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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 29, 2004
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
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(Former name or former address, if changed since last report.)
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ITEM 7. EXHIBITS
EXHIBIT 99.1 PRESS RELEASE DATED JANUARY 29, 2004
EXHIBIT 99.2 CONSOLIDATED STATEMENT OF OPERATIONS FOR THE THREE
MONTHS ENDED DECEMBER 31, 2003 AND 2002
EXHIBIT 99.3 ANALYSIS OF CONTRACT REVENUES AND DRILLING COSTS FOR
THE QUARTER ENDED DECEMBER 31, 2003
EXHIBIT 99.4 CONSOLIDATED BALANCE SHEETS AT DECEMBER 31, 2003 AND
SEPTEMBER 30, 2003
EXHIBIT 99.5 CONTRACT STATUS SUMMARY AT JANUARY 29, 2004
ITEM 9. REGULATION FD DISCLOSURE
On January 29, 2004, the Company announced its earnings for the Fiscal Year
2004 First Quarter ended December 31, 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.
The ATWOOD EAGLE is being mobilized to Australia, with estimated arrival
around February 15, 2004. The rig should commence its drilling program in
Australia around March 1, 2004.
The ATWOOD FALCON has commenced its drilling program in Japan for Japan
Energy Development Co. This drilling program is expected to take approximately
100 to 120 days to complete.
Additional information with respect to the Company's Consolidated
Statements of Operations for the three months ended December 31, 2003 and 2002,
an analysis of Contract Revenues and Drilling Costs for the quarter ended
December 31, 2003, Consolidated Balance Sheets at December 31, 2003 and
September 30, 2003 and Contract Status Summary at January 29, 2004 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.
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, 2003, 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: January 29, 2004
EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
----------- -----------
99.1 Press Release dated January 29, 2004
99.2 Consolidated Statements of Operations for the Three
Months ended December 31, 2003 and 2002
99.3 Analysis of Contract Revenues and Drilling Costs for
the quarter ended December 31, 2003
99.4 Consolidated Balance Sheets at December 31, 2003 and
September 30, 2003
99.5 Contract Status Summary at January 29, 2004
EXHIBIT 99.1
Houston, Texas
29 January 2004
FOR IMMEDIATE RELEASE
Atwood Oceanics, Inc., Houston-based international drilling contractor,
announced today it incurred a net loss of $(1,904,000) or $(.14) per diluted
share, on contract revenues of $35,325,000 for the quarter ended December 31,
2003, compared to net income of $950,000 or $.07 per diluted share on contract
revenues of $29,841,000 for the quarter ended December 31, 2002.
FOR THE THREE MONTHS ENDED DECEMBER 31,
2003 2002
----------- ------------
Contract Revenues $35,325,000 $29,841,000
=========== ===========
Income (Loss) before Income Taxes (64,000) 2,374,000
Provision for Income Taxes (1,840,000) (1,424,000)
------------ -----------
Net Income (Loss) (1,904,000) 950,000
=========== ===========
Earnings (Loss) per Common Share -
Basic (.14) .07
Diluted (.14) .07
Weighted Average Shares
Outstanding -
Basic 13,852,000 13,845,000
Diluted 13,852,000 13,912,000
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
December 31,
---------------------------------
2003 2002
----------- -----------
(Unaudited)
REVENUES:
Contract drilling $35,325 $29,841
------- -------
COSTS AND EXPENSES:
Contract drilling 22,533 19,345
Depreciation 7,842 5,392
General and administrative 2,688 2,680
--------- -------
33,063 27,417
-------- -------
OPERATING INCOME 2,262 2,424
--------- -------
OTHER INCOME (EXPENSE)
Interest expense (2,334) (113)
Interest income 8 63
-------- -------
(2,326) ( 50)
-------- -------
INCOME (LOSS) BEFORE INCOME TAXES (64) 2,374
PROVISION FOR INCOME TAXES 1,840 1,424
--------- -------
NET INCOME (LOSS) $(1,904) $ 950
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EARNINGS (LOSS) PER COMMON SHARE:
Basic $ (.14) $ .07
Diluted (.14) .07
AVERAGE COMMON SHARES OUTSTANDING:
Basic 13,852 13,845
Diluted 13,852 13,912
EXHIBIT 99.3
ATWOOD OCEANICS, INC. AND SUBSIDIARIES
ANALYSIS OF CONTRACT REVENUES
AND DRILLING COSTS
FOR THE QUARTER ENDED DECEMBER 31, 2003
(Unaudited)
CONTRACT CONTRACT
DRILLING DRILLING
REVENUES COSTS
--------------- ----------------
(In Millions)
ATWOOD FALCON $ 6.0 $ 2.4
VICKSBURG 5.8 2.2
SEAHAWK 5.2 2.1
ATWOOD EAGLE 4.7 3.8
ATWOOD BEACON 4.3 2.2
ATWOOD SOUTHERN CROSS 3.9 4.4
ATWOOD HUNTER 2.7 2.9
RICHMOND 2.2 1.9
OTHER 0.5 0.6
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$35.3 $22.5
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EXHIBIT 99.4
ATWOOD OCEANICS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In thousands)
DEC. 31, 2003 SEP. 30, 2003
(Unaudited)
ASSETS
CURRENT ASSETS:
Cash and cash equivalents $19,253 $21,551
Accounts receivable 20,779 30,864
Income tax receivable 3,278 3,278
Inventories of materials and supplies
at lower of average cost or market 12,076 12,583
Deferred tax assets 550 550
Prepaid expenses and other 6,410 7,186
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Total Current Assets 62,346 76,012
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PROPERTY AND EQUIPMENT:
Drilling vessels, equipment and drill pipe 629,796 629,167
Other 9,079 9,072
--------- --------
638,875 638,239
Less-accumulated depreciation 202,974 195,137
--------- --------
Net Property and Equipment 435,901 443,102
--------- --------
DEFERRED COSTS AND OTHER ASSETS 3,761 3,560
--------- --------
$502,008 $522,674
========= ========
LIABILITIES AND SHAREHOLDERS'
EQUITY
CURRENT LIABILITIES:
Current maturities of notes payable $27,000 $24,000
Accounts payable 3,747 10,403
Accrued liabilities 8,530 8,851
Deferred Credits 1,500 6,695
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Total Current Liabilities 40,777 49,949
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LONG-TERM NOTES PAYABLE,
net of current maturities: 172,000 181,000
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172,000 181,000
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OTHER LONG TERM LIABILITIES
Deferred income taxes 20,618 21,218
Deferred credits and other 7,041 7,040
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27,659 28,258
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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 13,852,000 issued and outstanding 13,852 13,851
Paid-in capital 57,412 57,404
Retained earnings 190,308 192,212
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Total Shareholders' Equity 261,572 263,467
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$502,008 $522,674
========== =========
EXHIBIT 99.5
ATWOOD OCEANICS, INC. AND SUBSIDIARIES
CONTRACT STATUS SUMMARY
AT JANUARY 29, 2004
NAME OF RIG LOCATION CUSTOMER CONTRACT STATUS
----------------- -------- --------------- ---------------------
SEMISUBMERSIBLES -
------------------
ATWOOD FALCON JAPAN JAPAN ENERGY DEVELOPMENT In January 2004, the rig commenced its two-well
CO. LTD. ("JED") drilling program for JED. The drilling program is
estimated to take approximately 100 to 120 days to
complete. Immediately upon completing the JED
contract, the rig will be moved to China to drill one
well for Husky Oil China Ltd.
ATWOOD HUNTER EGYPT BURULLUS GAS CO. On December 31, 2003 the rig commenced a drilling
("BURULLUS") program for Burullus which includes ten firm wells
plus options to drill six additional wells. The
drilling of the ten firm wells are expected to take
around 400 days to complete, and if all the option
wells are drilled, the contract could extend for
approximately 550 days.
ATWOOD EAGLE MOBILIZING TO BHP BILLITON PETROLEUM The rig is currently being mobilized to Australia,
AUSTRALIA PTY. LTD. ("BHP") AND with anticipated arrival around February 15, 2004.
APACHE ENERGY LIMITED The Company has commitments from BHP and Apache to
("APACHE") drill three firm wells plus options to drill an
additional four wells. Drilling of the three firm
wells (expected to commence around March 1, 2004) is
expected to take three to four months to complete.
Drilling contracts with BHP and Apache should be
formalized in early February 2004.
SEAHAWK MALAYSIA EXXONMOBIL EXPLORATION & The rig's current contract terminates in December
PRODUCTION MALAYSIA 2004, with an option for the operator to extend.
INC. ("EMEPMI") 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 INDIA The rig is currently idle in India while waiting for
its next contract opportunity. Contract opportunities
for additional work are being pursued in India,
Malaysia and other areas of Southeast Asia.
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, 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 drilling
PRODUCTION MALAYSIA INC. program (with an option by EMEPMI for one additional
("EMEPMI") year), with EMEPMI having the right to terminate the
drilling program after one year. The estimated
completion date of the current platform is around May
1, 2004.
ATWOOD BEACON MALAYSIA PETRONAS CARIGALI SDN. In early August 2003, the rig commenced working under
BHD. ("PETRONAS") a contract with Murphy Sarawak Oil Company, Ltd.
("Murphy") which provided for the drilling of three
firm wells plus options to drill five additional wells
off the coast of Malaysia. Murphy exercised its
option to extend the contract for the additional five
wells and then assigned four of the option wells to
Petronas. Petronas has awarded the rig four more firm
wells for a current total of eight wells to be
drilled. Petronas is presently drilling its second
well. Drilling of the eight wells is expected to take
until June/July 2004. Contract opportunities for
additional work following completion of the Petronas
contract are being pursued in Malaysia as well as
other areas outside of Malaysia.
SUBMERSIBLE -
-------------
RICHMOND UNITED STATES UNION OIL COMPANY OF In September 2003, the rig commenced a two-well plus
GULF OF MEXICO CALIFORNIA ("UNOCAL") one option well contract for UNOCAL. UNOCAL has
exercised the option well and in addition, has awarded
the rig two more firm wells providing for a total of
five wells to be drilled under the contract. The
drilling of the five wells is expected to take until
around March/April 2004.
MODULAR PLATFORMS -
-------------------
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.