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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: April 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
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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 APRIL 29, 2003
EXHIBIT 99.2 CONSOLIDATED STATEMENT OF OPERATIONS FOR THE THREE MONTHS AND
SIX MONTHS ENDED MARCH 31, 2003 AND 2002
EXHIBIT 99.3 ANALYSIS OF CONTRACT REVENUES AND DRILLING COSTS FOR
THE THREE MONTHS AND SIX MONTHS ENDED MARCH 31, 2003
EXHIBIT 99.4 CONSOLIDATED BALANCE SHEETS AT MARCH 31, 2003 AND
SEPTEMBER 30, 2002
EXHIBIT 99.5 CONTRACT STATUS SUMMARY AT APRIL 29, 2003
ITEM 9. REGULATION FD DISCLOSURE
On April 29, 2003, the Company announced its earnings for the Fiscal Year
2003 Second Quarter ended March 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 FALCON is drilling the sixth well of an eight well contract with
Woodside. The contract is estimated to be completed in June 2003. Immediately
upon completion of its work in Australia, the rig will be moved to Malaysia to
drill one well for Sarawak Shell. The drilling of the well should commence
around July 1, 2003 and should take approximately 60 days to complete, with a
dayrate of $83,000.
The ATWOOD HUNTER is currently drilling one well for Burullus Gas Company,
which should take until mid-May 2003 to complete. Upon completion of this well,
the rig will move to Israel to drill one well for Samedan, Mediterranean Sea
("Samedan"). The Samedan well should take until the end of July 2003 to complete
and will have a dayrate of $80,000.
The RICHMOND is drilling the first of two firm wells for Ocean Energy, Inc.
These wells should take until the end of June 2003 to complete and will have a
dayrate of $24,000.
The construction of the ATWOOD BEACON continues on schedule. The shipyard
portion of the construction should be completed by May 2003; additional
equipment commissioning and testing may be carried out until July 2003 depending
on the schedule for commencing operations. The Company is in discussion for a
short-term contract for the rig to commence operation in July/August 2003.
Additional information with respect to the Company's Consolidated
Statements of Operations for the three months ended March 31, 2003 and 2002, an
analysis of Contract Revenues and Drilling Costs for the quarter ended March 31,
2003, Consolidated Balance Sheets at March 31, 2003 and September 30, 2002 and
Contract Status Summary at April 29, 2003 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, 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: April 29, 2003
EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
99.1 Press Release dated April 29, 2003
99.2 Consolidated Statements of Operations for the Three Months and
Six Months ended March 31, 2003 and 2002
99.3 Analysis of Contract Revenues and Drilling Costs for the Three
Months and Six Months ended March 31, 2003
99.4 Consolidated Balance Sheets at March 31, 2003 and
September 30, 2002
99.5 Contract Status Summary at April 29, 2003
EXHIBIT 99.1
Houston, Texas
29 April 2003
FOR IMMEDIATE RELEASE
Atwood Oceanics, Inc., Houston-based International Drilling Contractor,
announced today that the Company earned net income of $587,000 or $.04 per
diluted share, on contract revenues of $35,073,000 for the quarter ended March
31, 2003, compared to net income of $6,830,000 or $.49 per diluted share on
contract revenues of $43,740,000 for the quarter ended March 31, 2002. For the
six months ended March 31, 2003, the Company earned net income of $1,537,000 or
$.11 per diluted share, on contract revenues of $64,914,000 compared to net
income of $14,988,000 or $1.07 per diluted share, on contract revenues of
$80,974,000 for the six months ended March 31, 2002.
FOR THE THREE MONTHS ENDED MARCH 31,
2003 2002
----------- ------------
Contract Revenues $35,073,000 $43,740,000
=========== ===========
Income before Income Taxes 1,428,000 10,715,000
Provision for Income Taxes (841,000) (3,885,000)
----------- ------------
Net Income 587,000 6,830,000
=========== ===========
Earnings per Common Share -
Basic .04 .49
Diluted .04 .49
Weighted Average Shares
Outstanding -
Basic 13,845,000 13,834,000
Diluted 13,900,000 13,978,000
FOR THE SIX MONTHS ENDED MARCH 31,
2003 2002
----------- -----------
Contract Revenues $64,914,000 $80,974,000
=========== ===========
Income before Income Taxes 3,802,000 23,102,000
Provision for Income Taxes (2,265,000) (8,114,000)
----------- ------------
Net Income 1,537,000 14,988,000
=========== ===========
Earnings per Common Share -
Basic .11 1.08
Diluted .11 1.07
Weighted Average Shares
Outstanding -
Basic 13,846,000 13,835,000
Diluted 13,903,000 13,948,000
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 Six Months Ended
March 31, March 31,
--------------------------------- --------------------------------
2003 2002 2003 2002
----- ----- ----- -----
(Unaudited) (Unaudited)
REVENUES:
Contract drilling $ 35,073 $ 43,740 $ 64,914 $ 80,974
COSTS AND EXPENSES:
Contract drilling 24,114 23,205 43,459 39,419
Depreciation 5,850 6,720 11,242 12,543
General and administrative 3,119 2,494 5,799 5,164
------- ------- ------- --------
33,083 32,419 60,500 57,126
------- ------- ------- --------
OPERATING INCOME 1,990 11,321 4,414 23,848
------- ------- ------ --------
OTHER INCOME (EXPENSE)
Interest expense (598) (683) (711) (886)
Interest income 36 77 99 140
------- ------ ------ -------
(562) (606) (612) (746)
INCOME BEFORE INCOME TAXES 1,428 10,715 3,802 23,102
PROVISION FOR INCOME TAXES 841 3,885 2,265 8,114
------- ------ ------- -------
NET INCOME $ 587 $ 6,830 $ 1,537 $ 14,988
======= ======== ======== ========
EARNINGS PER SHARE
Basic $ .04 $ .49 $ .11 $ 1.08
Diluted $ .04 $ .49 $ .11 $ 1.07
WEIGHTED AVERAGE NUMBER OF
COMMON SHARES OUTSTANDING
Basic 13,845 13,834 13,846 13,835
Diluted 13,900 13,978 13,903 13,948
EXHIBIT 99.3
ATWOOD OCEANICS, INC. AND SUBSIDIARIES
ANALYSIS OF CONTRACT REVENUES
AND DRILLING COSTS
(Unaudited)
FOR THE THREE MONTHS ENDED MARCH 31, 2003
CONTRACT CONTRACT
DRILLING DRILLING
REVENUES COSTS
-------- --------
(In Millions)
ATWOOD FALCON $ 8.9 $ 5.6
VICKSBURG 5.9 2.3
SEAHAWK 5.8 3.0
ATWOOD SOUTHERN CROSS 5.5 4.2
ATWOOD HUNTER 3.5 3.3
ATWOOD EAGLE 2.9 2.2
RICHMOND 2.1 2.0
OTHER 0.5 1.5
--- ----
$35.1 $24.1
===== =====
FOR THE SIX MONTHS ENDED MARCH 31, 2003
CONTRACT CONTRACT
DRILLING DRILLING
REVENUES COSTS
-------- --------
(In Millions)
ATWOOD FALCON $15.9 $ 9.7
VICKSBURG 12.3 4.8
SEAHAWK 11.0 5.4
ATWOOD HUNTER 9.9 6.8
ATWOOD SOUTHERN CROSS 7.9 8.0
RICHMOND 4.1 4.1
ATWOOD EAGLE 2.9 2.2
OTHER 0.9 2.5
--- ----
$64.9 $43.5
===== =====
EXHIBIT 99.4
ATWOOD OCEANICS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In thousands)
MAR. 31, 2003 SEP. 30, 2002
(Unaudited)
ASSETS
CURRENT ASSETS:
Cash and cash equivalents $15,266 $27,055
Accounts receivable 30,803 28,776
Inventories of materials and supplies
at lower of average cost or market 10,632 9,134
Deferred tax assets 223 223
Prepaid expenses 3,239 6,625
---------- ------------
Total Current Assets 60,163 71,813
---------- ------------
PROPERTY AND EQUIPMENT:
Drilling vessels, equipment and drill pipe 648,850 583,241
Other 9,204 9,156
---------- ------------
658,054 592,397
Less-accumulated depreciation 235,191 224,000
---------- ------------
Net Property and Equipment 422,863 368,397
---------- ------------
DEFERRED COSTS AND OTHER ASSETS 11,990 4,320
---------- ------------
$495,016 $444,530
========== ============
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:
Current maturities of notes payable $1,430 $5,023
Accounts payable 3,028 5,584
Accrued liabilities 11,599 13,809
---------- ------------
Total Current Liabilities 16,057 24,416
---------- ------------
LONG-TERM NOTES PAYABLE,
net of current maturities: 172,500 115,000
---------- ------------
172,500 115,000
---------- ------------
OTHER LIABILITIES
Deferred tax liabilities 15,895 15,545
Deferred credits 12,884 13,436
---------- ------------
28,779 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 March 31, 2003 and September 30, 2002, respectively 13,847 13,845
Paid-in capital 57,282 57,274
Retained earnings 206,551 205,014
---------- ------------
Total Shareholders' Equity 277,680 276,133
---------- ------------
$495,016 $444,530
========== ============
EXHIBIT 99.5
ATWOOD OCEANICS, INC. AND SUBSIDIARIES
CONTRACT STATUS SUMMARY
AT APRIL 29, 2003
NAME OF RIG LOCATION CUSTOMER CONTRACT STATUS
----------- --------- --------- ---------------
SEMISUBMERSIBLES -
------------------
ATWOOD FALCON AUSTRALIA WOODSIDE ENERGY LTD. The rig is drilling its sixth well of an
("WOODSIDE") eight well contract with Woodside. The
contract is estimated to be complete in June
2003. Following completion the rig will be
moved to Malaysia to drill one well for
Sarawak Shell. The drilling of this well
should commence around July 1, 2003 and
should take approximately 60 days to complete.
ATWOOD HUNTER EGYPT BURULLUS GAS The rig is currently drilling a well for
COMPANY ("BURULLUS") Burullus which is expected to be completed in
May 2003. Following completion of the
Burullus work, the rig will be moved to
Israel to drill one well for Samedan,
Mediterranean Sea ("Samedan"). The Samedan
well is estimated to take 70 days to
complete, with Samedan having an option to
drill one additional well at a later date.
ATWOOD EAGLE ANGOLA ESSO EXPLORATION ANGOLA The Company has executed a contract with ESSO
(BLOCK 15) LIMITED for the use of the rig to drill three firm
("ESSO") wells, plus options for four additional
wells, off the coast of Angola. The rig
arrived in Angola on February 18, 2003 and
commenced drilling operations in early March
2003. It should take five to six months to
drill the three firm wells.
SEAHAWK MALAYSIA EXXONMOBIL EXPLORATION & The rig's current contract terminates in
PRODUCTION MALAYSIA INC. December 2003, with an option for the
Operator to extend.
ATWOOD SOUTHERN CROSS MEDITERRANEAN ENI S.P.A. - AGIP The rig is drilling the last well under its
SEA DIVISION ("AGIP") contract with AGIP, which is expected to be
completed in early May 2003. Contract
opportunities for additional work following
completion of the AGIP wells are being
pursued in the Mediterranean Area.
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 early October 2002, the rig commenced a
AND PRODUCTION MALAYSIA two-year drilling program (with an option by
INC. ("EMEPMI") EMEPMI for one additional year), with EMEPMI
having the right to terminate the drilling
program after one year at any time with a 120
days notice period.
ATWOOD BEACON The construction of the ATWOOD BEACON
UNDER continues on schedule. The shipyard portion
CONSTRUCTION of the construction should be completed by
May 2003; additional equipment commissioning
and testing may be carried out until July
2003 depending on the schedule for commencing
operations. The Company is in discussion for
a short-term contract for the rig to commence
operation in July/August 2003.
SUBMERSIBLE -
--------------
RICHMOND UNITED STATES OCEAN ENERGY, INC. The rig is currently drilling the first of
GULF OF MEXICO two firm wells for Ocean Energy, Inc. These
two wells should take until the end of June
2003 to complete. Ocean Energy, Inc. has
four option wells under the contract. The
contract contains a 30-day early termination
provision.
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.