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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 EARLIEST EVENT REPORTED: July 29, 2003
ATWOOD OCEANICS, INC.
(Exact name of registrant as specified in its charter)
COMMISSION FILE NUMBER 1-13167
TEXAS 74-1611874
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
15835 Park Ten Place Drive 77084
Houston, Texas (Zip Code)
(Address of principal executive offices)
Registrant's telephone number, including area code: 281-749-7800
N/A
(Former name or former address, if changed since last report.)
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ITEM 7. EXHIBITS
EXHIBIT 99.1 PRESS RELEASE DATED JULY 29, 2003
EXHIBIT 99.2 CONSOLIDATED STATEMENT OF OPERATIONS FOR THE THREE MONTHS AND
NINE MONTHS ENDED JUNE 30, 2003 AND 2002
EXHIBIT 99.3 ANALYSIS OF CONTRACT REVENUES AND DRILLING COSTS FOR
THE THREE MONTHS AND NINE MONTHS ENDED JUNE 30, 2003
EXHIBIT 99.4 CONSOLIDATED BALANCE SHEETS AT JUNE 30, 2003 AND
SEPTEMBER 30, 2002
EXHIBIT 99.5 CONTRACT STATUS SUMMARY AT JULY 29, 2003
ITEM 9. REGULATION FD DISCLOSURE
On July 29, 2003, the Company announced its earnings for the Fiscal Year
2003 Third Quarter ended June 30, 2003. 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.
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, 2002, filed
with the Securities and Exchange Commission.
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: July 29, 2003
EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
99.1 Press Release dated July 29, 2003
99.2 Consolidated Statements of Operations for the Three Months
and Nine Months ended June 30, 2003 and 2002
99.3 Analysis of Contract Revenues and Drilling Costs for the
Three Months and Nine Months ended June 30, 2003
99.4 Consolidated Balance Sheets at June 30, 2003 and
September 30, 2002
99.5 Contract Status Summary at July 29, 2003
EXHIBIT 99.1
Houston, Texas
29 July 2003
FOR IMMEDIATE RELEASE
Atwood Oceanics, Inc., Houston-based International Drilling Contractor,
announced today that the Company reported a net loss of $82,000 or $.01 per
diluted share, on contract revenues of $41,847,000 for the quarter ended June
30, 2003, compared to net income of $6,132,000 or $.44 per diluted share on
contract revenues of $37,402,000 for the quarter ended June 30, 2002. For the
nine months ended June 30, 2003, the Company earned net income of $1,455,000 or
$.10 per diluted share, on contract revenues of $106,761,000 compared to net
income of $21,120,000 or $1.51 per diluted share, on contract revenues of
$118,376,000 for the nine months ended June 30, 2002.
FOR THE THREE MONTHS ENDED JUNE 30,
2003 2002
-------- --------
Contract Revenues $ 41,847,000 $37,402,000
=========== ===========
Income before Income Taxes 2,207,000 9,174,000
Provision for Income Taxes (2,289,000) (3,042,000)
----------- -----------
Net Income (82,000) 6,132,000
=========== ===========
Earnings per Common Share -
Basic (.01) .44
Diluted (.01) .44
Weighted Average Shares
Outstanding -
Basic 13,847,000 13,843,000
Diluted 13,902,000 14,048,000
FOR THE NINE MONTHS ENDED JUNE 30,
2003 2002
------ ------
Contract Revenues $106,761,000 $118,376,000
============ ============
Income before Income Taxes 6,009,000 32,276,000
Provision for Income Taxes (4,554,000) (11,156,000)
------------ ------------
Net Income 1,455,000 21,120,000
============ ============
Earnings per Common Share -
Basic .11 1.53
Diluted .10 1.51
Weighted Average Shares
Outstanding -
Basic 13,846,000 13,839,000
Diluted 13,903,000 13,984,000
-
Contact: Jim Holland
(281) 749-7804
EXHIBIT 99.2
ATWOOD OCEANICS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share amounts)
Three Months Ended Nine Months Ended
June 30, June 30,
--------------------------- ---------------------------
2003 2002 2003 2002
---------- -------- -------- -------
(Unaudited) (Unaudited)
REVENUES:
Contract drilling $ 41,847 $ 37,402 $106,761 $118,376
--------- -------- -------- --------
COSTS AND EXPENSES:
Contract drilling 27,635 19,493 71,094 58,912
Depreciation 6,783 5,958 18,025 18,501
General and administrative 3,023 2,336 8,822 7,500
-------- -------- -------- --------
37,441 27,787 97,941 84,913
-------- -------- -------- --------
OPERATING INCOME 4,406 9,615 8,820 33,463
--------- -------- -------- --------
OTHER INCOME (EXPENSE)
Interest expense (2,239) (501) (2,950) (1,387)
Interest income 40 60 139 200
-------- -------- ------- --------
(2,199) (441) (2,811) (1,187)
-------- -------- ------- --------
INCOME BEFORE INCOME TAXES 2,207 9,174 6,009 32,276
PROVISION FOR INCOME TAXES 2,289 3,042 4,554 11,156
-------- -------- ------- -------
NET INCOME $ (82) $ 6,132 $ 1,455 $ 21,120
======== ======== ======== ========
EARNINGS PER SHARE
Basic $ (.01) $ .44 $ .11 $1.53
Diluted $ (.01) $ .44 $ .10 $1.51
WEIGHTED AVERAGE NUMBER OF
COMMON SHARES OUTSTANDING
Basic 13,847 13,843 13,846 13,839
Diluted 13,902 14,048 13,903 13,984
EXHIBIT 99.3
ATWOOD OCEANICS, INC. AND SUBSIDIARIES
ANALYSIS OF CONTRACT REVENUES
AND DRILLING COSTS
(Unaudited)
FOR THE THREE MONTHS ENDED JUNE 30, 2003
CONTRACT CONTRACT
DRILLING DRILLING
REVENUES COSTS
-------- --------
(In Millions)
ATWOOD FALCON $ 9.6 $ 5.8
ATWOOD EAGLE 7.7 6.8
VICKSBURG 6.3 2.2
SEAHAWK 5.9 2.2
ATWOOD SOUTHERN CROSS 4.9 3.9
ATWOOD HUNTER 4.8 3.3
RICHMOND 2.2 2.2
OTHER 0.4 1.2
----- ----
$41.8 $27.6
===== =====
FOR THE NINE MONTHS ENDED JUNE 30, 2003
CONTRACT CONTRACT
DRILLING DRILLING
REVENUES COSTS
-------- --------
(In Millions)
ATWOOD FALCON $25.4 $15.5
VICKSBURG 18.6 7.0
SEAHAWK 16.9 7.6
ATWOOD HUNTER 14.8 10.1
ATWOOD SOUTHERN CROSS 12.8 11.9
ATWOOD EAGLE 10.6 8.9
RICHMOND 6.3 6.3
OTHER 1.4 3.8
------ -----
$106.8 $71.1
====== =====
EXHIBIT 99.4
ATWOOD OCEANICS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In thousands)
JUN. 30, 2003 SEP. 30, 2002
(Unaudited)
ASSETS
CURRENT ASSETS:
Cash and cash equivalents $12,950 $27,055
Accounts receivable 33,260 28,776
Inventories of materials and supplies
at lower of average cost or market 11,757 9,134
Deferred tax assets 223 223
Prepaid expenses 1,757 6,625
-------- --------
Total Current Assets 59,947 71,813
-------- --------
PROPERTY AND EQUIPMENT:
Drilling vessels, equipment and drill pipe 658,055 583,241
Other 9,226 9,156
-------- --------
667,281 592,397
Less-accumulated depreciation 230,669 224,000
-------- --------
Net Property and Equipment 436,612 368,397
-------- --------
DEFERRED COSTS AND OTHER ASSETS 10,702 4,320
-------- --------
$507,261 $444,530
======== ========
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:
Current maturities of notes payable $18,121 $5,023
Accounts payable 3,752 5,584
Accrued liabilities 8,801 13,809
------- --------
Total Current Liabilities 30,674 24,416
------- --------
LONG-TERM NOTES PAYABLE,
net of current maturities: 172,000 115,000
------- --------
172,000 115,000
------- --------
OTHER LIABILITIES
Deferred tax liabilities 16,420 15,545
Deferred credits 10,569 13,436
------- --------
26,989 28,981
------- --------
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 13,847,000 and 13,845,000 issued and outstanding
as of June 30, 2003 and September 30, 2002, respectively 13,847 13,845
Paid-in capital 57,282 57,274
Retained earnings 206,469 205,014
------- --------
Total Shareholders' Equity 277,598 276,133
------- --------
$507,261 $444,530
======== ========
EXHIBIT 99.5
ATWOOD OCEANICS, INC. AND SUBSIDIARIES
CONTRACT STATUS SUMMARY
AT JULY 29, 2003
NAME OF RIG LOCATION CUSTOMER CONTRACT STATUS
----------- -------- -------- ---------------
SEMISUBMERSIBLES -
-------------------
ATWOOD FALCON MALAYSIA MURPHY SABAH OIL CO. AND The rig has commenced a drilling program in
SARAWAK SHELL Malaysia to drill one well for Murphy Sabah
Oil Co and one well for Sarawak Shell. The
drilling of these wells should take between
100 and 140 days to complete. Murphy has an
option to drill one additional well at a
later date. Following completion of its work
in Malaysia, the rig will be moved to Japan
to drill two wells estimated to take 100 to
120 days to complete.
ATWOOD HUNTER EGYPT The rig is currently stacked in Egypt while
waiting for its next contract opportunity.
There are short-term contract opportunities
for the rig commencing in early September and
October 2003. Future contract opportunities
for additional work are being pursued in the
Mediterranean area, as well as areas outside
of the Mediterranean.
ATWOOD EAGLE ANGOLA ESSO EXPLORATION ANGOLA The rig is preparing to commence the drilling
(BLOCK 15) LIMITED of the third well of a firm three well
("ESSO") contract with ESSO off the coast of Angola.
ESSO has options for four additional wells.
If no option wells are drilled, the contract
could terminate around the end of August or
early September 2003. Contract opportunities
for additional work in Angola and elsewhere
in West Africa are being pursued.
SEAHAWK MALAYSIA EXXONMOBIL EXPLORATION & The rig's current contract terminates in
PRODUCTION MALAYSIA December 2004, with an option for the
INC. ("EMEPMI") Operator to extend. EMEPMI has the right to
terminate the contract after the completion
of the first six months of the extension
period (which commences in December 2003)
with 120 days written notice.
ATWOOD SOUTHERN CROSS MEDITERRANEAN EDISON GAS S.p.A. The rig is contracted to EDISON to work on
SEA ("EDISON") three plug and abandonment wells which is
expected to be completed in early August
2003. The rig currently has no commitments
following the completion of the EDISON
contract. The rig is expected to be stacked
in Egypt while waiting for its next contract
opportunity. Contract opportunities for
future work are being pursued in the
Mediterranean area, as well as areas outside
of the Mediterranean.
SEASCOUT UNITED STATES The SEASCOUT was purchased in December 2000
GULF OF MEXICO for future conversion to a tender-assist
unit, similar to the SEAHAWK, once an
acceptable contract opportunity is secured.
The rig is currently coldstacked.
CANTILEVER JACK-UPS -
---------------------
VICKSBURG MALAYSIA EXXONMOBIL EXPLORATION & In October 2002, the rig commenced a two-year
PRODUCTION MALAYSIA INC. drilling program (with an option by EMEPMI
for one additional year), with EMEPMI having
the right to terminate the drilling program
after one year with at least 120 days notice
period.
ATWOOD BEACON SINGAPORE The final commissioning of the ATWOOD BEACON
continues on schedule. The shipyard portion
of the construction was completed in May
2003, with equipment commissioning and
testing currently being carried out.
Following completion and loading of client
and third-party equipment, the rig will be
moved to Malaysia around August 1, 2003 to
drill three wells plus options for five
additional wells for Murphy Sarawak Oil Co.,
Ltd. The three firm wells are expected to
be completed in early October 2003. Contract
opportunities for additional work following
completion of the Murphy contract are being
pursued.
SUBMERSIBLE -
--------------
RICHMOND UNITED STATES SPINNAKER EXPLORATION The rig is currently working under a
GULF OF MEXICO COMPANY, L.L.C. one-well, plus options for two additional
wells contract for Spinnaker Exploration
Company, L.L.C. The one firm well is
expected to be completed around the second or
third week of August 2003.
MODULAR PLATFORMS -
-------------------
GOODWYN 'A' /NORTH AUSTRALIA WOODSIDE ENERGY LTD. There is currently an indefinite planned
RANKIN 'A' break in 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.