-----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, Sj2FHedtvKNkbIRpo5H8jZfFS7rVHktiPqyB11gd+MRFDZeO+dFEJ0WSQ8gOvynR SQAPm630tQNk3ZL2ljUEMw== 0000943861-03-000006.txt : 20030513 0000943861-03-000006.hdr.sgml : 20030513 20030513170832 ACCESSION NUMBER: 0000943861-03-000006 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030513 ITEM INFORMATION: Resignations of registrant's directors ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20030513 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GOODRICH PETROLEUM CORP CENTRAL INDEX KEY: 0000943861 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 760466193 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12719 FILM NUMBER: 03696243 BUSINESS ADDRESS: STREET 1: 815 WALKER STREET 2: SUITE 1040 CITY: HOUSTON STATE: TX ZIP: 77002 BUSINESS PHONE: 7137809494 MAIL ADDRESS: STREET 1: 815 WALKER STREET 2: SUITE 1040 CITY: HOUSTON STATE: TX ZIP: 77002 8-K 1 f8-0503k.txt 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): May 13, 2003 (May 9, 2003) - -------------------------------------------------------------------------------- GOODRICH PETROLEUM CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-7940 76-0466193 - -------------------------------------------------------------------------------- (State or other jurisdiction (Commission File (I.R.S. Employer of incorporation or organization) Number) Identification No.) 808 Travis Street, Suite 1320, Houston, Texas 77002 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip code) Registrant's telephone number, including area code: (713) 780-9494 ================================================================================ 1 ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. Exhibit No. Description 99.1 Press release issued May 9, 2003 ITEMS 9 AND 12. REGULATION FD DISCLOSURE; RESULTS OF OPERATIONS AND FINANCIAL CONDITION Goodrich Petroleum Corporation (the "Company") issued a press release on May 9, 2003 reporting its first quarter results and providing an operational update on its current and recent drilling activities. The Company is furnishing the press release as Exhibit 99.1 to this Form 8-K. In accordance with General Instruction B.2 of the Form 8-K and Securities and Exchange Commission Release No. 33-8176, the Company is furnishing this information, including the press release, under Items 9 and 12 of Form 8-K. Therefore, the information is not deemed "filed" under Section 18 of the Securities and Exchange Act of 1934, as amended, nor is it deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended. 2 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. GOODRICH PETROLEUM CORPORATION ------------------------------ (Registrant) /s/ D. Hughes Watler, Jr. ------------------------------ D. Hughes Watler, Jr. Senior Vice President, Chief Financial Officer & Treasurer Dated: May 13, 2003 ------------------- 3 EXHIBIT INDEX Exhibit No. Description 99.1 Press release issued May 9, 2003 4 EX-99.1 2 ex990503.txt PRESS RELEASE OF FIRST QUARTER EARNINGS EXHIBIT 99.1 GOODRICH PETROLEUM CORPORATION ANNOUNCES FIRST QUARTER 2003 RESULTS Houston, Texas/Shreveport, Louisiana - May 9, 2003. Goodrich Petroleum Corporation today announced financial and operating results for the first quarter ended March 31, 2003, and also provided an operational update on its current and recent drilling activities. REVENUES. Total revenues for the three months ended March 31, 2003 amounted to $7,078,000 versus $4,700,000 for the three months ended March 31, 2002, with the increase due primarily to higher commodity prices. The Company received $4.21 per Mcf of gas and $29.70 per barrel of oil in the first quarter of 2003 versus $2.69 per Mcf of gas and $20.38 per barrel of oil in the first quarter of 2002. NET INCOME. In the three months ended March 31, 2003, the Company reported net income, before cumulative effect of change in accounting principle, of $562,000 ($.03 per share) compared to net income of $1,262,000 ($.07 per share) in the prior year period. Due to the adoption of a new accounting standard for asset retirement obligations, the Company recorded a cumulative effect of change in accounting principle amounting to $205,000 ($.01 per share) in the first quarter of 2003 reducing net income, before preferred stock dividends, to $357,000 ($.02 per share). After giving effect to preferred stock dividends of $158,000, net income applicable to common stock was $198,000 ($.01 per share) in the first quarter of 2003 compared to $1,107,000 ($.06 per share) in the prior year period. Net income in the first quarter of 2003 was negatively impacted by the Company recording non-cash charges to general and administrative expense of $403,000 related to the issuance of 125,157 shares of common stock in lieu of cancelled stock options and $27,000 related to the initial vesting of employee stock awards of 150,000 shares of restricted common stock. Net income in the first quarter of 2002 was positively impacted by non-operating gains on sales of oil and gas properties of $2,837,000, primarily resulting from the sale of a 30% interest in the Company's Burrwood and West Delta 83 fields in March 2002 for net proceeds of $12 million. CASH FLOW. Net cash flow from operations, before changes in working capital, was $3,099,000 in the first quarter of 2003 compared to $898,000 in the first quarter of 2002. Net changes in current assets and current liabilities resulted in a $2,471,000 decrease in working capital in the three months ended March 31, 2003 compared to a $672,000 increase in working capital in the three months ended March 31, 2002 (see accompanying table for a reconciliation of net cash flow from operations before changes in working capital, a non-GAAP measure, to net cash provided by operating activities). Net cash used in investing activities was $3,952,000 in the three months ended March 31, 2003 compared to net cash provided by investing activities of $11,067,000 in the three months ended March 31, 2002. In the first quarter of 2003, capital expenditures totaled $4,219,000 as the Company participated in the drilling of four new wells in its Lafitte field (three of which were successfully completed). In the same period, the Company sold its entire interest in the South Drew field and the proceeds from the sale were $267,000. In the first quarter of 2002, total capital expenditures were $1,748,000, which were more than offset by proceeds from property sales of $12,815,000, primarily due to the sale of a 30% interest in the Company's Burrwood and West Delta fields. 1 Net cash provided by financing activities was $1,242,000 in the three months ended March 31, 2003 compared to net cash used in financing activities of $12,243,000 in the three months ended March 31, 2002. In the first quarter of 2003, net borrowings under the Company's senior credit facility provided cash of $1,500,000 to fund capital expenditures, while preferred stock dividends and production payments required cash of $258,000. In the first quarter of 2002, net repayments under the Company's senior credit facility reduced cash by $12,000,000, while preferred stock dividends and production payments required additional cash of $243,000. The cash resources for the net debt repayments in the first quarter of 2002 were provided by the sale of a 30% interest in the Company's Burrwood and West Delta fields. For the full year 2003, the Company has preliminarily established a capital expenditure budget totaling approximately $20 million, which will be primarily directed toward the drilling of up to fifteen gross wells. The Company expects to finance its capital expenditures out of operating cash flow and borrowing capacity under its senior credit facility. As of March 31, 2003, borrowings outstanding under the credit facility were $20,000,000 against a borrowing base of $23,000,000. A redetermination of the borrowing base is pending an evaluation by the Company's lender of reserve information on three new oil and gas wells completed in the first quarter of 2003. PRODUCTION. Production for the quarter ended March 31, 2003 was an average daily rate of 16,378 Mcfe compared to an average daily rate of 17,041 Mcfe for the quarter ending March 31, 2002, and up from an average daily rate of 14,441 Mcfe for the quarter ending December 31, 2002. Natural gas production volumes increased in the first quarter of 2003 to 744,410 Mcf from the first quarter 2002 level of 732,182 Mcf, while oil production volumes declined to 121,608 barrels from 133,580 barrels, primarily reflecting the sale of a 30% interest in the Company's Burrwood and West Delta fields in March 2002. OPERATIONS UPDATE. Burrwood and West Delta Fields. The Company is currently drilling its Tunney prospect, the State Lease 15016 No.1, in the West Delta 83 field in Plaquemines Parish, Louisiana. The well is currently drilling at approximately 16,735' measured depth ("MD") or 14,235' true vertical depth ("TVD"). An intermediate string of 9 5/8ths" casing has been set at 11,800' MD (10,713' TVD) and a 7" protection liner has been set to 14,004'. The deeper portion of the well below the intermediate casing at 11,800' MD has not been logged with open-hole logs but LWD tools have been utilized, which indicate potential pay in two horizons. The well is drilling toward total depth, which is currently scheduled to be approximately 16,800' MD. Once the well reaches total depth, the Company plans to log the open hole with conventional logs, and will release additional information upon receipt. 2 Lafitte Field. As noted above, the Company completed a four-well drilling program in the Lafitte field during the first quarter of 2003. Three of the four wells resulted in successful producers. The Company's Valdarrama Uno and Valdarrama Dos wells commenced production during April and all three successful wells are now on production. Initial production appears to be impacted by significant shut-in time. During the last two weeks of April, these three wells produced at an average combined gross rate of 308 barrels of oil per day and 552 Mcf of gas per day, or 2,400 Mcfe. Goodrich is the non-operator and has an approximate 49% working interest in the field. Australia. On March 31, 2003, the Company participated in the spudding of the Banjo prospect, an exploratory well on Block EP 397 offshore Australia. The well was unsuccessful and was abandoned in April 2003. The Company's share of the estimated well costs, which was paid into an escrow account in 2002, was $650,000. Of this amount, approximately $100,000 of the estimated well costs were incurred and expensed in the quarter ending March 31, 2003. The remaining share of well costs will be expensed in the second quarter of 2003. With the drilling and abandonment of the Banjo prospect the Company has fulfilled its drilling obligations on the exploration permits and has no further drilling activities planned in Australia. OTHER INFORMATION. In this press release, the Company refers to a non-GAAP financial measure called net cash flow from operations before changes in working capital because of management's belief that this measure is a financial indicator of the Company's ability to internally generate operating funds. Management also believes that 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 and investment recommendations of companies within the oil and gas exploration and production industry. Net cash flow from operations before changes in working capital should not be considered an alternative to net cash provided by operating activities, as defined by GAAP. Certain statements in this news release regarding future expectations and plans for future activities may be regarded as "forward looking statements" within the meaning of the Securities Litigation Reform Act. They are subject to various risks, such as financial market conditions, operating hazards, drilling risks, and the inherent uncertainties in interpreting engineering data relating to underground accumulations of oil and gas, as well as other risks discussed in detail in the Company's Annual Report on Form 10-K and other filings with the Securities and Exchange Commission. Although the Company believes that the expectations reflected in such forward-looking statements are reasonable, it can give no assurance that such expectations will prove to be correct. Goodrich Petroleum is an independent oil and gas exploration and production company listed on the New York Stock Exchange under the symbol "GDP." The majority of its properties are in Louisiana and Texas. 3 For Three Months Ended March 31, Selected Income Data 2003 2002 --------- --------- Total Revenues...................................... $ 7,078,480 $ 4,699,682 Lease Operating Expense ............................ 1,757,185 1,987,048 Production Taxes.................................... 530,904 399,589 Depletion, Depreciation, and Amortization........... 1,577,239 1,603,301 Exploration......................................... 553,472 445,758 General and Administrative.......................... 1,538,444 842,743 Interest Expense.................................... 235,497 316,417 Gain (Loss) on Sale of Asset........................ (21,082) 2,836,501 ----------- ---------- Income Before Income Taxes.......................... 864,657 1,941,327 Income Taxes........................................ 302,627 679,464 ----------- ---------- Income Before Cumulative Effect..................... 562,030 1,261,863 Cumulative Effect of Change in Accounting Principle (205,293) --- ----------- ---------- Net Income.......................................... 356,737 1,261,863 Preferred Stock Dividends........................... 158,366 154,798 ----------- ---------- Net Income Applicable To Common Stock............... $ 198,371 $ 1,107,065 ----------- ---------- Income Per Common Share - Basic Income Before Cumulative Effect.................. $ .03 $ .07 Cumulative Effect of Change in Accounting Principle $ (.01) $ --- ------------ ---------- Net Income......................................... $ .02 $ .07 ------------ ---------- Net Income Applicable To Common Stock.............. $ .01 $ .06 ------------ ---------- Income Per Common Share - Diluted Income Before Cumulative Effect.................. $ .03 $ .06 Cumulative Effect of Change in Accounting Principle $ (.01) $ --- ------------ ---------- Net Income......................................... $ .02 $ .06 ------------ ---------- Net Income Applicable To Common Stock.............. $ .01 $ .05 ------------ ---------- Average Common Shares Outstanding (Basic).......... 17,971,341 17,896,356 Average Common Shares Outstanding (Diluted)........ 20,112,090 20,282,305 Selected Cash Flow Data Operating cash flow, before changes in working capital (non GAAP) $ 3,099,252 $ 897,704 Net changes in working capital...................... (2,471,246) 671,819 ----------- ---------- Net cash provided by operating activities (GAAP).... $ 628,006 $ 1,569,523 ----------- ---------- Selected Operating Data Net Natural Gas Produced (Mcf)...................... 744,410 732,182 Average Price Per Mcf............................... $ 4.21 $ 2.69 Net Crude Oil Produced (Bbl)........................ 121,608 133,580 Average Price Per Bbl............................... $ 29.70 $ 20.38
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