-----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, E0PbtUf26pVd8aVvDIUp/oNMnEEIf+irbtOTQa9L2ruR6Ue0/whmHFThb3zpxls0 VE5CvxSYbRh1ryqq0x/rmg== 0001181431-06-025002.txt : 20060425 0001181431-06-025002.hdr.sgml : 20060425 20060425071855 ACCESSION NUMBER: 0001181431-06-025002 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20060425 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers FILED AS OF DATE: 20060425 DATE AS OF CHANGE: 20060425 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BJ SERVICES CO CENTRAL INDEX KEY: 0000864328 STANDARD INDUSTRIAL CLASSIFICATION: OIL, GAS FIELD SERVICES, NBC [1389] IRS NUMBER: 630084140 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-10570 FILM NUMBER: 06776518 BUSINESS ADDRESS: STREET 1: 5500 NW CENTRAL DR CITY: HOUSTON STATE: TX ZIP: 77210 BUSINESS PHONE: 7134624239 MAIL ADDRESS: STREET 1: 5500 NORTHWEST CENTRAL DR STREET 2: 5500 NORTHWEST CENTRAL DR CITY: HOUSTON STATE: TX ZIP: 77092 8-K 1 rrd114993.htm EARNINGS RELEASE FOR MARCH 31, 2006; PERSONNEL CHANGE ANNOUNCEMENT Prepared By R.R. Donnelley Financial -- Form 8-K
 
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):  04/25/2006
 
BJ Services Company
(Exact name of registrant as specified in its charter)
 
Commission File Number:  1-10570
 
DE
  
63-0084140
(State or other jurisdiction of
  
(IRS Employer
incorporation)
  
Identification No.)
 
4601 Westway Park Blvd., Houston, TX 77041
(Address of principal executive offices, including zip code)
 
713-895-5624
(Registrant’s telephone number, including area code)
 
(Former name or former address, if changed since last report)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

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

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

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

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

Information to be included in the report

 
Item 2.02.    Results of Operations and Financial Condition
 
News Release Announcing Second Quarter Results.
On April 25, 2006, BJ Services Company issued a news release announcing second quarter results for the period ended March 31, 2006. A copy of the press release is attached as Exhibit 99.1 hereto and is hereby incorporated herein by reference.

The information in this report is being furnished pursuant to Item 2.02 of Form 8-K. Accordingly, the information in Item 2.02 of this report and Exhibit 99.1 shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and shall not be deemed incorporated by reference into any filing by the Company under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference.

This report contains forward-looking statements within the meaning of the Securities Litigation Reform Act that involve risks and uncertainties, including oil and gas price volatility, variations in demand for our services, operational and other risks, and other factors described from time to time in the Company's publicly available SEC reports, which could cause actual results to differ materially from those indicated in the forward-looking statements. In this report, the words "expect," "estimate," "project," "believe," "achievable" and similar words are intended to identify forward-looking statements.

 
 
Item 5.02.    Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers
 
On April 24, 2005, BJ Services Company announced that Jeff Smith was promoted to Vice President - Finance and Chief Financial Officer. Previously, Jeff was Treasurer and the interim Chief Financial Officer and has been with the Company since 1990. A biography of Mr. Smith is included in Item 1 of the Company's Annual Report on Form 10-K for the fiscal year ended September 30, 2005. Also, Bret Wells was promoted to Treasurer and Chief Tax Officer of the Company. Previously, Bret was Director, Tax of BJ Services Company and has been with the Company since 2002.
A copy of the Company's press release containing the Company's announcement is attached as Exhibit 99.2 and is incorporated herein by reference
 

 

Signature(s)
 
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.
 
     
 
BJ Services Company
 
 
Date: April 25, 2006
     
By:
 
/s/    Jeffrey E. Smith

               
Jeffrey E. Smith
               
Vice President - Chief Financial Officer
 
 


 

Exhibit Index
 
Exhibit No.

  
Description

EX-99.1
  
Second Quarter Fiscal 2006 Earnings Release
EX-99.2
  
Personnel Change Announcement
EX-99.1 2 rrd114993_13089.htm SECOND QUARTER FISCAL 2006 EARNINGS RELEASE

News Release

 

BJ Services Company

5500 Northwest Central Dr.

Houston, Texas 77092

713/462-4239

 

Contact: Jeff Smith


 

BJ SERVICES REPORTS SECOND FISCAL QUARTER

EARNINGS OF $0.62 PER DILUTED SHARE

Houston, Texas. April 25, 2006. BJ Services Company (BJS-NYSE, CBOE, PCX) today reported that net income for the quarter ended March 31, 2006 was $203.5 million, or $0.62 per diluted share, up 86% compared to $109.6 million or $0.33 per diluted share for the second fiscal quarter of 2005 and up 27% compared to $159.7 million or $0.48 per diluted share for the previous quarter.

Consolidated revenue in the second quarter of fiscal 2006 was $1,078.8 million, up 36% compared to $795.9 million in prior year's March quarter and up 13% compared to $956.2 million reported in the previous quarter.

Consolidated operating income for the quarter was $295.3 million, an 84% increase compared to $160.4 million for the same quarter last year and a 29% increase compared to $229.6 million reported in the previous quarter.

During the quarter, the Company's capital expenditures were $109.6 million. Other uses of cash during the quarter included dividend payments of $16.1 million and the purchase of 2,784,782 shares of the Company's common stock for $93.1 million. Fiscal year to date, the Company has repurchased 3,322,382 shares for $112.0 million. On March 1, 2006, the Company's Board of Directors authorized the expansion of its share repurchase program, increasing the repurchase authority by $450 million. The Company now has authorization to purchase up to an additional $490.9 million in stock. On February 1, 2006, the Company paid the remaining balance of the outstanding unsecured 7% Series B Notes of $79.0 million, reducing the debt balance to $0.5 million as of March 31, 2006. Cash and cash equivalents decreased $100.1 million from the previous quarter to $326.3 million.

Commenting on the results, Chairman and CEO Bill Stewart said, "Activity increases in all reporting segments and price improvement have contributed to the Company's record earnings performance.

"We continue to believe the worldwide market activity will remain strong into the foreseeable future. We have also planned for a normal third fiscal quarter spring breakup in Canada. Based on our current estimates, we expect consolidated revenue for fiscal 2006 to increase 30% to 32% over fiscal 2005 with earnings per share expected to be in the range of $2.30 - $2.35, an increase of 67% to 70%."

 

 

 

 

CONSOLIDATED STATEMENT OF OPERATIONS

UNAUDITED

(in thousands except per share amounts)

Three Months Ended

March 31

December 31

2006

2005

2005

Revenue

$1,078,818

$ 795,863

$956,161

Operating Expenses:

Cost of sales and services

712,358

573,593

649,266

Research and engineering

15,574

13,083

15,153

Marketing

24,953

22,170

24,592

General and administrative

28,756

26,218

37,591

Loss on long-lived assets

1,848

392

8

Total operating expenses

783,489

635,456

726,610

Operating income

295,329

160,407

229,551

Interest expense (1)

(155)

(3,790)

(135)

Interest income

3,501

3,609

3,390

Other income/(expense), net(2)

(748)

(282)

952

Income before income taxes

297,927

159,944

233,758

Income taxes

94,443

50,390

74,101

Net income

$203,484

$ 109,554

$159,657

Earnings Per Share:

Basic

$0.63

$0.34

$0.49

Diluted

$0.62

$0.33

$0.48

Weighted Average Shares Outstanding:

Basic

323,027

324,600

323,903

Diluted

326,859

329,716

329,596

Supplemental Data:

Depreciation and amortization

$39,917

$32,865

$38,185

Capital expenditures

109,631

77,668

81,860

Debt

496

501,867

82,271

Six Months Ended

March 31

2006

2005

Revenue

$2,034,979

$ 1,533,645

Operating Expenses:

Cost of sales and services

1,361,622

1,123,679

Research and engineering

30,727

25,545

Marketing

49,547

43,845

General and administrative

66,347

48,701

Loss on long-lived assets

1,856

1,330

Total operating expenses

1,510,099

1,243,100

Operating income

524,880

290,545

Interest expense(1)

(290)

(7,758)

Interest income

6,891

6,572

Other income/(expense), net(2)

204

9,319

Income before income taxes

531,685

298,678

Income taxes

168,544

94,091

Net income

$ 363,141

$ 204,587

Earnings Per Share:

Basic

$1.12

$.63

Diluted

$1.11

$.62

Weighted Average Shares Outstanding:

Basic

323,469

324,716

Diluted

327,421

329,962

Supplemental Data:

Depreciation and amortization

$ 78,102

$ 65,230

Capital expenditures

191,491

132,607

  1. Interest expense for the three months ended March 31, 2005 includes interest on outstanding Convertible Senior Notes

due 2022 as well as interest on $79.0 million in unsecured 7% Series B Notes. The Company redeemed all of the outstanding balance of the convertible notes for $422.4 million in April 2005. On February 1, 2006, the Company paid the outstanding balance of $79.0 million on the 7% notes.

(2) Includes $2.8 million payment received from the Asia-Pacific Region in the quarter ended December 31, 2005 related to the ongoing investigation and $9.0 million recovery of misappropriated funds from the Asia-Pacific region in the quarter ended December 31, 2004.

Segment Highlights

Following are the results of operations by segment for the three months ended March 31, 2006, March 31, 2005 and December 31, 2005 and for the six months ended March 31, 2006 and March 31, 2005:

 

Three Months Ended

 

Six Months Ended

 

March 31

 

December 31

 

March 31

 

2006

2005

 

2005

 

2006

2005

U.S./Mexico Pressure Pumping Revenue

566,896

389,373

 

497,294

 

1,064,190

764,826

Operating Income

215,369

116,808

 

175,479

 

390,848

224,532

Operating Income Margins

38%

30%

 

35%

 

37%

29%

International Pressure Pumping Revenue

355,623

284,678

 

315,994

 

671,617

530,823

Operating Income

67,077

45,518

 

57,390

 

124,467

76,588

Operating Income Margins

19%

16%

 

18%

 

19%

14%

Other Oilfield Services Revenue

156,299

121,611

 

142,873

 

299,172

237,632

Operating Income

31,922

14,497

 

25,153

 

57,075

20,926

Operating Income Margins

20%

12%

 

18%

 

19%

9%

Corporate

Revenue

0

201

 

0

 

0

364

Operating Loss(1)

(19,039)

(16,416)

 

(28,471)

 

(47,510)

(31,501)

  1. Includes stock based compensation expense of $7.5 million from the adoption of FAS 123(R) in the quarter ended December 31, 2005, and $3.9 million for the quarter ended March 31, 2006.

March Quarter Review

U.S./Mexico Pressure Pumping Services second quarter 2006 revenue of $566.9 million increased 14% compared to the December 2005 quarter (sequential) and 46% from the March 2005 quarter (year over year). The U.S. rig count averaged 1,519, up 3% from the previous quarter and up 19% from the prior year's quarter. Operating income margins for U.S./Mexico improved to 38% from 35% reported in the previous quarter and 30% reported in the same quarter last year. These results reflect higher activity and price improvement during the quarter.

 

International Pressure Pumping Services second quarter 2006 revenue of $355.6 increased 13% sequentially and increased 25% year over year:

Region

Sequential

Year Over Year

Europe/Africa

16%

8%

Middle East

-10%

19%

Asia Pacific

40%

50%

Russia

-15%

-9%

Latin America

1%

28%

Canada

22%

31%

The sequential revenue improvement is primarily attributable to increased drilling activity and pricing in Canada. Drilling activity in Canada increased 16% from the previous quarter. Excluding Canada, international revenue increased 6% from the previous quarter on a 4% increase in drilling activity. Asia Pacific led the increase in international revenue excluding Canada with significant contributions primarily from New Zealand and Thailand operations.

Year over year revenue, excluding Canada, increased 20%. The Asia Pacific increase of 50% was primarily from strong activity contributions in New Zealand and Thailand. Our Latin America region continues to benefit from favorable activity in the primary markets within the region. North Sea operations also showed improvement in the Europe/Africa region. Extreme winter weather in Siberia was the main cause for the decrease in revenue sequentially and year over year for our Russian operations.

Operating income margins for international pressure pumping were 19% compared to 18% reported in the previous quarter and 16% reported in last year's March quarter.

Other Oilfield Services second quarter 2006 revenue of $156.3 million increased 9% sequentially and increased 29% year over year.

Division

Sequential

Year Over Year

Tubular Services

8%

20%

Process & Pipeline Services

-1%

18%

Chemical Services

19%

46%

Completion Tools

10%

40%

Completion Fluids

18%

32%

Completion Fluids and Chemical Services improvements sequentially and year over year were primarily from increased activity in the U.S., while Completion Tools year over year increase was caused by improved sales mix in the Gulf of Mexico compared to last year's March quarter and increased activity and improved sales mix in Brazil.

Other oilfield services operating income margins for the quarter were 20%, up from 18% in the previous quarter and up from 12% reported in last year's March quarter.

Consolidated Geographic Highlights

The following table reflects the percentage change in the Company's consolidated revenue by geographic area for the March 2006 quarter compared to the December 2005 quarter (sequential) and the March 2005 quarter (year over year). The information presented is based on the Company's combined service and product line offering by geographic region.

Geographic

Sequential

Year Over Year

     

U.S.

15%

48%

Canada

22%

27%

 

16%

43%

Latin America

(includes Mexico)

-3%

15%

Europe/Africa

10%

8%

Russia

-15%

-9%

Middle East

-4%

25%

Asia Pacific

31%

47%

 

4%

17%

 

Non-GAAP Financial Measures

A non-GAAP financial measure is a numerical measure of a registrant's historical or future financial performance, financial position or cash flows that 1) excludes amounts, or is subject to adjustments that have the effect of excluding amounts, that are included in the most directly comparable measure calculated and presented in accordance with GAAP in the statement of income, balance sheet, or statement of cash flows, or 2) includes amounts, or is subject to adjustments that have the effect of including amounts, that are excluded from the most directly comparable measure so calculated and presented.

Any unexpected disclosures of non-GAAP financial measures discussed on the call will be posted on our website as soon as possible after the disclosure.

Conference Call

The Company will hold a conference call following this earnings release. The call will take place at 8:00 a.m. Central Time.

To participate in the conference call, please call 913/981-4900, 10 minutes prior to the conference call start time and give the conference code number 8632425. If you are unable to participate, the conference call will be available for playback three hours after conclusion of the conference call. The playback number is 719/457-0820 and the replay entry code is 8632425. Playback will be available for five days.

The conference call will also be available via real-time webcast at www.bjservices.com. Playback of the webcast will be available following the conference call.

This news release contains forward-looking statements that anticipate future performance such as the Company's prospects, expected revenue, and expenses and profits. These forward-looking statements are based on assumptions that may prove to be inaccurate, and they are subject to risks and uncertainties that may cause actual results to differ materially from expected results. These risk factors include, without limitation, general global business and economic conditions, drilling activity and rig count, pricing volatility for oil and gas, reduction in demand for our services and products, risks from operating hazards such as fire, explosion and oil spills, unexpected litigation for which insurance and customer agreements do not provide complete protection, potential adverse results from our SEC and DOJ investigations, changes in exchange rates and declines in the U.S. dollar, and risks associated with our international operations, including potential instability and hostilities. This li st of risk factors is not intended to be comprehensive. More extensive information concerning risk factors may be found in our public filings with the Securities and Exchange Commission.

BJ Services Company is a leading provider of pressure pumping and other oilfield services to the petroleum industry.

**********

(NOT INTENDED FOR DISTRIBUTION TO BENEFICIAL OWNERS)

 

 

EX-99.2 3 rrd114993_13090.htm PERSONNEL CHANGE ANNOUNCEMENT

News Release

 

BJ Services Company

5500 Northwest Central Dr.

Houston, Texas 77092

713/462-4239

 

Contact: Jeff Smith


 

BJ SERVICES ANNOUNCES PERSONNEL CHANGES

 

Houston, Texas. April 24, 2006. BJ Services Company (BJS-NYSE, CBOE) announced today that Jeff Smith has been promoted to Vice President -- Finance and Chief Financial Officer. Previously, Jeff was Treasurer and the interim Chief Financial Officer and has been with the Company since 1990. Also, Bret Wells has been promoted to Treasurer and Chief Tax Officer of the Company. Previously, Bret was Director, Tax of BJ Services Company and has been with the Company since 2002.

 

 

* * * * * * *

 

BJ Services Company is a leading provider of pressure pumping and other oilfield services to the petroleum industry.

 

* * * * * * *

(NOT INTENDED FOR DISTRIBUTION TO BENEFICIAL OWNERS)

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