-----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, A8QQRbsEYykXOP0YJ9UdcsEIAD7Wv0TI8+DoqmMyAgqri2O2xyl7b7j6067hi/wD jUZhPoehSF9dDFzrcYvEUQ== 0001140361-07-008502.txt : 20070427 0001140361-07-008502.hdr.sgml : 20070427 20070427072745 ACCESSION NUMBER: 0001140361-07-008502 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070427 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070427 DATE AS OF CHANGE: 20070427 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CAMERON INTERNATIONAL CORP CENTRAL INDEX KEY: 0000941548 STANDARD INDUSTRIAL CLASSIFICATION: OIL & GAS FILED MACHINERY & EQUIPMENT [3533] IRS NUMBER: 760451843 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13884 FILM NUMBER: 07793261 BUSINESS ADDRESS: STREET 1: 1333 WEST LOOP SOUTH STREET 2: STE 1700 CITY: HOUSTON STATE: TX ZIP: 77027 BUSINESS PHONE: 7135133322 MAIL ADDRESS: STREET 1: 1333 WEST LOOP SOUTH STREET 2: STE 1700 CITY: HOUSTON STATE: TX ZIP: 77027 FORMER COMPANY: FORMER CONFORMED NAME: COOPER CAMERON CORP DATE OF NAME CHANGE: 19950315 8-K 1 currentreport.htm CURRENT REPORT Current Report
 



 
 
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) April 27, 2007
 
Cameron International Corporation
(Exact Name of Registrant as Specified in its Charter)
 
 
 
 
 
Delaware
(State or other
jurisdiction of
incorporation)
 
1-13884
(Commission
File Number)
 
76-0451843
(I.R.S. Employer
Identification No.)
 
1333 West Loop South, Suite 1700, Houston, Texas 77027
 
(Address of Principal Executive Offices)                     (Zip Code)
 
Registrant’s telephone number, including area code                     ( 713) 513-3300
 
Not Applicable
 
(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:

     
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))
 
 




Item 2.02. Results of Operations and Financial Condition
 
On April 27, 2007, Cameron issued a press release announcing its results of the first quarter ended March 30, 2007. The press release is attached hereto as Exhibit 99.1 and is incorporated by reference into this item.
 
Item 9.01. Financial Statements and Exhibits

 
(c)
 
Exhibits:
 
     The following are being furnished as exhibits to this report:
 
 
 
Exhibit
 
 
Number
 
Exhibit Title or Description
Exhibit 99.1
 
Press Release of Cameron International Corporation, dated April 27, 2007 — Cameron First Quarter Earnings Per Share $0.88 vs. $0.47 Last Year
 
Exhibit 99.1 to this report contains “non-GAAP financial measures ” as defined in Item 10 of Regulation S-K of the Securities Exchange Act of 1934, as amended. The non-GAAP financial measures reflect earnings before interest, taxes, depreciation and amortization expense (“EBITDA”). A reconciliation of EBITDA to the most directly comparable financial measures calculated and presented in accordance with Generally Accepted Accounting Principles in the United States (“GAAP”) is included as an attachment to the press release. The Company believes the presentation of EBITDA is useful to the Company’s investors because EBITDA is an appropriate measure of evaluating the Company’s operating performance and liquidity that reflects the resources available for strategic opportunities including, among others, investing in the business, strengthening the balance sheet, repurchasing the Company’s securities and making strategic acquisitions. In addition, EBITDA is a widely used benchmark in the investment community.
 
The presentation of this additional information is not meant to be considered in isolation or as a substitute for the Company’s financial results prepared in accordance with GAAP.
 


 
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.
 
 
 
 
 
 
CAMERON INTERNATIONAL CORPORATION
 
 
 
By:  
/s/ Franklin Myers  
 
 
 
Franklin Myers 
 
 
 
Senior Vice President and Chief Financial Officer 
 
 
 
Date: April 27, 2007
 


 
Cameron International Corporation
 
Current Report on Form 8-K
 
Dated April 27, 2007
 
EXHIBIT INDEX
 
 
 
Exhibit
 
 
Number
 
Exhibit Title or Description
 
Press Release of Cameron International Corporation, dated April 27, 2007 —  Cameron First Quarter Earnings Per Share $0.88 vs. $0.47 Last Year
 
 

EX-99.1 2 ex99_1.htm EXHIBIT 99.1 Exhibit 99.1

Exhibit 99.1
 
 
 
2007-6
Contact: R. Scott Amann
Vice President, Investor Relations
(713) 513-3344

Cameron first quarter earnings per share $0.88 vs. $0.47 last year

·  
Orders continue to be strong, backlog reaches another new high
·  
Guidance for full-year 2007 earnings raised

HOUSTON (April 27, 2007) -- Cameron (NYSE: CAM) reported net income of $101.0 million, or $0.88 per diluted share, for the quarter ended March 31, 2007, compared with net income of $56.0 million, or $0.47 per diluted share, for the first quarter of 2006. The first quarter 2006 results included after-tax acquisition integration charges of approximately $6.5 million, or $0.05 per diluted share.
Revenues up 20 percent from year ago, income before taxes up 80 percent
Revenues were $997.0 million for the quarter, up 20 percent from 2006’s $829.7 million, and income before income taxes was $155.4 million, up 80 percent from $86.2 million a year ago. Cameron Chairman and Chief Executive Officer Sheldon R. Erikson said that the year-over-year increase in revenues was driven by gains across the business lines in the Drilling & Production Systems (DPS) group, particularly in drilling, which nearly doubled from a year ago. Revenues for both the Valves & Measurement (V&M) group and the Compression Systems (CS) division were essentially even with the first quarter of 2006. The significant increase in income before income taxes in the quarter was driven by incremental revenues at DPS, as well as margin expansion across all of the product lines in the V&M group.
Orders exceed revenues for tenth consecutive quarter
Total orders were $1.25 billion for the quarter and were greater than revenues for the tenth consecutive quarter, dating back to the fourth quarter of 2004. Orders were down from the first quarter of a year ago, due primarily to a decline in orders in the drilling segment of the DPS group. “The first quarter of 2006 was the highest single orders quarter in our history, with record bookings in the drilling business and in DPS in total,” Erikson said. “While we have probably seen the peak in equipment orders related to deepwater rig construction, 2007’s orders in the drilling business will likely be exceeded only by the record levels of 2006.” Erikson also noted that DPS’s surface business posted the highest level of orders in its history, and that the Company expects 2007 to be an active year for subsea orders. V&M’s orders were very near the record levels they posted in 2006’s first quarter, in spite of relative weakness in certain Canadian markets, and Compression Systems set a new record for orders.
As a result of the continued strong orders, the Company’s backlog increased from $3.53 billion at year-end 2006 to nearly $3.77 billion, another new record, as of the end of the first quarter. This represents an increase of more than 40 percent from the March 31, 2006 level of $2.69 billion.
Quarter’s operating cash flow reflects inventory needs related to expected sales growth
Cameron’s cash flow from operations was $36.8 million during the first quarter. Erikson said the sequential drop in cash flow from the levels of 2006’s fourth quarter reflects a decline in cash advances related to new rig construction orders and an increase in inventories to support Cameron’s anticipated sales growth. He noted that he expects the Company to internally fund its cash needs for the year, including the increased level of capital spending, as well as any acquisitions or stock repurchases.
Share buybacks continue, senior notes retired after quarter’s end
Cameron’s total debt, net of cash and short-term investments, at March 31, 2007 was $113.1 million, up from Cameron’s net cash position of approximately $81 million at December 31, 2006. The Company’s net debt-to-capitalization ratio at the quarter’s end was approximately 6.2 percent. Erikson said that Cameron repurchased approximately 2.8 million shares of its common stock during the quarter at an average price of $53.68 per share; he also noted that as of April 16, the Company used approximately $200.0 million of cash to retire its 2.65% Senior Notes due 2007.
Full-year earnings guidance raised
Erikson said that second quarter earnings are expected to be in the range of $0.90 to $0.95 per share, and that the Company now expects earnings per share for 2007 to be in the $3.85 to $4.00 range, up from the earlier guidance of $3.65 to $3.85. The updated full-year guidance is based, in part, on the Company’s expectation that energy markets will continue to be relatively healthy, and is dependent on Cameron’s ability to execute on the projects and orders in current backlog.
Cameron (NYSE: CAM) is a leading provider of flow equipment products, systems and services to worldwide oil, gas and process industries.
###
Website: www.c-a-m.com

In addition to the historical data contained herein, this document includes forward-looking statements regarding future market strength, order levels and earnings of the Company (including second quarter and full year 2007 earnings per share estimates), as well as expectations regarding future cash flows and use of funds for capital spending, acquisitions and stock repurchases, made in reliance upon the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. The Company’s actual results may differ materially from those described in forward-looking statements. Such statements are based on current expectations of the Company’s performance and are subject to a variety of factors, some of which are not under the control of the Company, which can affect the Company’s results of operations, liquidity or financial condition. Such factors may include overall demand for, and pricing of, the Company’s products; the size and timing of orders; the Company’s ability to successfully execute the large subsea and drilling systems projects it has been awarded; the Company’s ability to convert backlog into revenues on a timely and profitable basis; the impact of acquisitions the Company has made or may make; changes in the price of (and demand for) oil and gas in both domestic and international markets; raw material costs and availability; political and social issues affecting the countries in which the Company does business; fluctuations in currency markets worldwide; and variations in global economic activity. In particular, current and projected oil and gas prices historically have generally directly affected customers’ spending levels and their related purchases of the Company’s products and services. Additionally, changes in oil and gas price expectations may impact the Company’s financial results due to changes it may make in its cost structure, staffing or spending levels based on these expectations.
Because the information herein is based solely on data currently available, it is subject to change as a result of changes in conditions over which the Company has no control or influence, and should not therefore be viewed as assurance regarding the Company’s future performance. Additionally, the Company is not obligated to make public indication of such changes unless required under applicable disclosure rules and regulations.
 



Cameron
Unaudited Consolidated Results of Operations
($ and shares in millions except per share data)


 
              Three Months Ended
                  March 31,
 
2007
 
2006
 
Revenues:
       
Drilling & Production Systems
$613.7
 
$435.3
 
Valves & Measurement
295.8
 
299.0
 
Compression Systems
87.5
 
95.4
 
Total revenues
997.0
 
829.7
 
         
Costs and Expenses:
       
Cost of sales (exclusive of depreciation and amortization shown separately below)
693.9
 
585.0
 
Selling and administrative expenses
126.1
 
125.7
 
Depreciation and amortization
25.8
 
22.6
 
Interest income
(11.0
)
(3.1
Interest expense
6.8
 
3.3
 
Acquisition integration costs
--
 
10.0
 
Total costs and expenses
841.6
 
743.5
 
         
Income before income taxes
155.4
 
86.2
 
Income tax provision
(54.4
(30.2
Net income
$101.0
 
$56.0
 
         
Earnings per common share:
       
Basic
$0.91
 
$0.48
 
Diluted
$0.88
 
$0.47
 
         
Shares used in computing earnings per common share:
       
Basic
111.0
 
115.8
 
Diluted
115.1
 
118.3
 
         
EBITDA:
       
Drilling & Production Systems
$116.7
 
$88.4
 
Valves & Measurement
69.0
 
33.3
1
Compression Systems
10.6
 
12.9
 
Corporate and other
(19.3
(25.6
Total
$177.0
 
$109.0
 


1
Includes acquisition integration costs of $10.0 million.



Cameron
Consolidated Condensed Balance Sheets
($ millions)

 
March 31,
2007
 
December 31,
2006
 
 
(unaudited)
     
Assets:
       
Cash and cash equivalents
$848.9
 
$1,033.5
 
Receivables, net
690.6
 
696.1
 
Inventories, net
1,167.1
 
1,009.4
 
Other
152.5
 
168.6
 
Total current assets
2,859.1
 
2,907.6
 
         
Plant and equipment, net
680.3
 
648.8
 
Goodwill
617.8
 
595.3
 
Other assets
215.0
 
199.0
 
Total Assets
$4,372.2
 
$4,350.7
 
         
Liabilities and Stockholders’ Equity:
       
Current portion of long-term debt
$216.3
 
$207.3
 
Accounts payable and accrued liabilities
1,398.1
 
1,364.7
 
Accrued income taxes
57.2
 
56.2
 
Total current liabilities
1,671.6
 
1,628.2
 
         
Long-term debt
745.7
 
745.4
 
Postretirement benefits other than pensions
20.5
 
20.8
 
Deferred income taxes
90.9
 
90.2
 
Other long-term liabilities
125.9
 
124.7
 
Total liabilities
2,654.6
 
2,609.3
 
         
Stockholders’ Equity:
       
Common stock, par value $.01 per share, 150,000,000 shares authorized, 116,170,863 shares issued at March 31, 2007 and December 31, 2006
1.2
 
1.2
 
Capital in excess of par value
1,136.0
 
1,140.8
 
Retained earnings
856.9
 
760.9
 
Accumulated other elements of comprehensive income
27.3
 
16.3
 
Less: Treasury stock, 6,129,691 shares at March 31, 2007 (3,881,236 shares at December 31, 2006)
(303.8
(177.8
Total stockholders’ equity
1,717.6
 
1,741.4
 
         
Total Liabilities and Stockholders’ Equity
$4,372.2
 
$4,350.7
 




Cameron
Unaudited Consolidated Statements Of Cash Flows
($ millions)


 
                Three Months Ended
            March 31,
 
 
2007
 
2006
 
Cash flows from operating activities:
       
Net income
$101.0
 
$56.0
 
Adjustments to reconcile net income to net cash provided by operating activities:
       
Depreciation
19.3
 
17.8
 
Amortization
6.5
 
4.8
 
Non-cash stock compensation expense
6.5
 
6.8
 
Non-cash write-off of assets associated with acquisition integration efforts
--
 
6.5
 
Tax benefit of employee benefit plan transactions, deferred income taxes and other
19.7
 
8.9
 
Changes in assets and liabilities, net of translation, acquisitions and non-cash items:
       
Receivables
10.8
 
(26.8
Inventories
(147.1
(109.6
Accounts payable and accrued liabilities
32.7
 
56.9
 
Other assets and liabilities, net
(12.6
(17.7
Net cash provided by operating activities
36.8
 
3.6
 
         
Cash flows from investing activities:
       
Capital expenditures
(53.0
(30.1
Acquisitions, net of cash acquired
(43.9
(34.6
Proceeds from sale of plant and equipment and other
1.7
 
1.7
 
Net cash used for investing activities
(95.2
(63.0
         
Cash flows from financing activities:
       
Loan borrowings (repayments), net
8.0
 
--
 
Purchase of treasury stock
(150.9
(29.7
Proceeds from stock option exercises
9.2
 
11.6
 
Excess tax benefits from stock compensation plans
5.1
 
--
 
Principal payments on capital leases
(1.0
(1.3
Net cash used for financing activities
(129.6
(19.4
         
Effect of translation on cash
3.4
 
2.3
 
         
Decrease in cash and cash equivalents
(184.6
(76.5
         
Cash and cash equivalents, beginning of period
1,033.5
 
362.0
 
         
Cash and cash equivalents, end of period
$848.9
 
$285.5
 



Cameron
Orders and Backlog
($ millions)




Orders

 
        Three Months Ended
            March 31,
 
2007
2006
     
Drilling & Production Systems
$729.4
$846.8
Valves & Measurement
354.7
360.4
Compression Systems
167.1
128.0
Total
$1,251.2
$1,335.2





Backlog

 
March 31, 2007
December 31, 2006
March 31, 2006
       
Drilling & Production Systems
$2,771.0
$2,661.3
$1,899.6
Valves & Measurement
670.5
620.8
576.1
Compression Systems
327.1
248.9
214.1
Total
$3,768.6
$3,531.0
$2,689.8





Cameron
Reconciliation of GAAP to Non-GAAP Financial Information
($ millions)
 
 

 
 
Three Months Ended March 31, 2007
 
 
Drilling & Production Systems
Valves & Measurement
Compression Systems
Corporate
Total
                     
Income (loss) before income taxes
$103.4
 
$61.8
 
$7.3
 
$(17.1
$155.4
 
Depreciation & amortization
13.3
 
7.2
 
3.3
 
2.0
 
25.8
 
Interest income
--
 
--
 
--
 
(11.0
(11.0
Interest expense
--
 
--
 
--
 
6.8
 
6.8
 
                     
EBITDA
$116.7
 
$69.0
 
$10.6
 
$(19.3
$177.0
 







 
Three Months Ended March 31, 2006
 
 
Drilling & Production Systems
Valves & Measurement
Compression Systems
Corporate
  Total
                     
Income (loss) before income taxes
$77.1
 
$25.8
1
$9.7
 
$(26.4
$86.2
 
Depreciation & amortization
11.3
 
7.5
 
3.2
 
0.6
 
22.6
 
Interest income
--
 
--
 
--
 
(3.1
(3.1
Interest expense
--
 
--
 
--
 
3.3
 
3.3
 
                     
EBITDA
$88.4
 
$33.3
 
$12.9
 
$(25.6
$109.0
 

 
1
Includes acquisition integration costs of $10.0 million.
 

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