increased from 2.0 MMcfe per day in March 2001 to approximately 27.0 MMcfe per day at year-end 2002, resulting in net production of 5.9 Bcfe during 2002. The Company's proved reserves at the Overton Field increased to 111.0 Bcfe at year-end 2002, up from 57.6 Bcfe at year-end 2001 and 22.0 Bcfe at year-end 2000. Southwestern invested $33.6 million in the Overton Field area during 2002 and recorded proved reserve additions of 56.4 Bcfe with a finding and development cost of $0.60 per Mcfe, compared to a finding and development cost of $0.82 per Mcfe in 2001.
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We believe that the acceleration of the field's development will provide us with substantial growth in production and reserves over the next few years. Continued downspacing should allow us to drill approximately 100 additional wells in the area over the next two years. We intend to invest approximately $78.0 million in East Texas during 2003, which includes drilling up to 47 new wells using four drilling rigs at the Overton Field. Our average working interest in the Overton Field is 97% and average net revenue interest is 79%.
In 2003, over 80% of our capital is allocated to the drillbit, with the vast majority directed toward lower-risk development drilling in East Texas ($78.0 million) and in the Arkoma Basin ($22.6 million). The remainder of our E&P capital will be allocated to exploration and exploitation in the Permian Basin ($4.8 million) and South Louisiana ($21.7 million) and to new projects ($10.0 million)."
Southwestern plans to drill approximately 95 wells in 2003, compared to 65 wells drilled in 2002. Approximately two-thirds of those wells are low-risk development prospects located in the Arkoma Basin (30 wells and 60 workover projects) and in the Overton Field in East Texas (47 wells). The Company plans to participate in up to eight wells in the Gulf Coast and nine wells in the Permian Basin in 2003.
The foregoing statements regarding the planned capital investments for the year 2003 are considered to be forward-looking statements and the Company's actual capital investments could differ materially from those projected as a result of certain factors listed at the end of this press release.
Southwestern Issues Guidance for 2003
The following statements regarding estimates for the year 2003 are considered to be forward-looking statements and the Company's actual financial and operating results could differ materially from those projected as a result of certain factors listed at the end of this press release. Further, these projections do not reflect the potential impact of unknown events that may occur subsequent to this press release. The following forward-looking statements assume the full implementation of the Company's planned capital program for 2003, including the consummation of the aforementioned common stock offering.
Southwestern is targeting 2003 oil and gas production at 42 - 44 Bcfe, an increase of 5 - 10 percent over 2002 production levels. These projections for production growth in 2003 take into
- MORE - 2account the effect of the sale of the Company's Mid-Continent properties in 2002, which produced 2.5 Bcfe annually. Assuming NYMEX commodity prices of $4.25 per Mcf of gas and $24.50 per barrel of oil for 2003, the Company is targeting 2003 net income of $33 - $36 million, up from $14.3 million in 2002. The Company expects its operating income to approximate $77 - $80 million and its net income plus interest, income tax expense, depreciation, depletion and amortization (also known as EBITDA(1)) to be approximately $135 - $138 million.
The Company's differential for the average price received for its gas production is expected to be approximately $0.10 - $0.20 per Mcf below the NYMEX Henry Hub index price during 2003, excluding the impact of hedges. The Company's differential for the average price received for its oil production is expected to be approximately $1.25 per barrel below the West Texas Intermediate (WTI) crude oil price, excluding the impact of hedges. Southwestern currently has 30.4 Bcf of its gas production hedged in 2003 through a combination of fixed-price swaps and collars. The table below provides a detailed description of the Company's hedge position in 2003. Additionally, the Company has 340,000 barrels of oil hedged at an average WTI price of $26.58 per barrel in 2003. Southwestern's complete hedge position is also detailed in its Form 10-K for the year ending December 31, 2002 which will be filed on February 18, 2003 with the Securities and Exchange Commission.
The Company projects its gross margin from its utility segment (revenues less gas purchases) to approximate $50 - $55 million and the segment's operating income is expected to increase to approximately $7 - $9 million assuming normal weather. The utility filed an $11.0 million rate increase request with the Arkansas Public Service Commission in November 2002 and expects that any increase granted would be effective in September 2003.
With regard to other income and expenses, the Company's gas marketing segment is expected to generate approximately $2.0 - $2.5 million in operating income in 2003. The Company expects its total general and administrative expense to increase approximately $7.0 - $8.0 million in 2003, primarily due to increased pension, insurance and payroll costs (the Company expects to record pension expense of $3.0 - $5.0 million in 2003 compared to $0.9 million in 2002). The Company's net interest expense for the year is expected to be $18.0 - $20.0 million. Income taxes in 2003 are estimated at 38.0% and all are assumed to be deferred.
Assuming NYMEX commodity prices for 2003 of $4.25 per Mcf of gas and $24.50 per barrel of oil, the Company's projected results for 2003 are as follows:
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Estimated Production
1st Quarter | 2nd Quarter | 3rd Quarter | 4th Quarter | Full-Year 2003 | |
Estimated Production: |
|||||
Gas (Bcf) |
8.0 - 9.0 |
9.0 - 10.0 |
10.0 - 11.0 |
10.5 - 11.5 |
37.5 - 41.5 |
Oil (MBbls) |
110 - 120 |
120 - 130 |
130 - 140 |
130 - 140 |
490 - 530 |
Total Production (Bcfe) |
8.5 - 9.5 |
10.0 - 11.0 |
10.5 - 11.5 |
11.0 - 12.0 |
42.0 - 44.0 |
Gas Hedges in Place for 2003
Weighted Avg. NYMEX Price |
||||
Swaps |
Volumes (Bcf) |
(per MMBtu) |
||
1st Quarter |
3.77 |
$3.59 |
||
2nd Quarter |
3.43 |
$3.42 |
||
3rd Quarter |
3.15 |
$3.42 |
||
4th Quarter |
2.95 |
$3.42 |
||
NYMEX Floor Price |
NYMEX Ceiling Price |
|||
Collars |
Volumes (Bcf) |
(per MMBtu) |
(per MMBtu) |
|
1st Quarter |
1.02 |
$3.00 |
$4.65 |
|
1.00 |
$3.00 |
$4.75 |
||
1.50 |
$3.25 |
$5.05 |
||
2nd Quarter |
1.02 |
$3.00 |
$4.65 |
|
1.00 |
$3.00 |
$4.75 |
||
1.50 |
$3.25 |
$5.05 |
||
1.00 |
$4.00 |
$5.85 |
||
3rd Quarter |
1.02 |
$3.00 |
$4.65 |
|
1.00 |
$3.00 |
$4.75 |
||
1.50 |
$3.25 |
$5.05 |
||
1.00 |
$4.00 |
$5.85 |
||
4th Quarter |
1.02 |
$3.00 |
$4.65 |
|
1.00 |
$3.00 |
$4.75 |
||
1.50 |
$3.25 |
$5.05 |
||
1.00 |
$4.00 |
$6.20 |
Oil Hedges in Place for 2003
Weighted Avg. NYMEX Price |
|||
Swaps |
Volumes (Bbls) |
(per Bbl) |
|
1st Quarter |
70,000 |
$25.97 |
|
2nd Quarter |
90,000 |
$26.73 |
|
3rd Quarter |
90,000 |
$26.73 |
|
4th Quarter |
90,000 |
$26.73 |
FY 2003 Projected |
E&P Operating Expenses per Mcfe
Lease Operating Expenses | $0.31 - $0.35 |
Taxes, Other Than Income Taxes | $0.24 - $0.28 |
General & Administrative Expense | $0.38 - $0.42 |
Full Cost Pool Amortization Rate (2) | $1.14 - $1.18 |
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Other Operating Income and Expenses
Utility Operating Income ($ MM) | $7.0 - $9.0 |
Marketing Operating Income ($ MM) | $2.0 - $2.5 |
Other Non-Operating Loss ($ MM) | $0.0 - $0.5 |
Minority Interest Deduction ($ MM) | $1.0 - $2.0 |
Net Interest Expense ($ MM) | $18.0 - $20.0 |
Income Tax Rate (100% Deferred) | 38.0% |
The following table demonstrates different NYMEX price
scenarios and their corresponding estimated impact on the Company's results
for 2003, including current hedges in place:
NYMEX |
|
|
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$3.50 Gas |
$23 - $26 Million |
$60 - $63 Million |
$118 - $121 Million |
$4.25 Gas |
$33 - $36 Million |
$77 - $80 Million |
$135 - $138 Million |
$5.00 Gas |
$46 - $49 Million |
$97 - $100 Million |
$155 - $158 Million |
Southwestern also issued press releases earlier today regarding financial and operating results for 2002 and to announce its intention to publicly offer common stock pursuant to an effective shelf registration statement. Additionally, the Company's management will host a teleconference call on Tuesday, February 18, at 10:00 a.m. EST to discuss the Company's fourth quarter and year-end 2002 results and its outlook for 2003. The toll-free number to call is 800-289-0572 and the reservation number is 462898. The teleconference can also be heard "live" over the Internet at the Company's website:
http://www.swn.com. RealPlayer 8 Basic is required to listen to the teleconference and can be downloaded from the website.- MORE - 5
Southwestern Energy Company is an integrated natural gas company whose wholly-owned subsidiaries are engaged in oil and gas exploration and production, natural gas gathering, transmission, and marketing, and natural gas distribution. Additional information on the Company can be found on the Internet at
http://www.swn.com.
Contacts: |
Greg D. Kerley Executive Vice President and Chief Financial Officer (281) 618-4803 |
Brad D. Sylvester, CFA Manager, Investor Relations (281) 618-4897 |
All statements, other than historical financial information, 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. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or developments may differ materially from those in the forward-looking statements. Important factors that could cause actual results to differ materially from those in the forward-looking statements herein include, but are not limited to, the timing and extent of changes in commodity prices for gas and oil, the timing and extent of the Company's success in discovering, developing, producing, and estimating reserves, property acquisition or divestiture activities that may occur, the effects of weather and regulation on the Company's gas distribution segment, increased competition, legal and economic factors, governmental regulation, the financial impact of accounting regulations and critical accounting policies, changing market conditions, the comparative cost of alternative fuels, conditions in capital markets and changes in interest rates, availability of oil field services, drilling rigs, and other equipment, as well as various other factors beyond the Company's control, and any other factors listed in the reports the Company has filed with the Securities and Exchange Commission. A discussion of these and other factors affecting the Company's performance is included in the Company's periodic reports filed with the Securities and Exchange Commission including its Annual Report on Form 10-K for the year ended December 31, 2002 that will be filed on February 18, 2003.
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