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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
DATE OF EARLIEST EVENT REPORTED: January 27, 2005
ATWOOD OCEANICS, INC.
(Exact name of registrant as specified in its charter)
COMMISSION FILE NUMBER 1-13167
Internal Revenue Service - Employer Identification No. 74-1611874
15835 Park Ten Place Drive, Houston, Texas, 77084
(281) 749-7800
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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 (see General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
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ITEM 7.01 REGULATION FD DISCLOSURE
On January 27, 2005, the Company announced its earnings for the Fiscal Year
2005 First Quarter ended December 31, 2004. A copy of the press release
summarizing these earnings is filed with this Form 8-K as exhibit 99.1 and is
incorporated herein by reference.
The repairs to the ATWOOD BEACON in Singapore were completed as scheduled
in January 2005. The rig has been relocated to Vietnam to work under a contract
which should keep it employed into 2006.
The ATWOOD SOUTHERN CROSS has completed its drilling program for Murphy
Sarawak Oil Company, Ltd. in Malaysia and is now being mobilized to Myanmar to
commence work under its contract with Daewoo International Corporation
("Daewoo"). This contract provides for the drilling of two (2) firm wells, with
an option to drill one (1) additional well. The Daewoo work is expected to take
until May 2005 to complete. Following completion of the Daewoo work, the rig is
expected to be idle up to four weeks for change out of certain equipment, some
required inspections and general maintenance.
The SEAHAWK is currently drilling the second well under its two-well
contract with Sarawak Shell Berhad ("Shell"). This drilling program is expected
to be completed in late February/early March 2005. We are in serious discussion
for work for the SEAHAWK to bridge most of the gap between the completion of its
current work for Shell and its preparation for its contract commitment in 2006
for Amereda Hess Equatorial Guinea, Inc. offshore Equatorial Guinea. Based upon
these discussions, the rig could incur up to 8 weeks idle time between
completion of its current contract and commencement of its next contract in
Southeast Asia.
Additional information with respect to the Company's Consolidated
Statements of Operations for the three months ended December 31, 2004 and 2003,
an analysis of Contract Revenues and Drilling Costs for the quarter ended
December 31, 2004, Consolidated Balance Sheets at December 31, 2004 and
September 30, 2004 and Contract Status Summary at January 27, 2005 are attached
hereto as Exhibits 99.2, 99.3, 99.4 and 99.5, respectively, which are being
furnished in accordance with rule 101 (e)(1) under Regulation FD and should not
be deemed to be filed.
ITEM 9.01 EXHIBITS
EXHIBIT 99.1 PRESS RELEASE DATED JANUARY 27, 2005
EXHIBIT 99.2 CONSOLIDATED STATEMENT OF OPERATIONS FOR THE THREE
MONTHS ENDED DECEMBER 31, 2004 AND 2003
EXHIBIT 99.3 ANALYSIS OF REVENUES AND DRILLING COSTS FOR
THE THREE MONTHS ENDED DECEMBER 31, 2004
EXHIBIT 99.4 CONSOLIDATED BALANCE SHEETS AT DECEMBER 31, 2004 AND
SEPTEMBER 30, 2004
EXHIBIT 99.5 CONTRACT STATUS SUMMARY AT JANUARY 27, 2005
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Statements contained in this report with respect to the future are
forward-looking statements. These statements reflect management's reasonable
judgment with respect to future events. Forward-looking statements involve risks
and uncertainties. Actual results could differ materially from those anticipated
as a result of various factors; the Company's dependence on the oil and gas
industry; the risks involved the construction of a rig; competition; operating
risks; risks involved in foreign operations; risks associated with possible
disruption in operations due to terrorism; risks associated with a possible
disruption in operations due to a war with Iraq; and governmental regulations
and environmental matters. A list of additional risk factors can be found in the
Company' annual report on Form 10-K for the year ended September 30, 2004, filed
with the Securities and Exchange Commission.
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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.
ATWOOD OCEANICS, INC.
(Registrant)
/s/ James M. Holland
James M. Holland
Senior Vice President
DATE: January 27, 2005
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EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
99.1 Press Release dated January 27, 2005
99.2 Consolidated Statements of Operations for the Three Months ended
December 31, 2004 and 2003
99.3 Analysis of Revenues and Drilling Costs for the Three Months
ended December 31, 2004
99.4 Consolidated Balance Sheets at December 31, 2004 and
September 30, 2004
99.5 Contract Status Summary at January 27, 2005
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EXHIBIT 99.1
Houston, Texas
27 January 2005
FOR IMMEDIATE RELEASE
Atwood Oceanics, Inc., Houston-based international drilling contractor,
announced today it earned net income of $8,650,000 or $.56 per diluted share, on
revenues of $45,426,000 for the quarter ended December 31, 2004, compared to a
net loss of ($1,904,000) or ($.14) per diluted share, on revenues of $35,325,000
for the quarter ended December 31, 2003.
Net income for the quarter ended December 31, 2004 was enhanced by a
foreign tax refund of approximately $1.6 million or $.10 per diluted share. The
tax position for the quarter was also enhanced by the approximate $6 million of
ATWOOD BEACON loss of hire insurance being received in a zero tax jurisdiction.
Had the Company not received the $1.6 million tax refund during the first
quarter, effective tax rate for the quarter would have been around 15%.
FOR THE THREE MONTHS ENDED DECEMBER 31,
2004 2003
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(Unaudited)
Revenues $45,426,000 $35,325,000
Income (Loss) before Income Taxes 8,143,000 (64,000)
(Provision) Benefit for Income Taxes 507,000 (1,840,000)
Net Income (Loss) 8,650,000 (1,904,000)
Earnings (Loss) per Common Share -
Basic 0.57 (0.14)
Diluted 0.56 (0.14)
Weighted Average Shares
Outstanding -
Basic 15,079,000 13,852,000
Diluted 15,422,000 13,852,000
Contact: Jim Holland
(281) 749-7804
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EXHIBIT 99.2
ATWOOD OCEANICS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share amounts)
Three Months Ended
December 31,
--------------------------------
2004 2003
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(Unaudited)
REVENUES:
Contract drilling $38,986 $35,325
Business interruption proceeds 6,440 -
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45,426 35,325
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COSTS AND EXPENSES:
Contract drilling 25,203 22,533
Depreciation 6,526 7,842
General and administrative 3,571 2,688
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35,300 33,063
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OPERATING INCOME 10,126 2,262
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OTHER INCOME (EXPENSE)
Interest expense (2,018) (2,334)
Interest income 35 8
------- -------
(1,983) (2,326)
------- -------
INCOME (LOSS) BEFORE INCOME TAXES 8,143 (64)
PROVISION (BENEFIT) FOR INCOME TAXES (507) 1,840
------- -------
NET INCOME (LOSS) $8,650 ($1,904)
======= =======
EARNINGS (LOSS) PER COMMON SHARE:
Basic 0.57 (0.14)
Diluted 0.56 (0.14)
AVERAGE COMMON SHARES OUTSTANDING:
Basic 15,079 13,852
Diluted 15,422 13,852
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EXHIBIT 99.3
ATWOOD OCEANICS, INC. AND SUBSIDIARIES
ANALYSIS OF CONTRACT REVENUES
AND DRILLING COSTS
FOR THE THREE MONTHS ENDED DECEMBER 31, 2004
(Unaudited)
CONTRACT CONTRACT
DRILLING DRILLING
REVENUES COSTS
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(In Millions)
ATWOOD EAGLE $ 8.5 $ 5.3
ATWOOD FALCON 7.7 3.3
ATWOOD BEACON 6.4 2.4
VICKSBURG 5.9 2.5
ATWOOD HUNTER 5.6 2.9
SEAHAWK 4.4 2.4
ATWOOD SOUTHERN CROSS 3.6 3.0
RICHMOND 2.7 2.0
OTHER 0.6 1.4
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$45.4 $25.2
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EXHIBIT 99.4
ATWOOD OCEANICS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In thousands)
DEC. 31, 2004 SEP. 30, 2004
(Unaudited)
ASSETS
CURRENT ASSETS:
Cash and cash equivalents $24,880 $16,416
Accounts receivable 29,559 32,475
Insurance receivable 9,820 25,433
Inventories of materials and supplies
at lower of average cost or market 13,506 12,648
Deferred tax assets 40 290
Prepaid expenses and other 4,352 5,704
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Total Current Assets 82,157 92,966
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PROPERTY AND EQUIPMENT:
Drilling vessels, equipment and drill pipe 631,801 618,824
Other 7,519 7,635
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639,320 626,459
Less-accumulated depreciation 231,730 225,318
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Net Property and Equipment 407,590 401,141
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DEFERRED COSTS AND OTHER ASSETS 3,502 4,829
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$493,249 $498,936
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LIABILITIES AND SHAREHOLDERS'
EQUITY
CURRENT LIABILITIES:
Current maturities of notes payable $36,000 $36,000
Accounts payable 6,505 9,398
Accrued liabilities 11,369 13,822
Deferred Credits 333 833
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Total Current Liabilities 54,207 60,053
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LONG-TERM NOTES PAYABLE,
net of current maturities: 81,000 145,000
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81,000 145,000
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OTHER LONG TERM LIABILITIES
Deferred income taxes 18,630 18,930
Deferred credits and other 3,838 3,364
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22,468 22,294
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SHAREHOLDERS' EQUITY:
Preferred stock, no par value;
1,000,000 shares authorized, none outstanding 0 0
Common stock, $1 par value, 20,000,000 shares
authorized with 15,110,000 issued and
outstanding 15,110 13,873
Paid-in capital 112,015 57,917
Retained earnings 208,449 199,799
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Total Shareholders' Equity 335,574 271,589
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$493,249 $498,936
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EXHIBIT 99.5
ATWOOD OCEANICS, INC. AND SUBSIDIARIES
CONTRACT STATUS SUMMARY
AT JANUARY 27, 2005
NAME OF RIG LOCATION CUSTOMER CONTRACT STATUS
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SEMISUBMERSIBLES -
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ATWOOD FALCON MALAYSIA SARAWAK SHELL BERHAD The rig continues to work under the Shell contract
("SHELL") with the rig currently drilling the last of its
four-firm well commitment. This contract is currently
anticipated to be completed in February 2005. One
option remains under the Shell contract. Immediately
upon completion of the Shell contract, the rig will be
moved to Japan to commence a two-firm well program for
Japan Energy Development Co., Ltd. The drilling of
these two wells could take until approximately August
2005 to complete.
ATWOOD HUNTER EGYPT BURULLUS GAS CO. On December 31, 2003, the rig commenced a drilling
("BURULLUS") program for Burullus which after the exercise of all
six options will be a drilling program totaling
sixteen (16) wells. The drilling of all sixteen (16)
wells is expected to take until approximately
August/October 2005 to complete.
ATWOOD EAGLE AUSTRALIA BHP BILLITON PETROLEUM The rig is currently drilling the second of three
("BHP") consecutive wells for BHP, which is expected to take
until the end of February 2005 to complete.
Immediately upon completion of the current BHP work,
the rig will commence a contract with Woodside Energy,
Ltd. ("Woodside") to drill four (4) firm wells with
options to drill three additional wells off the coast
of Australia. The drilling of the four firm wells is
expected to take approximately four months to
complete, and if all the option wells are drilled, the
Woodside work would be completed around August 2005.
Upon completion of the Woodside drilling program the
rig will return to work for BHP to drill one (1) firm
well (expected to take 30 days to complete) with an
option to drill one (1) additional well.
SEAHAWK MALAYSIA SARAWAK SHELL BERHAD The rig is currently drilling the second well under
("SHELL") its two-well contract with Shell. This drilling
program is expected to be completed in late
February/early March 2005. The rig has been awarded a
contract by Amerada Hess Equatorial Guinea, Inc.
("Hess") to drill offshore Equatorial Guinea for a
firm period of 730 days with four options of 180 days
each. Additional work, to fill the gap between the
completing of the Shell contract and the preparation
for its contract commitment in 1006 for Hess, is being
pursued in Southeast Asia.
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ATWOOD SOUTHERN CROSS MALAYSIA DAEWOO INTERNATIONAL The rig is currently mobilizing to Myanmar to commence
CORPORATION ("DAEWOO") the Daewoo contract which includes the drilling of two
(2) firm wells plus an option to drill one (1)
additional well. The firm work is expected to take 90
days to complete. The option well, if drilled, would
have a duration of approximately 45 days. Additional
work, following the Daewoo contract, is being pursued
in Southeast Asia as well as other areas of the world.
SEASCOUT UNITED STATES The SEASCOUT was purchased in December 2000 for future
GULF OF MEXICO conversion to a tender-assist unit, similar to the
SEAHAWK. There are currently no upgrade plans and the
rig is currently coldstacked.
CANTILEVER JACK-UPS -
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VICKSBURG MALAYSIA EXXONMOBIL EXPLORATION & In October 2004, the rig commenced drilling under a
PRODUCTION MALAYSIA INC. seventeen month program for EMEPMI. EMEPMI retains
("EMEPMI") its right to terminate the contract by providing 120
days notice.
ATWOOD BEACON VIETNAM HOANG LONG AND HOAN VU Repairs to the ATWOOD BEACON in Singapore were
JOINT OPERATING COMPANIES completed as scheduled in January 2005. The rig has
("HOANG LONG") been relocated to Vietnam for its drilling program
with Hoang Long which includes the drilling of three
(3) firm wells with options to drill three (3)
additional wells. The three firm wells have a
combined expected duration of 200 days and if all
option wells are drilled, the program could extend for
another 200 days.
SUBMERSIBLE -
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RICHMOND UNITED STATES HELIS OIL & GAS COMPANY The rig is preparing to commence drilling the fifth
GULF OF MEXICO ("HELIS") well under the Helis contract. Upon completion of
this well, the rig will have three (3) firm wells to
drill for Helis, with Helis retaining one option to
drill two (2) additional wells. The drilling of the
four firm wells is expected to take until July/August
2005 to complete and if the option wells are drilled,
the contract could extend to November 2005.
MODULAR PLATFORMS -
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GOODWYN 'A' /NORTH AUSTRALIA WOODSIDE ENERGY LTD. There is currently an indefinite planned break in
RANKIN 'A' drilling activity for the two client-owned rigs
managed by the Company. The Company is involved in
maintenance of the two rigs for future drilling
programs.
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