-----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, VoTEg3jWRfg9J0lwmHhafVk1UjKAwcWXD9xZRTKIRJ76bMzVA/DKCD0XOAaUhpoq 88fQQZVetQF5bS08bgntmw== 0000008411-02-000046.txt : 20020731 0000008411-02-000046.hdr.sgml : 20020731 20020731105309 ACCESSION NUMBER: 0000008411-02-000046 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20020731 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: FILED AS OF DATE: 20020731 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ATWOOD OCEANICS INC CENTRAL INDEX KEY: 0000008411 STANDARD INDUSTRIAL CLASSIFICATION: DRILLING OIL & GAS WELLS [1381] IRS NUMBER: 741611874 STATE OF INCORPORATION: TX FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13167 FILM NUMBER: 02715501 BUSINESS ADDRESS: STREET 1: 15835 PARK TEN PL DR STREET 2: SUITE 200 CITY: HOUSTON STATE: TX ZIP: 77084 BUSINESS PHONE: 2817497845 MAIL ADDRESS: STREET 1: 15835 PARK TEN PL DR STREET 2: SUITE 200 CITY: HOUSTON STATE: TX ZIP: 77084 8-K 1 f8kfiled73102.txt 3RD QUARTER EARNINGS ================================================================================ 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 EARLIEST EVENT REPORTED: July 31, 2002 ATWOOD OCEANICS, INC. (Exact name of registrant as specified in its charter) COMMISSION FILE NUMBER 1-13167 TEXAS 74-1611874 (State or other jurisdiction of (I.R.S. Employer Identification No.) incorporation or organization) 15835 Park Ten Place Drive 77084 Houston, Texas (Zip Code) (Address of principal executive offices) - - Registrant's telephone number, including area code: 281-749-7800 ================================================================================ ITEM 7. EXHIBITS EXHIBIT 99.1 PRESS RELEASE DATED JULY 31, 2002 EXHIBIT 99.2 CONSOLIDATED STATEMENT OF OPERATIONS FOR THE THREE MONTHS AND NINE MONTHS ENDED JUNE 30, 2002 AND 2001 EXHIBIT 99.3 ANALYSIS OF CONTRACT REVENUES AND DRILLING COSTS FOR THE QUARTER AND NINE MONTHS ENDED JUNE 30, 2002 EXHIBIT 99.4 CONSOLIDATED BALANCE SHEETS AT JUNE 30, 2002 AND SEPTEMBER 30, 2001 EXHIBIT 99.5 CONTRACT STATUS SUMMARY AT JULY 31, 2002 ITEM 9. REGULATION FD DISCLOSURE ON JULY 31, 2002, THE COMPANY ANNOUNCED ITS EARNINGS FOR THE FISCAL YEAR 2002 THIRD QUARTER ENDED JUNE 30, 2002. A COPY OF THE PRESS RELEASE SUMMARIZING THESE EARNINGS IS FILED WITH THIS FORM 8-K AS EXHIBIT 99.1 AND IS INCORPORATED HEREIN BY REFERENCE. THE 5,000 FEET WATER-DEPTH UPGRADE OF THE ATWOOD EAGLE CONTINUES ON SCHEDULE AT A SHIPYARD FACILITY IN GREECE, WITH ESTIMATED COMPLETION IN OCTOBER/NOVEMBER, 2002. THE RICHMOND HAS BEEN AWARDED A CONTRACT TO DRILL ONE FIRM WELL (ESTIMATED TO TAKE 30 DAYS TO COMPLETE) FOLLOWING COMPLETION OF ITS CURRENT CONTRACT. THE RIG'S CURRENT FIRM DRILLING PROGRAMS COULD BE COMPLETED IN LATE SEPTEMBER 2002 UNLESS THE CURRENT OPERATOR EXERCISES AN OPTION TO DRILL ONE MORE WELL. THE OPTION WELL, IF DRILLED, COULD ADD ANOTHER 45 DAYS OF DRILLING COMMITMENTS. THE VICKSBURG IS CURRENTLY DRILLING FOR CARIGALI-TRITON OPERATING COMPANY ("CTOC") IN THE MALAYSIA-THAILAND JOINT DEVELOPMENT AREA. CTOC HAS ADVISED THE COMPANY THAT IT WILL SUSPEND ITS CURRENT DRILLING ACTIVITIES UPON COMPLETION OF THE CURRENT DRILLING PROGRAM, WHICH IS EXPECTED TO BE CONCLUDED IN SEPTEMBER 2002. THE COMPANY HAS RECEIVED A "NOTICE OF CONTRACT AWARD", SUBJECT TO EXECUTION OF A DEFINITIVE CONTRACT, FOR A TERM DRILLING PROGRAM FOR THE VICKSBURG TO COMMENCE IN MALAYSIA IMMEDIATELY FOLLOWING THE SUSPENSION OF THE RIG'S CURRENT CONTRACT. ADDITIONAL INFORMATION WITH RESPECT TO THE COMPANY'S CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS AND NINE MONTHS ENDED JUNE 30, 2002 AND 2001, AN ANALYSIS OF CONTRACT REVENUES AND DRILLING COSTS FOR THE QUARTER AND NINE MONTHS ENDED JUNE 30, 2002, CONSOLIDATED BALANCE SHEETS AT JUNE 30, 2002 AND SEPTEMBER 30, 2001 AND CONTRACT STATUS SUMMARY AT JULY 31, 2002 ARE ATTACHED HERETO AS EXHIBITS 99.2, 99.3, 99.4 AND 99.5, RESPECTIVELY, WHICH ARE BEING FURNISHED IN ACCORDANCE WITH RULE 101 (E)(1) UNDER REGULATION FD AND SHOULD NOT BE DEEMED TO BE FILED. Statements contained in this report with respect to the future are forward-looking statements. These statements reflect management's reasonable judgment with respect to future events. Forward-looking statements involve risks and uncertainties. Actual results could differ materially from those anticipated as a result of various factors; the Company's dependence on the oil and gas industry; the risks involved in upgrade to the Company's rigs; competition; operating risks; risks involved in foreign operations; risks associated with possible disruption in operations due to terrorism; and governmental regulations and environmental matters. A list of additional risk factors can be found in the Company' annual report on Form 10-K for the year ended September 30, 2001, filed with the Securities and Exchange Commission. 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 hereunto duly authorized. ATWOOD OCEANICS, INC. (Registrant) /s/ James M. Holland James M. Holland Senior Vice President DATE: July 31, 2002 EXHIBIT INDEX EXHIBIT NO. DESCRIPTION - ----------- ----------- 99.1 Press Release dated July 31, 2002 99.2 Consolidated Statements of Operations for the Three Months and Nine Months ended June 30, 2002 and 2001 99.3 Analysis of Contract Revenues and Drilling Costs for the quarter and nine months ended June 30, 2002 99.4 Consolidated Balance Sheets at June 30, 2002 and September 30, 2001 99.5 Contract Status Summary at July 31, 2002 EXHIBIT 99.1 HOUSTON, TEXAS 31 JULY 2002 FOR IMMEDIATE RELEASE FOR IMMEDIATE RELEASE: ATWOOD OCEANICS, INC., HOUSTON-BASED INTERNATIONAL DRILLING CONTRACTOR ANNOUNCED TODAY THAT THE COMPANY AND ITS SUBSIDIARIES REPORTED A NET INCOME OF USD 6,132,000 OR USD .44 PER DILUTED SHARE, ON CONTRACT REVENUES OF USD 37,402,000 FOR THE QUARTER ENDED JUNE 30, 2002, COMPARED TO A NET INCOME OF USD 5,485,000 OR USD .39 PER DILUTED SHARE, ON CONTRACT REVENUES OF USD 34,944,000 FOR THE QUARTER ENDED JUNE 30, 2001. DURING THE FIRST NINE MONTHS OF 2002, THE COMPANY RECORDED A NET INCOME OF USD 21,120,000 OR USD 1.51 PER DILUTED SHARE, ON CONTRACT REVENUES OF USD 118,376,000 COMPARED TO A NET INCOME OF USD 19,555,000 OR USD 1.40 PER DILUTED SHARE, ON CONTRACT REVENUES OF USD 111,594,000 IN THE FIRST NINE MONTHS OF 2001. COMPARED FIGURES ARE AS FOLLOWS: FOR THE QUARTER ENDED JUNE 30: 2002 2001 ---- ---- CONTRACT REVENUES USD 37,402,000 USD 34,944,000 INCOME BEFORE INCOME TAXES 9,174,000 8,410,000 NET INCOME 6,132,000 5,485,000 EARNINGS PER COMMON SHARE - BASIC .44 .40 DILUTED .44 .39 WEIGHTED AVERAGE SHARES OUTSTANDING - BASIC 13,843,000 13,831,000 DILUTED 14,048,000 13,981,000 FOR THE NINE MONTHS ENDED JUNE 30: 2002 2001 ---- ---- CONTRACT REVENUES USD 118,376,000 USD 111,594,000 INCOME BEFORE INCOME TAXES 32,276,000 30,742,000 NET INCOME 21,120,000 19,555,000 EARNINGS PER COMMON SHARE - BASIC 1.53 1.41 DILUTED 1.51 1.40 WEIGHTED AVERAGE SHARES OUTSTANDING - BASIC 13,839,000 13,827,000 DILUTED 13,984,000 13,971,000 CONTACT: JIM HOLLAND (281) 749-7804 EXHIBIT 99.2 ATWOOD OCEANICS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS (In thousands, except per share amounts) Three Months Ended Nine Months Ended June 30, June 30, -------------------------------- ------------------------- 2002 2001 2002 2001 (Unaudited) (Unaudited) REVENUES: Contract drilling $ 37,402 $ 34,944 $118,376 $111,594 -------- -------- -------- -------- COSTS AND EXPENSES: Contract drilling 19,493 17,327 58,912 52,935 Depreciation 5,958 6,342 18,501 19,603 General and administrative 2,336 2,285 7,500 7,021 -------- ------- -------- --------- 27,787 25,954 84,913 79,559 -------- ------- -------- --------- OPERATING INCOME 9,615 8,990 33,463 32,035 -------- ------- -------- --------- OTHER INCOME (EXPENSE) Interest expense (501) (723) (1,387) (2,523) Interest income 60 273 200 1,360 Loss on sale of securities --- (130) --- (130) -------- -------- -------- --------- (441) (580) (1,187) (1,293) -------- -------- -------- --------- INCOME BEFORE INCOME TAXES 9,174 8,410 32,276 30,742 PROVISION FOR INCOME TAXES 3,042 2,925 11,156 11,187 -------- -------- -------- --------- NET INCOME $ 6,132 $ 5,485 $ 21,120 $ 19,555 ======= ======== ======== ======== EARNINGS PER SHARE Basic $ .44 $.40 $ 1.53 $1.41 Diluted $ .44 $.39 $ 1.51 $1.40 WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING Basic 13,843 13,831 13,839 13,827 Diluted 14,048 13,981 13,984 13,971
(Contract drilling revenues and contract drilling costs for 2001 reflect the gross-up of mobilization revenues and costs, which were reported on a net basis prior to the adoption of Staff Accounting Bulletin 101 in the fourth quarter of 2001.) EXHIBIT 99.3 ATWOOD OCEANICS, INC. AND SUBSIDIARIES ANALYSIS OF CONTRACT REVENUES AND DRILLING COSTS (Unaudited) FOR THE QUARTER ENDED JUNE 30, 2002 ------------------------------------ CONTRACT CONTRACT DRILLING DRILLING REVENUES COSTS -------- -------- (In Millions) ATWOOD FALCON $ 8.3 $ 3.0 ATWOOD HUNTER 8.0 4.0 ATWOOD SOUTHERN CROSS 6.0 2.8 SEAHAWK 5.9 2.1 VICKSBURG 5.9 2.4 ATWOOD EAGLE 1.9 1.2 RICHMOND 1.0 2.2 OTHER 0.4 1.8 ------- ------ $ 37.4 $ 19.5 ======= ======= FOR THE NINE MONTHS ENDED JUNE 30, 2002 ---------------------------------------- CONTRACT CONTRACT DRILLING DRILLING REVENUES COSTS -------- -------- (In Millions) ATWOOD FALCON $ 26.6 $ 7.9 ATWOOD HUNTER 19.0 9.0 ATWOOD SOUTHERN CROSS 17.2 7.8 VICKSBURG 17.0 6.9 SEAHAWK 16.6 6.2 ATWOOD EAGLE 15.2 9.0 RICHMOND 5.3 7.5 OTHER 1.5 4.6 ------- ------ $118.4 $ 58.9 ======= ======= EXHIBIT 99.4 ATWOOD OCEANICS, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (In Thousands) JUN. 30, 2002 SEP. 30, 2001 (Unaudited) ASSETS CURRENT ASSETS: Cash and cash equivalents $ 37,808 $ 12,621 Accounts receivable 25,821 19,815 Inventories of materials and supplies at lower of average cost or market 9,369 9,111 Deferred tax assets 780 780 Prepaid expenses 2,744 3,394 -------- -------- Total Current Assets 76,522 45,721 -------- -------- PROPERTY AND EQUIPMENT: Drilling vessels, equipment and drill pipe 565,072 497,821 Other 9,129 8,768 -------- ------- 574,201 506,589 Less-accumulated depreciation 218,704 200,335 -------- ------- Net Property and Equipment 355,497 306,254 -------- ------- DEFERRED COSTS AND OTHER ASSETS 2,875 1,903 -------- ------- 434,894 353,878 ======== ======= LIABILITIES AND SHAREHOLDERS' EQUITY CURRENT LIABILITIES: Current maturities of notes payable --- --- Accounts payable 9,017 8,055 Accrued liabilities 12,623 12,609 --------- ------- Total Current Liabilities 21,640 20,664 --------- ------- LONG-TERM NOTES PAYABLE, net of current maturities: 120,000 60,000 --------- ------- 120,000 60,000 --------- ------- DEFERRED CREDITS: Income taxes 15,850 13,600 Other 8,467 11,978 --------- ------- 24,317 25,578 --------- ------- SHAREHOLDER'S EQUITY Preferred stock no par value; 1,000,000 shares authorized, none outstanding --- --- Common stock, $1 par value, 20,000,000 shares authorized with 13,845,000 and 13,832,000 issued and outstanding at Jun. 30, 2002 and Sep. 30, 2001, respectively 13,845 13,832 Paid-in capital 57,243 57,075 Retained earnings 197,849 176,729 -------- ------- Total Shareholders' Equity 268,937 247,636 -------- ------- $ 434,894 $ 353,878 ========= ========= EXHIBIT 99.5 ATWOOD OCEANICS, INC. AND SUBSIDIARIES CONTRACT STATUS SUMMARY AT JULY 31, 2002 NAME OF RIG LOCATION CUSTOMER CONTRACT STATUS - ------------ -------- -------- --------------- SEMISUBMERSIBLES - - ------------------ ATWOOD FALCON MALAYSIA SARAWAK SHELL The rig is conducting a drilling program in Malaysia for Sarawak BERHAD/SABAH Shell Berhad and Sabah Shell Petroleum Company Ltd. ("Shell"). SHELL The drilling contract includes five firm wells plus provides Shell PETROLEUM with options to drill five additional wells. Immediately upon COMPANY LTD. completion of the Shell contract commitment for its firm wells (estimated October 2002), the rig will be moved to Australia to commence a program providing for the drilling of two wells plus options to drill three additional wells for Woodside Energy Ltd. ATWOOD HUNTER EGYPT BURULLUS GAS COMPANY The rig commenced an eleven-well drilling program in December 2001 estimated to be completed in October 2002. Contract opportunities to commence following completion of the rig's current contract are being pursued internationally. ATWOOD EAGLE SHIPYARD IN GREECE The rig is currently undergoing an approximate $90 million water-depth upgrade and refurbishment. The upgrade should take approximately six months shipyard time to complete (October/November 2002). Contract opportunities to commence following the rig's upgrade are being pursued internationally. SEAHAWK MALAYSIA EXXONMOBIL The rig's current contract terminates in December 2003, with an EXPLORATION option for the Operator to extend. & PRODUCTION MALAYSIA INC. ATWOOD MEDITERRANEAN OIL FIELDS LTD./ The rig is currently undergoing required regulatory inspections SOUTHERN SEA ENI S.P.A. - AGIP and upgrades for the AGIP contract. The rig will commence a CROSS DIVISION one-well contract for Oil Fields Ltd. around August 15, 2002, estimated to take 30 days to complete. Upon completion of the Oil Fields Ltd. contract, the rig will be moved to Sicily to commence a two-well plus one option well contract for Eni S.p.A. - AGIP division, which is estimated to take 60 to 90 days to complete. SEASCOUT UNITED STATES The SEASCOUT was purchased in December 2000 for future conversion GULF OF MEXICO to a tender-assist unit, similar to the SEAHAWK, once an acceptable contract opportunity is secured. CANTILEVER JACK-UPS - - --------------------- VICKSBURG MALAYSIA - CARIGALI-TRITON The rig's current"contract is expected to be concluded in THAILAND OPERATING September 2002 due to CTOC suspending its current drilling JOINT COMPANY activities. The Company has received a "Notice of Contract DEVELOPMENT ("CTOC") Award", subject to execution of a definitive contract, for a term AREA drilling program for the rig to commence in Malaysia immediately following the suspension of its current contract. ATWOOD BEACON UNDER CONSTRUCTION The Company expects the construction of this ultra-premium jack-up drilling unit to be completed in June 2003. SUBMERSIBLE - - --------------- RICHMOND UNITED STATES EL PASO The rig's current contract is expected to conclude in mid-August GULF OF MEXICO PRODUCTION OIL 2002 unless the current operator exercises an option to drill one & GAS more well, which, if drilled could add another 45 days of drilling commitments. The rig has been awarded a contract by Applied Drilling Technology Inc. to drill one firm well (estimated to take 30 days to complete) following completion of its current contract. MODULAR PLATFORMS - - ------------------- GOODWYN 'A' / NORTH RANKIN 'A' AUSTRALIA WOODSIDE ENERGY LTD. There is currently an indefinite planned break in drilling activity for the two client-owned rigs managed by the Company. The Company is involved in maintenance of the two rigs for future drilling programs.
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