-----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, KQHp9fp5qd6vvz4+J8uMPFUNJahaNaE+82VhU35pLc1rOA7PAZHhrYLsMPLXNVyn 2lvZnRkt1kShb7PF84ZUrw== 0000950134-03-014943.txt : 20031112 0000950134-03-014943.hdr.sgml : 20031111 20031112092416 ACCESSION NUMBER: 0000950134-03-014943 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20031111 ITEM INFORMATION: ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20031112 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CALLON PETROLEUM CO CENTRAL INDEX KEY: 0000928022 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 640844345 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-14039 FILM NUMBER: 03990902 BUSINESS ADDRESS: STREET 1: 200 N CANAL ST CITY: NATCHEZ STATE: MS ZIP: 39120 BUSINESS PHONE: 6014421601 MAIL ADDRESS: STREET 1: 200 N CANAL ST CITY: NATCHEZ STATE: MS ZIP: 39120 FORMER COMPANY: FORMER CONFORMED NAME: CALLON PETROLEUM HOLDING CO DATE OF NAME CHANGE: 19940805 8-K 1 d10471e8vk.txt 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 November 11, 2003 (Date of earliest event reported) CALLON PETROLEUM COMPANY (Exact name of registrant as specified in its charter) DELAWARE 001-14039 64-0844345 (State or other jurisdiction of (Commission File Number) (I.R.S. Employer incorporation or organization) Identification Number)
200 NORTH CANAL ST. NATCHEZ, MISSISSIPPI 39120 (Address of principal executive offices, including zip code) (601) 442-1601 (Registrant's telephone number, including area code) ================================================================================ ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS Exhibits EXHIBIT NUMBER DESCRIPTION OF DOCUMENT 99.1 Press release dated November 11, 2003 providing information regarding Callon Petroleum Company's operating results for the quarter and nine months ended September 30, 2003. ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION The following information is being furnished pursuant to Item 12 "Results of Operations and Financial Condition," not filed, for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). This information shall not be deemed "filed" for purposes of Section 18 of the Exchange Act or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing. On November 11, 2003, Callon Petroleum Company issued the press release attached as Exhibit 99.1 providing information regarding the company's operating results for the quarter and nine-months ended September 30, 2003. 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. CALLON PETROLEUM COMPANY November 11, 2003 By: /s/ JOHN S. WEATHERLY ----------------------------------------- John S. Weatherly Senior Vice President and Chief Financial Officer 2 EXHIBIT INDEX
EXHIBIT NUMBER DESCRIPTION ------ ----------- 99.1 Press release dated November 11, 2003 providing information regarding Callon Petroleum Company's operating results for the quarter and nine months ended September 30, 2003.
EX-99.1 3 d10471exv99w1.txt PRESS RELEASE EXHIBIT 99.1 For further information contact John S. Weatherly, CFO 1-800-451-1294 FOR IMMEDIATE RELEASE CALLON PETROLEUM COMPANY REPORTS RESULTS FOR THIRD QUARTER, FIRST NINE MONTHS OF 2003 Natchez, MS (November 11, 2003)--Callon Petroleum Company (NYSE: CPE/CPE.PrA) today reported its results of operations for both the quarter and the nine-month period ended September 30, 2003. Results for the three-month period ended September 30, 2003 include a net loss of $2.0 million, or $0.17 per diluted share. This compares to a net loss of $1.3 million, or $0.12 per share on a diluted basis, for the same period in 2002. Operating results for the three-month period ended September 30, 2003 include oil and gas sales of $15.1 million from average production of 33 million cubic feet of natural gas equivalent per day (MMcfe/d). This corresponds to sales of $15.8 million from average daily production of 45 MMcfe/d during the same period in 2002. During the third quarter of 2003, natural gas represented approximately 90 percent of the company's total production. The average price received per thousand cubic feet of natural gas in the third quarter of 2003 increased by 53 percent to $4.97 compared to $3.24 during the third quarter of 2002, while the average price received per barrel of oil in the third quarter of 2003 increased by 9 percent to $26.76 compared to $24.60 during the same period a year earlier. For the nine months ended September 30, 2003, the company reported a net loss of $1.3 million, or $0.17 per diluted share after the cumulative effect of change in accounting principle related to Statement of Financial Accounting Standards (SFAS) No.143 ("Accounting for Asset Retirement Obligations"). This compares to a net loss of $1.4 million, or $0.18 per share on a diluted basis, for the same period in 2002. On January 1, 2003, the company adopted SFAS No. 143, which required companies to record the fair value of a liability for legal obligations associated with the retirement of tangible long-lived assets and the associated asset retirement costs. The impact of adopting the statement resulted in a gain of $181,000, net of tax, which was reported in the first quarter of 2003 as a cumulative effect of the change in accounting principle. (MORE) Operating results for the nine-month period ended September 30, 2003 include oil and gas sales of $54.8 million from average production of 37 million cubic feet of natural gas equivalent per day (MMcfe/d). This corresponds to sales of $42.1 million from average daily production of 42 MMcfe/d during the same period in 2002. The average price received per thousand cubic feet of natural gas for the nine-month period ended September 30, 2003 increased by 82 percent to $5.43 compared to $2.98 during the first nine months in 2002, while the average price received per barrel of oil increased by 26 percent to $28.15 compared to $22.29 during the same period a year earlier. During the third quarter of 2003, Callon Petroleum Company generated discretionary cash flow of $6.2 million compared to $6.9 million generated during the same period a year ago. Net cash provided by operating activities, as defined by generally accepted accounting principles (GAAP), totaled $7.3 million and $2.6 million during the three months ended September 30, 2003 and 2002, respectively. For the nine-month period ended September 30, 2003, discretionary cash flow totaled $26.9 million compared to $17.2 million during the first nine months of the previous year. Net cash provided by operating activities, as defined by GAAP, totaled $31.2 million and $4.4 million during the nine months ended September 30, 2003 and 2002, respectively. (See "NON-GAAP FINANCIAL MEASURE" that follows and the accompanying financial information for a reconciliation of discretionary cash flow, a non-GAAP measure, to net cash provided by operating activities.) Callon Petroleum Company is engaged in the exploration, development, acquisition and operation of oil and gas properties primarily in the Gulf Coast region. NON-GAAP FINANCIAL MEASURE - This news release refers to a non-GAAP financial measure as "discretionary cash flow." Callon believes this measure is a financial indicator of the company's ability to fund capital expenditures and service debt. Callon also believes this non-GAAP financial measure of cash flow is useful information to investors because it is widely used by professional research analysts in the valuation, comparison, rating and investment recommendations of companies within the oil and gas exploration and production industry. Many investors use the published research of these analysts in making their investment decisions. Discretionary cash flow should not be considered an alternative to net cash provided by operating activities or net income as defined by GAAP. (MORE) CALLON PETROLEUM COMPANY CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) (IN THOUSANDS, EXCEPT SHARE AMOUNTS)
THREE MONTHS ENDED NINE MONTHS ENDED SEPTEMBER 30, SEPTEMBER 30, ------------------------- ------------------------- 2003 2002 2003 2002 ---------- ---------- ---------- ---------- Operating revenues: Oil and gas sales $ 15,082 $ 15,763 $ 54,759 $ 42,121 ---------- ---------- ---------- ---------- Total operating revenues 15,082 15,763 54,759 42,121 ---------- ---------- ---------- ---------- Operating expenses: Lease operating expenses 2,659 2,832 8,003 8,201 Depreciation, depletion and amortization 6,416 6,763 20,769 18,840 General and administrative 1,068 1,070 3,704 3,508 Accretion expense 772 -- 2,214 -- Loss on mark-to-market commodity derivative contracts (199) 18 335 788 ---------- ---------- ---------- ---------- Total operating expenses 10,716 10,683 35,025 31,337 ---------- ---------- ---------- ---------- Income from operations 4,366 5,080 19,734 10,784 ---------- ---------- ---------- ---------- Other (income) expenses: Interest expense 7,554 7,103 22,225 18,736 Other income (70) (23) (226) (845) Gain on sale of pipeline -- -- -- (2,454) Gain on sale of Enron derivatives -- -- -- (2,479) ---------- ---------- ---------- ---------- Total other (income) expenses 7,484 7,080 21,999 12,958 ---------- ---------- ---------- ---------- Income (loss) before income taxes (3,118) (2,000) (2,265) (2,174) Income tax expense (benefit) (1,092) (700) (793) (761) ---------- ---------- ---------- ---------- Income (loss) before cumulative effect of change in accounting principle (2,026) (1,300) (1,472) (1,413) Cumulative effect of change in accounting principle, net of tax -- -- 181 -- ---------- ---------- ---------- ---------- Net income (loss) (2,026) (1,300) (1,291) (1,413) Preferred stock dividends 320 320 958 958 ---------- ---------- ---------- ---------- Net income (loss) available to common shares $ (2,346) $ (1,620) $ (2,249) $ (2,371) ========== ========== ========== ========== Net income (loss) per common share: Basic Net income (loss) available to common before cumulative effect of change in accounting principle $ (0.17) $ (0.12) $ (0.18) $ (0.18) Cumulative effect of change in accounting principle, net of tax -- -- 0.01 -- ---------- ---------- ---------- ---------- Net income (loss) available to common $ (0.17) $ (0.12) $ (0.17) $ (0.18) ========== ========== ========== ========== Diluted Net income (loss) available to common before cumulative effect of change in accounting principle $ (0.17) $ (0.12) $ ( 0.18) $ (0.18) Cumulative effect of change in accounting principle, net of tax -- -- 0.01 -- ---------- ---------- ---------- ---------- Net income (loss) available to common $ (0.17) $ (0.12) $ (0.17) $ (0.18) ========== ========== ========== ========== Shares used in computing net income (loss): Basic 13,679 13,377 13,640 13,342 ========== ========== ========== ========== Diluted 13,679 13,377 13,640 13,342 ========== ========== ========== ==========
CONSOLIDATED CONDENSED BALANCE SHEETS: (In thousands)
SEPTEMBER 30, DECEMBER 31, 2003 2002 ------------ ------------ (UNAUDITED) Cash and cash equivalents $ 1,295 $ 5,807 Oil and gas properties, net* 416,834 377,661 All other assets 30,903 27,145 ------------ ------------ Total assets $ 449,032 $ 410,613 ============ ============ Long-term debt including current maturities $ 259,150 $ 249,589 All other liabilities* 50,054 20,064 Stockholders' equity 139,828 140,960 ------------ ------------ Total liabilities and stockholders' equity $ 449,032 $ 410,613 ============ ============
*Impacted by the adoption of SFAS No. 143 on January 1, 2003
NET CASH FLOW INFORMATION (UNAUDITED): THREE MONTHS ENDED NINE MONTHS ENDED (In thousands) SEPTEMBER 30, SEPTEMBER 30, 2003 2002 2003 2002 ------------ ------------ ------------ ------------ Reconciliation of non-GAAP financial measure: Discretionary cash flow $ 6,167 $ 6,860 $ 26,904 $ 17,236 Net working capital changes and other changes 1,317 (2,093) 3,919 (6,152) Investment in derivative contracts (160) (2,162) 374 (6,650) ------------ ------------ ------------ ------------ Net cash provided by operating activities $ 7,324 $ 2,605 $ 31,197 $ 4,434 ============ ============ ============ ============
PRODUCTION AND PRICE INFORMATION: THREE MONTHS ENDED NINE MONTHS ENDED SEPTEMBER 30, SEPTEMBER 30, 2003 2002 2003 2002 ------------ ------------ ------------ ------------ Production: Oil (MBbls) 49 56 140 170 Gas (MMcf) 2,772 3,768 9,365 10,362 Total Production (MMcfe) 3,068 4,104 10,206 11,382 Average daily (MMcfe) 33.3 44.6 37.4 41.7 Average prices: Oil ($/Bbl) $ 26.76 $ 24.60 $ 28.15 $ 22.29 Gas ($/Mcf) $ 4.97 $ 3.24 $ 5.43 $ 2.98 Gas equivalent ($/Mcfe) $ 4.92 $ 3.31 $ 5.37 $ 3.05
FOURTH QUARTER 2003 GUIDANCE ESTIMATES (IN THOUSANDS, EXCEPT PER PRODUCTION UNIT AMOUNTS)
GUIDANCE FOR 4TH QUARTER 2003 ---------------- Estimated production volumes: Natural gas (Bcf) 2.9 - 3.1 Crude oil (Mbo) 173 - 190 MMcfe/d 44 - 46 Hedges outstanding: Volume (MMcf) 100 Average ceiling price (per Mcf) $ 7.25 Average floor price (per Mcf) $ 5.25 Lease operating expenses: Cash $ 4,400 - $ 4,700 Non-cash -- -- ------- ------- Total $ 4,400 - $ 4,700 General and administrative expenses: Cash $ 625 - $ 675 Non-cash 425 - 475 ------- ------- Total $ 1,050 - $ 1,150 Interest expense: Cash $ 6,000 - $ 6,100 Non-cash 1,700 - 1,800 ------- ------- Total $ 7,700 - $ 7,900 DD & A - Oil and gas properties $ 8,000 - $ 8,500 Accretion expense $ 725 - $ 775 Accrual income tax rate 35% Cash income tax rate 0%
The preceding guidance estimates contain assumptions that we believe are reasonable. These estimates are based on information that is available as of the date of this news release. We are not undertaking any obligation to update these estimates as conditions change or as additional information becomes available. This news release contains projections and other forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These projections and statements reflect the company's current views with respect to future events and financial performance. No assurances can be given, however, that these events will occur or that these projections will be achieved and actual results could differ materially from those projected as a result of certain factors. Some of the factors which could affect our future results and could cause results to differ materially from those expressed in our forward-looking statements include: o general economic conditions; o volatility of oil and natural gas prices; o uncertainty of estimates of oil and natural gas reserves; o impact of competition; o availability and cost of seismic, drilling and other equipment; o operating hazards inherent in the exploration for and production of oil and natural gas; o difficulties encountered during the exploration for and production of oil and natural gas; o difficulties encountered in delivering oil and natural gas to commercial markets; o changes in customer demand and producers' supply; o uncertainty of our ability to attract capital; o compliance with, or the effect of changes in, the extensive governmental regulations regarding the oil and natural gas business; o actions of operators of our oil and gas properties; o weather conditions; and o the risk factors discussed in our filings with the Securities and Exchange Commission, including those in our Annual Report for the year ended December 31, 2002 on Form 10-K. The preceding estimates reflect our review of continuing operations only. These estimates do not take into account any material transactions such as sales of debt and equity securities, acquisitions or divestitures of assets, and formations of joint ventures. We continually review these types of transaction and may engage in one or more of these types of transactions without prior notice. # -----END PRIVACY-ENHANCED MESSAGE-----