-----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, MzFXxyrf6MnxSMQrNE6sFVeAKRv8n+btIzgX+7TW+JMuYosnEFoeWMHQmVBMULzY 8biDQZkpls5gw1giW1X1yw== 0000899243-97-002306.txt : 19971127 0000899243-97-002306.hdr.sgml : 19971127 ACCESSION NUMBER: 0000899243-97-002306 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19971117 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19971126 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: ZYDECO ENERGY INC CENTRAL INDEX KEY: 0000908246 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 760404904 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-22076 FILM NUMBER: 97729261 BUSINESS ADDRESS: STREET 1: 1710 TWO ALLEN CENTER STREET 2: 1200 SMITH STREET CITY: HOUSTON STATE: TX ZIP: 77002-4312 BUSINESS PHONE: 7136592222 MAIL ADDRESS: STREET 1: 1710 TWO ALLEN CENTER STREET 2: 1200 SMITH STREET CITY: HOUSTON STATE: TX ZIP: 77002-4312 FORMER COMPANY: FORMER CONFORMED NAME: TN ENERGY SERVICES ACQUISITION CORP DATE OF NAME CHANGE: 19930701 8-K 1 FORM 8-K ================================================================================ 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) NOVEMBER 17, 1997 ZYDECO ENERGY, INC. (Exact name of registrant as specified in its charter) DELAWARE 0-22076 76-0404904 (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification No.) 1710 TWO ALLEN CENTER, 1200 SMITH STREET HOUSTON, TEXAS 77002 (Address of principal executive offices) (Zip Code) REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE (713) 659-2222 NO CHANGE (Former name or former address, if changed since last report) ================================================================================ ITEM 5. OTHER EVENTS On November 17, 1997, Zydeco Energy, Inc. ("Zydeco") announced its results of operations for the three months and nine months ended September 30, 1997. In addition, on November 20, 1997, Zydeco issued its Report to Shareholders describing several important events that occurred during the quarter ended September 30, 1997. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits 20.1* Announcement of Results of Operations for the Three Months and Nine Months Ended September 30, 1997 20.2* Report to Shareholders for the Quarter Ended September 30, 1997 * Exhibit filed herewith. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. ZYDECO ENERGY, INC. /s/ SAM B. MYERS, JR. -------------------------------- Sam B. Myers, Jr. Chief Executive Officer Dated: November 26, 1997 EX-20.1 2 ANNOUNCEMENT OF RESULTS OF OPERATIONS EXHIBIT 20.1 [LOGO OF ZYDECO APPEARS HERE] NEWS RELEASE ================================================================================ For Immediate Release Contact: Mr. Sam Myers, Jr. Chief Executive Officer (713) 659-2222 ZYDECO ENERGY ANNOUNCES THIRD QUARTER RESULTS Houston, Texas - Monday, November 17, 1997 - Zydeco Energy, Inc. (Nasdaq: ZNRG) announced today its results of operations for the three months and nine months ended September 30, 1997. The Company reported a net loss of $1,957,000, or $0.24 per share, for the three months ended September 30, 1997, resulting in a net loss of $4,224,000, or $0.59 per share, for the nine months ended September 30, 1997. The increase in net loss was primarily due to the level of geophysical expenses incurred in the third quarter period ($1,425,000 or $0.17 per share) and year-to-date period ($2,420,000 or $0.34 per share) as the Company completed its seismic data acquisition phase with respect to its West Cameron Seismic Project. The Company uses the successful efforts method of accounting, which generally requires that geological and geophysical costs be expensed when incurred. The Company had reported a net loss of $895,000, or $0.14 per share, and $1,487,000, or $0.25 per share, for the three and nine month periods ended September 30, 1996, respectively. The Company reported operating revenues of $438,000 and operating expenses of $2,478,000 for the three months ended September 30, 1997, compared to operating revenues of $461,000 and operating expenses of $1,404,000 for the three months ended September 30, 1996. Operating revenues of $1,069,000 and operating expenses of $5,473,000 for the nine months ended September 30, 1997, compared to operating revenues of $1,066,000 and operating expenses of $2,745,000 for the nine months ended September 30, 1996. Weighted average common stock and common stock equivalents outstanding were 8,171,000 shares, 6,472,000 shares, 7,123,000 shares, and 6,027,000 shares for the three months and nine months ended September 30, 1997, and 1996, respectively. On November 5, 1997, Mr. W. Kyle Willis resigned as Vice President, Treasurer, Secretary, and Chief Financial Officer of the Company in order to join an oilfield equipment and services company. Mr. Stephen P. Jacobs was elected Chief Accounting Officer and Secretary of the Company. Mr. Willis will continue to assist the Company in financial and reporting matters as a consultant. This news release may contain forward-looking statements that are based on assumptions that in the future may prove not to have been accurate. Those statements, and Zydeco Energy's business and prospects, are subject to a number of risks including the volatility of oil and gas prices, environmental risks, operating hazards and risks, risks associated with natural gas processing plants, risks related to exploration and development drilling, uncertainties about estimates of reserves, competition, government regulation, and the ability of the Company to implement its business strategy. These and other risks are described in the Company's reports that are available from the United States Securities and Exchange Commission. ZYDECO ENERGY ANNOUNCES THIRD QUARTER RESULTS (CONTINUED) Zydeco Energy, Inc. is an independent oil and gas exploration company engaged in acquiring leases, drilling and producing reserves utilizing focused geologic concepts and advanced 3D seismic and computer-aided (CAEX) exploration technology, including enhanced structural and stratigraphic depth imaging and attribute analysis. Zydeco's efforts are focused primarily in the Louisiana Transition Zone and in the Timbalier Trench. # # # 2 EX-20.2 3 REPORT TO SHAREHOLDERS FOR SEPT. 30, 1997 QUARTER EXHIBIT 20.2 [LOGO OF ZYDECO ENERGY, INC. APPEARS HERE] THIRD QUARTER REPORT SEPTEMBER 30, 1997 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS ZYDECO ENERGY, INC. (UNAUDITED AND IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
THREE MONTHS NINE MONTHS ENDED SEPTEMBER ENDED SEPTEMBER 30, 30, ---------------- ---------------- 1997 1996 1997 1996 ------- ------- ------- ------- Operating Revenues $ 438 $ 461 $ 1,069 $ 1,066 Operating Costs and Expenses (2,478) (1,404) (5,473) (2,745) Interest Income, net 83 48 180 192 ------- ------- ------- ------- Net Loss $(1,957) $ (895) $(4,224) $(1,487) ======= ======= ======= ======= Per Equivalent Share $ (.24) $ (.14) $ (.59) $ (.25) ======= ======= ======= ======= Average Outstanding Equivalent Shares 8,171 6,472 7,123 6,027 ======= ======= ======= =======
CONDENSED CONSOLIDATED BALANCE SHEETS ZYDECO ENERGY, INC. (IN THOUSANDS)
SEPTEMBER 30, DECEMBER 31, 1997 1996 ------------- ------------ (Unaudited) Current Assets $ 16,878 $ 8,232 Oil and Gas Properties, net 339 533 Equipment and Software, net 807 839 Other Assets 871 308 -------- ------- Total Assets $ 18,895 $ 9,912 ======== ======= Current Liabilities $ 2,160 $ 3,572 Shareholders' Equity 16,735 6,340 -------- ------- Total Liabilities and Equity $ 18,895 $ 9,912 ======== ======= CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS ZYDECO ENERGY, INC. (UNAUDITED AND IN THOUSANDS) NINE MONTHS ENDED SEPTEMBER 30, -------------------------- 1997 1996 ------------- ------------ Cash Flows: Operating Activities $ (24) $ (692) Investing Activities (6,625) 6,862 Financing Activities 13,943 (334) -------- ------- Increase (Decrease) in Cash $ 7,294 $ 5,836 ======== ======= Cash and Equivalents, End of Period $ 14,201 $ 6,353 ======== =======
DEAR SHAREHOLDERS AND FRIENDS, Several important events occurred during our third quarter ending September 30, 1997: . July 1--Acquired Wavefield Image, Inc. including ownership of a pending patent, "Sampling and Reconstruction of Propagating Wavefields". . July 6--Completed the field recording of seismic data for the West Cameron Seismic Project. . August 13--Completed quick look standard processing of the seismic data for the West Cameron Seismic Project. . August 21--Completed an offering of 3,680,000 shares of common stock providing the Company proceeds of $14,060,062. . September 15--Commenced installation of the new Hewlett Packard/Convex SPP2000, a 32 processor supercomputer. The Company realized a significant cost savings in the field recording of seismic data in West Cameron by the utilization of the technology described in the pending patent, "Sampling and Reconstruction of Propagating Wavefields" by Dr. Norman Neidell. After processing the data acquired at West Cameron in the fall of 1996, the Company concluded that the resolution and imaging of the data was better than that obtained by using standard techniques. Upon acquiring Wavefield Image, Inc., the owner of the patent, Dr. Neidell joined the Company as Vice President, Innovations. Two of Dr. Neidell's experienced associates also joined the Company providing us with stratigraphic interpretation abilities, which we believe will be invaluable for the West Cameron Seismic Project. The Company intends to further advance and exploit Dr. Neidell's technology. Although the Company began initial interpretation of the seismic data as it became available, the conclusive interpretation is awaiting the completion of processing using Dr. Neidell's technology. This processing began in October when the new computer from Hewlett Packard was installed and will continue through January 1998. The data quality is excellent and numerous potential prospects are being evaluated. We intend to further process and interpret the individual potential prospects before leasing or drilling. We expect to commence leasing activities in the first quarter of 1998 and to begin drilling by mid-summer. On November 5, 1997, Mr. W. Kyle Willis resigned as Vice President, Treasurer, Secretary, and Chief Financial Officer of the Company in order to join an oilfield equipment and services company. Mr. Stephen P. Jacobs was elected Chief Accounting Officer and Secretary of the Company. Mr. Willis will continue to assist the Company in financial and reporting matters as a consultant. Our financial position is strong as we continue to evaluate and develop our West Cameron Seismic Project. Next year should be an exciting one for our company. Sincerely, /s/ EDWARD R. PRINCE, JR. Edward R. Prince, Jr. Vice Chairman November 20, 1997 - ------------------------------------------------------------------------------- DIRECTORS AND EXECUTIVE OFFICERS Sam B. Myers, Jr. Chairman of the Board and Chief Executive Officer Edward R. Prince, Jr. Vice Chairman John O. Smith President, Chief Operating Officer, and Director Norman S. Neidell Vice President John W. McTigue, Jr. Vice President Stephen P. Jacobs Chief Accounting Officer Charles E. Bradley, Sr. Director Harry C. Johnson Director Philip A. Tuttle Director ZYDECO ENERGY, INC. is an independent oil and gas exploration company engaged in acquiring leases, drilling and producing reserves utilizing focused geologic concepts and advanced 3D seismic and computer-aided exploration (CAEX) technology, including enhanced structural and stratigraphic depth imaging and attribute analysis. Zydeco's efforts are focused primarily in the Louisiana Transition Zone and in the Timbalier Trench. Zydeco Energy, Inc. 1710 Two Allen Center 1200 Smith Street Houston, Texas 77002 -----END PRIVACY-ENHANCED MESSAGE-----