-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, QbRaZuSouXoLLOJVdqKWdEi/zPAAvTx3NIhWsrOribXEBrXNJMezsh38q5NPQJYZ 8ERPs8yOqNAM8I11mvsHxQ== 0000950129-94-000610.txt : 19940804 0000950129-94-000610.hdr.sgml : 19940804 ACCESSION NUMBER: 0000950129-94-000610 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19940630 FILED AS OF DATE: 19940803 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BURLINGTON RESOURCES INC CENTRAL INDEX KEY: 0000833320 STANDARD INDUSTRIAL CLASSIFICATION: 1311 IRS NUMBER: 911413284 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-09971 FILM NUMBER: 94541561 BUSINESS ADDRESS: STREET 1: 5051 WESTHEIMER STREET 2: SUITE 1400 CITY: HOUSTON STATE: TX ZIP: 77056 BUSINESS PHONE: 713-624-9500 MAIL ADDRESS: STREET 1: 999 THIRD AVENUE CITY: SEATTLE STATE: WA ZIP: 98104-4097 10-Q 1 BURLINGTON RESOURCES FORM 10-Q FOR 06/30/94 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended JUNE 30, 1994 OR ( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 1-9971 BURLINGTON RESOURCES INC. (Exact name of registrant as specified in its charter) Delaware 91-1413284 (State or other jurisdiction (I.R.S. Employer incorporation or organization) Identification Number) 5051 Westheimer, Houston, Texas 77056 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (713) 624-9500 Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days. Yes X No ----- ----- Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. Class Outstanding ----- ----------- Common Stock, par value $.01 per share, as of June 30, 1994 129,034,218 2 PART 1 - FINANCIAL INFORMATION ITEM 1. Financial Statements BURLINGTON RESOURCES INC. CONSOLIDATED STATEMENT OF INCOME (UNAUDITED)
SECOND QUARTER SIX MONTHS -------------------- -------------------- 1994 1993 1994 1993 ---- ---- ---- ---- (In Thousands, Except per Share Amounts) Revenues................................... $ 300,842 $ 312,196 $ 621,165 $ 628,662 Costs and Expenses......................... 254,736 242,919 505,880 493,002 ------------- ------------- ------------- ------------- Operating Income........................... 46,106 69,277 115,285 135,660 Interest Expense........................... 21,711 17,584 39,767 37,385 Other Income (Expense) - Net............... 2,212 128,029 (68) 128,074 ------------- ------------- ------------- ------------- Income from Continuing Operations Before Income Taxes................... 26,607 179,722 75,450 226,349 Income Tax Expense (Benefit)............... (6,405) 46,134 (5,282) 47,533 ------------- ------------- ------------- ------------- Income from Continuing Operations.......... 33,012 133,588 80,732 178,816 Income from Discontinued Operations - Net of Income Taxes.................... - 228 - 861 ------------- ------------- ------------- ------------- Net Income................................. $ 33,012 $ 133,816 $ 80,732 $ 179,677 ============= ============= ============= ============= Earnings per Common Share: Continuing Operations.................... $ .25 $ 1.02 $ .62 $ 1.37 Discontinued Operations.................. - .01 - .01 ------------- ------------- ------------- ------------- Total.................................... $ .25 $ 1.03 $ .62 $ 1.38 ============= ============= ============= =============
See Accompanying Notes to Consolidated Financial Statements. -2- 3 BURLINGTON RESOURCES INC. CONSOLIDATED BALANCE SHEET (UNAUDITED)
June 30, December 31, 1994 1993 -------- ------------ (In Thousands) ASSETS Current Assets: Cash and Short-term Investments................................. $ 17,537 $ 19,784 Accounts Receivable............................................. 189,797 218,361 Inventories..................................................... 33,039 23,954 Other Current Assets............................................ 18,338 14,572 ---------------- ---------------- 258,711 276,671 ---------------- ---------------- Oil & Gas Properties (Successful Efforts Method).................. 5,629,737 5,027,312 Other Properties.................................................. 543,858 540,342 ---------------- ---------------- 6,173,595 5,567,654 Accumulated Depreciation, Depletion and Amortization............ 1,764,136 1,631,941 ---------------- ---------------- Properties - Net.............................................. 4,409,459 3,935,713 ---------------- ---------------- Other Assets...................................................... 187,549 235,336 ---------------- ---------------- Total Assets................................................ $ 4,855,719 $ 4,447,720 ================ ================ LIABILITIES Current Liabilities: Accounts Payable................................................ $ 245,866 $ 202,565 Taxes Payable................................................... 77,098 58,372 Other Current Liabilities....................................... 19,614 38,680 ---------------- ---------------- 342,578 299,617 ---------------- ---------------- Long-term Debt.................................................... 1,139,139 819,071 ---------------- ---------------- Deferred Income Taxes............................................. 542,495 566,758 ---------------- ---------------- Other Liabilities and Deferred Credits............................ 205,851 154,216 ---------------- ---------------- Commitments and Contingent Liabilities STOCKHOLDERS' EQUITY Common Stock, Par Value, $.01 Per Share (Authorized 325,000,000 Shares; Issued 150,000,000 Shares)..... 1,500 1,500 Paid-in Capital................................................... 2,936,812 2,936,934 Retained Earnings................................................. 512,728 467,667 ---------------- ---------------- 3,451,040 3,406,101 Cost of Treasury Stock (1994, 20,965,782 Shares; 1993, 20,316,521 Shares).............. 825,384 798,043 ---------------- ---------------- Common Stockholders' Equity....................................... 2,625,656 2,608,058 ---------------- ---------------- Total Liabilities and Common Stockholders' Equity........... $ 4,855,719 $ 4,447,720 ================ ================
See Accompanying Notes to Consolidated Financial Statements. -3- 4 BURLINGTON RESOURCES INC. CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED)
SIX MONTHS ------------------------ 1994 1993 ---- ---- (In Thousands) Cash Flows From Continuing Operating Activities: Income from Continuing Operations.................................... $ 80,732 $ 178,816 Adjustments to Reconcile Income to Net Cash Provided By Continuing Operating Activities: Depreciation, Depletion and Amortization........................... 155,611 143,347 Deferred Income Taxes.............................................. (24,272) (28,016) Exploration Costs.................................................. 17,720 12,200 Working Capital Changes: Accounts Receivable.............................................. 28,564 10,765 Inventories...................................................... (9,085) (3,954) Other Current Assets............................................. (3,766) 67,465 Accounts Payable................................................. 43,301 (35,507) Taxes Payable.................................................... 18,726 50,395 Other Current Liabilities........................................ (19,066) (18,270) Gain on Sales and Other............................................ (48,636) (162,692) ---------------- ---------------- Net Cash Provided By Continuing Operating Activities......... 239,829 214,549 ---------------- ---------------- Cash Flows From Continuing Investing Activities: Additions to Properties.............................................. (539,238) (200,886) Proceeds from Sales and Other........................................ 28,455 217,794 ---------------- ---------------- Net Cash Provided By (Used In) Continuing Investing Activities................................................... (510,783) 16,908 ---------------- ---------------- Cash Flows From Continuing Financing Activities: Proceeds from Long-term Financing.................................... 318,537 - Reduction in Long-term Debt.......................................... - (254,605) Dividends Paid....................................................... (35,756) (33,948) Treasury Stock Transactions - Net.................................... (26,535) 40,725 Other................................................................ (2,037) 58,676 ---------------- ---------------- Net Cash Provided By (Used In) Continuing Financing Activities................................................. 254,209 (189,152) ---------------- ---------------- Increase (Decrease) in Cash and Short-term Investments from Continuing Operations........................................... (16,745) 42,305 Cash Provided By (Used In) Discontinued Operations..................... 14,498 (7,017) Cash and Short-term Investments: Beginning of Year.................................................... 19,784 31,729 ---------------- ---------------- End of Period........................................................ $ 17,537 $ 67,017 ================ ================
See Accompanying Notes to Consolidated Financial Statements. -4- 5 BURLINGTON RESOURCES INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) 1. BASIS OF PRESENTATION The 1993 Annual Report on Form 10-K of Burlington Resources Inc. (the "Company") includes certain definitions and a summary of significant accounting policies and should be read in conjunction with this Quarterly Report on Form 10-Q. The statements for the periods presented herein are unaudited, condensed and do not contain all information required by generally accepted accounting principles to be included in a full set of financial statements. In the opinion of management, all material adjustments necessary to present fairly the results of operations have been included. All such adjustments are of a normal, recurring nature. The results of operations for any interim period are not necessarily indicative of the results of operations for the entire year. Earnings per common share is based on the weighted average number of common shares outstanding on a year to date basis. The weighted average number of common shares outstanding was 130 million and 131 million for the first six months of 1994 and 1993, respectively. -5- 6 ITEM 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Financial Condition and Liquidity The total long-term debt to capital (total long-term debt and stockholders' equity) ratio at June 30, 1994, and December 31, 1993, was 30 percent and 24 percent, respectively. In May 1994, the Company issued $300 million of 7.15% Notes due May 1, 1999. The net proceeds were used for general corporate purposes, including acquisition of oil and gas properties, repayment of commercial paper and other capital expenditures. In July 1994, the Company increased the capacity under its shelf registration statements from $200 million to $500 million. In July 1994, the Company established new revolving credit facilities to replace the previous $900 million facility that was due to expire in June 1996. The new credit facilities are comprised of a $600 million revolving credit agreement that expires in July 1999 and a $300 million revolving credit agreement that expires July 1995, but is renewable annually by mutual consent. The new revolving credit facilities retain the same debt covenants as the previous credit facility. As of June 30, 1994, there were no borrowings outstanding under the previous credit facility although borrowing capacity is reduced by outstanding commercial paper. At June 30, 1994, the Company had outstanding commercial paper borrowings of $90 million at an average interest rate of 4.54 percent. During the first six months of 1994, the Company purchased approximately 677,000 shares of its common stock for $28 million. Since December 1988, the Company has repurchased 24.7 million shares under three 10 million share repurchase authorizations. Net cash provided by continuing operating activities for the first six months of 1994 was $240 million compared to $215 million for the first six months of 1993. The increase is primarily due to lower interest payments and other working capital changes partially offset by decreased operating income. The Company is involved in certain environmental proceedings and other related matters. Although it is possible that new information or future developments could require the Company to reassess its potential exposure related to these matters, the Company believes, based upon available information, the resolution of these issues, individually and in the aggregate, will not have a materially adverse effect on the consolidated financial position or results of operations of the Company. -6- 7 Capital Expenditures Capital expenditures during the first six months of 1994 totaled $539 million compared to $201 million for the first six months of 1993. On April 26, 1994, the Company acquired Maxus Energy Corporation's ("Maxus") 87.1 percent interest in Diamond Shamrock Offshore Partners Limited Partnership (the "Partnership"), including the general partners' interests in the Partnership. In July 1994, the Company acquired the remaining 12.9 percent of the Partnership by merging the Partnership into a wholly owned subsidiary of the Company. In a separate transaction, the Company purchased an additional offshore property and one onshore property from Maxus. The aggregate net purchase price, including the 12.9 percent of the Partnership acquired by merger, was $375 million. The proved and probable reserves acquired from Maxus are approximately 375 BCFE of natural gas. The acquired properties currently produce approximately 95 MMCF per day of natural gas and 4 thousand barrels of oil per day from 49 structures of which approximately 50 percent are currently operated by the Company. Capital expenditures for 1994, including $375 million for the Maxus acquisition and the remaining Partnership interests, are projected to be approximately $920 million and will consist primarily of reserve acquisitions, spending for exploration and development of oil and gas properties and processing plant and pipeline expenditures. Capital expenditures will be funded from internal cash flow supplemented, as needed, by external financing. Dividends On July 6, 1994, the Board of Directors declared a common stock quarterly dividend of $0.1375 per share, payable October 3, 1994. -7- 8 Results of Continuing Operations - Second Quarter 1994 Compared to Second Quarter 1993 Income from Continuing Operations for the second quarter of 1994 was $33 million or $.25 per share compared to $134 million or $1.02 per share in 1993. The 1993 results included $.50 per share from a gain on sale of the Burlington Resources Coal Seam Gas Royalty Trust (the "Trust") units and $.09 per share from a gain on the exchange of Company debt for Anadarko Petroleum Corporation ("Anadarko") common stock. Operating income for the second quarter of 1994 was $46 million compared to $69 million in 1993. Revenues were $301 million for the second quarter of 1994 compared to $312 million in 1993. Natural gas sales volumes improved 11 percent to 1,032 MMCF per day which increased revenues $16 million. Oil sales volumes improved 7 percent to 44.8 MBbls per day which increased revenues $5 million. Gas and oil sales volumes increased primarily due to continued development of the Company's oil and gas properties and producing property acquisitions. Processing and transportation revenues increased $5 million primarily due to higher volumes. The revenue increases were more than offset by an 11 percent decline in 1994 average natural gas sales prices to $1.58 per MCF and a 12 percent decline in 1994 average oil sales prices to $16.06 per barrel which decreased revenues $18 million and $9 million, respectively. In addition, NGL revenues decreased $10 million due to lower sales prices and volumes. Costs and expenses were $255 million for the second quarter of 1994 compared to $243 million in 1993. The increase was primarily due to a 10 percent improvement in 1994 production levels which increased production and processing related expenses $18 million and a $3 million increase in exploration costs which were partially offset by an $11 million decrease in NGL product purchases. Interest expense was $22 million for the second quarter of 1994 compared to $18 million in 1993. The increase was primarily due to the additional debt issued in May 1994. Other Income - Net was $2 million for the second quarter of 1994 compared to $128 million in 1993. The second quarter of 1993 included a $108 million gain on the sale of the Trust units and a $19 million gain from the exchange of Company debt for Anadarko common stock. The effective income tax rate was a benefit of 24 percent for the second quarter of 1994 compared to an expense of 26 percent for the second quarter of 1993 and 17 percent for the full year 1993. The second quarter 1993 tax rate is significantly higher primarily due to the application of statutory tax rates to the gains on the sale of the Trust units and from the exchange of Company debt for Anadarko common stock. Without the additional tax expense associated with these gains, the second quarter 1993 effective tax rate was a benefit of 5 percent. The higher beneficial tax rate in 1994 is due to increased nonconventional fuel tax credits generated from increased coal seam gas production. -8- 9 Results of Continuing Operations - Six Months 1994 Compared to Six Months 1993 Income from Continuing Operations for the first six months of 1994 was $81 million or $.62 per share compared to $179 million or $1.37 per share in 1993. Operating income for the first six months of 1994 was $115 million compared to $136 million in 1993. Revenues were $621 million for the first six months of 1994 compared to $629 million in 1993. Natural gas sales volumes improved 10 percent to 1,015 MMCF per day which increased revenues $27 million. Oil sales volumes improved 4 percent to 43.6 MBbls per day which increased revenues $5 million. Gas and oil sales volumes increased primarily due to continued development of the Company's oil and gas properties and producing property acquisitions. Intrastate natural gas sales increased $6 million primarily due to higher sales volumes. Processing and transportation revenues increased $10 million primarily due to higher volumes. The revenue increases were more than offset by an 18 percent decline in 1994 average oil sales prices to $15.01 per barrel which decreased revenues $25 million and a $32 million decrease in NGL revenues primarily due to lower sales prices and volumes. Costs and expenses were $506 million for the first six months of 1994 compared to $493 million in 1993. The increase was primarily due to an 8 percent improvement in 1994 production levels which increased production related expenses $32 million. Intrastate natural gas purchases and exploration costs increased $8 million and $6 million, respectively. These increases were partially offset by a $33 million decrease in NGL product purchases. Interest expense was $40 million for the first six months of 1994 compared to $37 million in 1993. The increase was primarily due to the additional debt issued in May 1994 partially offset by the conversion of Company debt for Anadarko common stock in April 1993. -9- 10 PART II - OTHER INFORMATION ITEM 6. Exhibits and Reports on Form 8-K A. Exhibits The following exhibits are filed as part of this report. Exhibits incorporated by reference are designated with an asterisk. Exhibit Nature of Exhibit ------- ----------------- 4.1* The Company and its subsidiaries either have filed with the Securities and Exchange Commission or upon request will furnish a copy of any instrument with respect to long -term debt of the Company. 11.1 Earnings per share computation. 12.1 Ratio of Earnings to Fixed Charges. B. Reports on Form 8-K During the quarter covered by this report there were no reports filed on Form 8-K. Items 1, 2, 3, 4 and 5 of Part II are not applicable and have been omitted. -10- 11 Pursuant to the requirements of Section 13 (or 15(d)) 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. BURLINGTON RESOURCES INC. (Registrant) By /s/ John E. Hagale John E. Hagale Senior Vice President and Chief Financial Officer By /s/ Hays R. Warden Hays R. Warden Vice President & Controller Date: August 1, 1994 -11- EX-11.1 2 EARNINGS PER SHARE COMPUTATION 1 BURLINGTON RESOURCES INC. EARNINGS PER SHARE COMPUTATION EXHIBIT 11.1 (UNAUDITED)
SECOND QUARTER SIX MONTHS ------------------------------------- ------------------------------------ 1994 1993 1994 1993 ---------------- ----------------- ---------------- ----------------- Earnings Shares Earnings Shares Earnings Shares Earnings Shares -------- ------ -------- ------ -------- ------ -------- ------ (In Thousands, Except per Share Amounts) Primary earnings per common share: Net earnings available for common stock and weighted average number of common shares outstanding................................ $33,012 129,366 $133,816 129,765 $80,732 129,511 $179,677 129,395 Stock options assumed exercised - net.............. - 781 - 685 - 751 - 1,205 ------- ------- -------- ------- ------- ------- -------- ------- Total net earnings and primary common shares....... $33,012 130,147 $133,816 130,450 $80,732 130,262 $179,677 130,600 ======= ======= ======== ======= ======= ======= ======== ======= Primary earnings per common share.................. $ .25 $ 1.03 $ .62 $ 1.38 ======= ======== ======= ======== Fully diluted earnings per common share: Net earnings available for common stock and weighted average number of common shares outstanding................................ $33,012 129,366 $133,816 129,765 $80,732 129,511 $179,677 129,395 Stock options assumed exercised - net.............. - 781 - 877 - 751 - 1,322 ------- ------- -------- ------- ------- ------- -------- ------- Total net earnings and fully diluted common shares. $33,012 130,147 $133,816 130,642 $80,732 130,262 $179,677 130,717 ======= ======= ======== ======= ======= ======= ======== ======= Fully diluted earnings per common share............ $ .25 $ 1.02 $ .62 $ 1.37 ======= ======== ======= ========
EX-12.1 3 RATIO OF EARNINGS TO FIXED CHARGES 1 BURLINGTON RESOURCES INC. RATIO OF EARNINGS TO FIXED CHARGES EXHIBIT 12.1 (UNAUDITED)
Six Months Ended June 30, ------------------------ 1994 1993 ---- ---- (In Thousands, Except Ratio Amounts) Earnings: Income from Continuing Operations Before Income Taxes............................. $ 75,450 $ 226,349 Add: Interest and fixed charges...................... 39,767 37,385 Portion of rent under long-term operating leases representative of an interest factor.. 2,249 2,425 --------------- ----------------- Total Earnings Available for Fixed Charges....... $ 117,466 $ 266,159 =============== ================= Fixed Charges: Interest and fixed charges....................... $ 39,767 $ 37,385 Portion of rent under long-term operating leases representative of an interest factor..... 2,249 2,425 Capitalized interest............................. 690 1,560 --------------- ----------------- Total Fixed Charges.............................. $ 42,706 $ 41,370 =============== ================= Ratio of Earnings to Fixed Charges................. 2.75 x 6.43 x =============== =================
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