8-K 1 form8k.htm PETROQUEST 8-K 2-14-2007


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 14, 2007
 


PETROQUEST ENERGY, INC.
(Exact name of registrant as specified in its charter)


DELAWARE
72-1440714
   
(State of Incorporation)
(I.R.S. Employer Identification No.)
   
400 E. Kaliste Saloom Rd., Suite 6000
 
   
Lafayette, Louisiana
70508
   
(Address of Principal Executive Offices)
(Zip Code)


Commission File Number: 0-019020

Registrant’s telephone number, including area code: (337) 232-7028


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:

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

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

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

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

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Item 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION
 
 
On February 14, 2007, PetroQuest Energy, Inc. (the “Company”) announced net income for the quarter ended December 31, 2006 of $311,000 or $0.01 per share, compared to fourth quarter 2005 net income of $8,320,000 or $0.17 per share. Net cash flow provided by operating activities before working capital changes for the fourth quarter of 2006 was $26,542,000, as compared to $27,709,000 for the comparable 2005 period. For the fourth quarter of 2006, net cash flow provided by operating activities was $7,776,000, compared to $9,813,000 for the comparable 2005 period. For the year ended December 31, 2006, the Company reported net income of $23,986,000 or $0.49 per share compared to net income of $21,417,000 or $0.44 per share for the year ended December 31, 2005. For the year ended December 31, 2006, net cash flow provided by operating activities before working capital changes was $132,752,000, compared to $83,183,000 for the comparable 2005 period. For the year ended December 31, 2006, net cash flow provided by operating activities was $119,622,000, compared to $73,190,000 for the comparable 2005 period. See the attached schedule for a reconciliation of net cash flow provided by operating activities to net cash flow provided by operating activities before working capital changes.
 
Oil and gas sales during the fourth quarter of 2006 increased 15% to $43,668,000 as compared to $38,044,000 in the fourth quarter of 2005. For the year ended December 31, 2006, oil and gas sales increased 61% to $193,861,000 as compared to $120,552,000 in the year ended December 31, 2005. Production for the fourth quarter and year ended December 31, 2006 was 49% and 60% higher, respectively, than production for the comparable periods of 2005. Stated on an Mcfe basis, unit prices received during the fourth quarter and the year ended December 31, 2006 were 23% lower and flat, respectively, as compared to the prices received during the comparable 2005 periods.
 
Lease operating expenses for the fourth quarter of 2006 were $1.57 per Mcfe as compared to $1.29 per Mcfe in the fourth quarter of 2005. For the year ended December 31, 2006, lease operating expenses increased 3% to $1.35 per Mcfe from $1.31 per Mcfe in the comparable period of 2005. Increased unit costs during the current quarter were primarily the result of the extended shut-in of the Ship Shoal 72 field and the corresponding costs to restore service to the main field pipeline. In addition, depreciation, depletion and amortization (“DD&A”) on oil and gas properties for the fourth quarter of 2006 was $3.45 per Mcfe as compared to $2.97 per Mcfe in the fourth quarter of 2005. For the year ended December 31, 2006, DD&A on oil and gas properties increased 22% to $3.23 per Mcfe from $2.65 per Mcfe for the comparable period of 2005. The increase in DD&A during the current year is primarily due to increased costs to drill for, develop and acquire oil and gas reserves.

2


The following table sets forth certain information with respect to the oil and gas operations of the Company for the three-month periods and years ended December 31, 2006 and 2005:
 
   
Three Months Ended
December 31,
 
Year Ended
December 31,Ended
 
   
2006
 
2005
 
2006
 
2005
 
Production:
                 
Oil (Bbls)
   
145,725
   
128,832
   
694,724
   
665,400
 
Gas (Mcf)
   
5,504,418
   
3,510,543
   
21,528,323
   
12,058,377
 
Total Production (Mcfe)
   
6,378,768
   
4,283,535
   
25,696,667
   
16,050,777
 
                           
Sales:
                         
Total oil sales
 
$
7,576,140
 
$
6,115,775
 
$
42,317,332
 
$
30,446,897
 
Total gas sales
   
36,091,717
   
31,928,556
   
151,544,026
   
90,105,054
 
Total oil and gas sales
   
43,667,857
   
38,044,331
   
193,861,358
   
120,551,951
 
                           
Average sales prices:
                         
Oil (per Bbl)
 
$
51.99
 
$
47.47
 
$
60.91
 
$
45.76
 
Gas (per Mcf)
   
6.56
   
9.10
   
7.04
   
7.47
 
Per Mcfe
   
6.85
   
8.88
   
7.54
   
7.51
 

The above sales and average sales prices include increases (reductions) related to gas hedges of $3,502,000 and ($7,600,000) and oil hedges of ($496,000) and ($1,543,000) for the three months ended December 31, 2006 and 2005, respectively. The above sales and average sales prices include increases (reductions) related to gas hedges of $9,634,000 and ($10,242,000) and oil hedges of ($2,785,000) and ($5,572,000) for the year ended December 31, 2006 and 2005, respectively.


The following updates guidance for the first quarter of 2007:
 
Description
Guidance for
1st Quarter 2007
   
Production volumes (MMcfe/d)
79 - 84
   
Percent gas
70%
   
Expenses:
 
Lease operating expenses (per Mcfe)
$1.05 - $1.15
Production taxes (per Mcfe)
$0.30 - $0.34
Depreciation, depletion and amortization (per Mcfe)
$3.40 - $3.50
General and administrative (in millions)
$5.5 - $6.0
Interest expense (in millions)
$3.5 - $4.0
   
Effective tax rate (all deferred)
37%
 
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The following updates guidance for the full year of 2007:

Description
Guidance for
Full Year 2007
   
Production volumes (MMcfe/d)
79 - 85
   
Percent gas
75%
   
Expenses:
 
Lease operating expenses (per Mcfe)
$1.10 - $1.20
Production taxes (per Mcfe)
$0.33 - $0.37
Depreciation, depletion and amortization (per Mcfe)
$3.50 - $3.60
General and administrative (in millions)
$21 - $22
Interest expense (in millions)
$16 - $17
   
Effective tax rate (all deferred)
37%
 
Operations Update

As previously announced, the Company began producing its first horizontal Woodford Shale well earlier this month at a rate of approximately 3.5 MMcfe per day. Production tubing has been installed in the well and it is expected to begin producing today at approximately 3 MMcfe per day.

About the Company
PetroQuest Energy, Inc. is an independent energy company engaged in the exploration, development, acquisition and production of oil and natural gas reserves in the Arkoma Basin, East Texas, South Louisiana and the shallow waters of the Gulf of Mexico. PetroQuest trades on the New York Stock Exchange under the ticker PQ.

Forward-Looking Statements
This press release contains "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. These forward-looking statements are subject to certain risks, trends and uncertainties that could cause actual results to differ materially from those projected. Among those risks, trends and uncertainties are our ability to find oil and natural gas reserves that are economically recoverable, the volatility of oil and natural gas prices, declines in the values of our properties resulting in ceiling test write-downs, our ability to replace reserves and sustain production, our estimate of the sufficiency of our existing capital sources, our ability to raise additional capital to fund cash requirements for future operations, the uncertainties involved in estimating quantities of proved oil and natural gas reserves, in prospect development and property acquisitions or dispositions and in projecting future rates of production, the timing of development expenditures and drilling of wells, hurricanes and other natural disasters, and the operating hazards attendant to the oil and gas business. In particular, careful consideration should be given to cautionary statements made in the various reports PetroQuest has filed with the Securities and Exchange Commission. PetroQuest undertakes no duty to update or revise these forward-looking statements.

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PETROQUEST ENERGY, INC.
Consolidated Statements of Income
(Unaudited)
(Amounts In Thousands, Except Per Share Data)
 
   
Three Months Ended
December 31
 
Year Ended
December 31
 
   
2006
 
2005
 
2006
 
2005
 
Revenues:
                 
Oil and gas sales
 
$
43,667
 
$
38,044
 
$
193,861
 
$
120,552
 
Gas gathering revenue and other income
   
1,937
   
2,652
   
6,683
   
4,042
 
     
45,604
   
40,696
   
200,544
   
124,594
 
                           
Expenses:
                         
Lease operating expenses
   
9,997
   
5,524
   
34,735
   
20,972
 
Production taxes
   
2,022
   
1,547
   
6,576
   
3,764
 
Depreciation, depletion and amortization
   
22,864
   
13,208
   
85,858
   
43,747
 
Gas gathering costs
   
995
   
751
   
3,637
   
1,246
 
General and administrative
   
5,062
   
2,268
   
15,122
   
7,347
 
Accretion of asset retirement obligation
   
373
   
424
   
1,513
   
1,253
 
Interest expense
   
3,758
   
3,230
   
14,513
   
12,371
 
     
45,071
   
26,952
   
161,954
   
90,700
 
                           
Income from operations
   
533
   
13,744
   
38,590
   
33,894
 
                           
Income tax expense
   
222
   
5,424
   
14,604
   
12,477
 
                           
Net income
 
$
311
 
$
8,320
 
$
23,986
 
$
21,417
 
                           
Earnings per common share:
                         
Basic
 
$
0.01
 
$
0.18
 
$
0.50
 
$
0.46
 
Diluted
 
$
0.01
 
$
0.17
 
$
0.49
 
$
0.44
 
                           
Weighted average number of common shares:
                         
Basic
   
47,780
   
47,307
   
47,537
   
46,714
 
Diluted
   
49,284
   
48,712
   
48,936
   
48,242
 
 
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PETROQUEST ENERGY, INC.
Consolidated Balance Sheets
(Unaudited)
(Amounts in Thousands)

   
December 31,
 
   
2006
 
2005
 
ASSETS
 
Current assets:
         
Cash and cash equivalents
 
$
4,795
 
$
6,703
 
Revenue receivable
   
21,767
   
22,492
 
Joint interest billing receivable
   
20,072
   
17,567
 
Hedging asset
   
10,527
   
-
 
Other current assets
   
7,029
   
3,441
 
Total current assets
   
64,190
   
50,203
 
               
Property and equipment:
             
Oil and gas properties:
             
Oil and gas properties, full cost method
   
695,116
   
523,212
 
Unevaluated oil and gas properties
   
51,567
   
52,745
 
Accumulated depreciation, depletion and amortization
   
(314,869
)
 
(210,774
)
Oil and gas properties, net
   
431,814
   
365,183
 
Gas gathering assets
   
19,072
   
10,861
 
Accumulated depreciation and amortization of gas gathering assets
   
(3,562
)
 
(1,055
)
Total property and equipment
   
447,324
   
374,989
 
               
               
Other assets, net of accumulated depreciation and amortization of $11,719 and $10,353, respectively
   
6,776
   
6,278
 
               
Total assets
 
$
518,290
 
$
431,470
 
               
LIABILITIES AND STOCKHOLDERS' EQUITY
 
Current liabilities:
             
Accounts payable to vendors
 
$
32,049
 
$
41,462
 
Advances from co-owners
   
13,391
   
5,874
 
Oil and gas revenue payable
   
6,935
   
8,090
 
Hedging liability
   
-
   
15,987
 
Asset retirement obligation
   
9,028
   
2,350
 
Other accrued liabilities
   
10,678
   
8,192
 
Total current liabilities
   
72,081
   
81,955
 
               
Bank debt
   
47,000
   
10,000
 
10 3/8% Senior Notes
   
148,537
   
148,340
 
Asset retirement obligation
   
11,211
   
19,257
 
Deferred income taxes
   
49,646
   
27,139
 
Other liabilities
   
104
   
242
 
               
Commitments and contingencies
             
Stockholders' equity:
             
Common stock, $.001 par value; authorized 75,000 shares; issued and outstanding 47,788 and 47,325 shares, respectively
   
48
   
47
 
Paid-in capital
   
124,552
   
117,441
 
Accumulated other comprehensive income (loss)
   
6,632
   
(7,444
)
Retained earnings
   
58,479
   
34,493
 
Total stockholders' equity
   
189,711
   
144,537
 
               
Total liabilities and stockholders' equity
 
$
518,290
 
$
431,470
 
 
6


PETROQUEST ENERGY, INC.
Consolidated Statements of Cash Flows
(Unaudited)
(Amounts in Thousands)

   
Year Ended December 31,
 
   
2006
 
2005
 
2004
 
Cash flows from operating activities:
             
Net income
 
$
23,986
 
$
21,417
 
$
16,348
 
Adjustments to reconcile net income to net cash provided by operating activities:
                   
Deferred tax expense
   
14,604
   
12,477
   
8,511
 
Amortization of debt issuance costs
   
943
   
1,390
   
1,678
 
Compensation expense
   
-
   
213
   
272
 
Depreciation, depletion and amortization
   
85,858
   
43,747
   
35,435
 
Derivative mark to market
   
-
   
-
   
(218
)
Write-off of debt issuance costs
   
-
   
2,575
   
-
 
Amortization of bond discount
   
197
   
111
   
-
 
Share-based compensation expense
   
5,651
   
-
   
-
 
Accretion of asset retirement obligation
   
1,513
   
1,253
   
833
 
Changes in working capital accounts:
                   
Revenue receivable
   
725
   
(13,100
)
 
(2,871
)
Joint interest billing receivable
   
(2,505
)
 
(13,912
)
 
(1,080
)
Accounts payable and accrued liabilities
   
(13,552
)
 
14,255
   
12,521
 
Other assets
   
(1,743
)
 
(448
)
 
(619
)
Advances from co-owners
   
7,517
   
3,609
   
(487
)
Other
   
(3,572
)
 
(397
)
 
(13
)
                     
Net cash provided by operating activities
   
119,622
   
73,190
   
70,310
 
                     
Cash flows from investing activities:
                   
Investment in oil and gas properties
   
(175,529
)
 
(171,980
)
 
(80,142
)
Sale of oil and gas properties
   
22,023
   
-
   
-
 
Investment in gas gathering assets
   
(6,363
)
 
(10,861
)
 
-
 
                   
Net cash used in investing activities
   
(159,869
)
 
(182,841
)
 
(80,142
)
                     
Cash flows from financing activities:
                   
Proceeds from exercise of options and warrants
   
1,460
   
972
   
170
 
Proceeds from bank borrowings
   
48,000
   
44,500
   
39,000
 
Repayment of bank borrowings
   
(11,000
)
 
(73,000
)
 
(28,000
)
Proceeds from issuance of 10 3/8% senior notes
   
-
   
148,229
   
-
 
Deferred financing costs
   
(121
)
 
(5,876
)
 
(588
)
               
Net cash provided by financing activities
   
38,339
   
114,825
   
10,582
 
                     
Net increase (decrease) in cash and cash equivalents
   
(1,908
)
 
5,174
   
750
 
Cash and cash equivalents at beginning of period
   
6,703
   
1,529
   
779
 
Cash and cash equivalents at end of period
 
$
4,795
 
$
6,703
 
$
1,529
 
                     
Supplemental disclosure of cash flow information
                   
Cash paid during the period for:
                   
Interest
 
$
17,572
 
$
9,628
 
$
1,752
 
Income taxes
 
$
-
 
$
75
 
$
-
 
 
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PETROQUEST ENERGY, INC.
Non-GAAP Disclosure Reconciliation
(Amounts In Thousands)

   
Three Months Ended
December 31,
 
Year Ended
December 31,
 
   
2006
 
2005
 
2006
 
2005
 
Net cash flow provided by operating activities
 
$
7,776
 
$
9,813
 
$
119,622
 
$
73,190
 
Changes in working capital accounts
   
18,766
   
17,896
   
13,130
   
9,993
 
Net cash flow provided by operating activities before working capital changes
 
$
26,542
 
$
27,709
 
$
132,752
 
$
83,183
 


Note:
Management believes that net cash flow provided by operating activities before working capital changes is relevant and useful information, which is commonly used by analysts, investors and other interested parties in the oil and gas industry as a financial indicator of an oil and gas company’s ability to generate cash used to internally fund exploration and development activities and to service debt. Net cash flow provided by operating activities before working capital changes is not a measure of financial performance prepared in accordance with generally accepted accounting principles (“GAAP”) and should not be considered in isolation or as an alternative to net cash flow provided by operating activities. In addition, since net cash flow provided by operating activities before working capital changes is not a term defined by GAAP, it might not be comparable to similarly titled measures used by other companies.

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
 
 
PETROQUEST ENERGY, INC.
     
Date: February 14, 2007
By:
/s/ Daniel G. Fournerat
   
Daniel G. Fournerat
   
Executive Vice President, General Counsel and Secretary
 
 
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