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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 30, 2002
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
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ITEM 7. EXHIBITS
EXHIBIT 99.1 PRESS RELEASE DATED APRIL 30, 2002
EXHIBIT 99.2 CONSOLIDATED STATEMENT OF OPERATIONS FOR THE THREE
MONTHS AND SIX MONTHS ENDED MARCH 31, 2001 AND 2000
EXHIBIT 99.3 ANALYSIS OF CONTRACT REVENUES AND DRILLING COSTS FOR
THE QUARTER AND SIX MONTHS ENDED MARCH 31, 2001
EXHIBIT 99.4 CONSOLIDATED BALANCE SHEETS AT MARCH 31, 2001 AND
SEPTEMBER 30, 2001
EXHIBIT 99.5 CONTRACT STATUS SUMMARY AT APRIL 30, 2002
ITEM 9. REGULATION FD DISCLOSURE
ON APRIL 30, 2002, THE COMPANY ANNOUNCED ITS EARNINGS FOR THE FISCAL YEAR
2002 SECOND QUARTER ENDED MARCH 31, 2002. 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.
ADDITIONAL INFORMATION WITH RESPECT TO THE COMPANY'S CONSOLIDATED
STATEMENTS OF OPERATIONS FOR THE THREE MONTHS AND SIX MONTHS ENDED MARCH 31,
2002 AND 2001, AN ANALYSIS OF CONTRACT REVENUES AND DRILLING COSTS FOR THE
QUARTER AND SIX MONTHS ENDED MARCH 31, 2001, CONSOLIDATED BALANCE SHEETS AT
MARCH 31, 2001 AND SEPTEMBER 30, 2001 AND CONTRACT STATUS SUMMARY AT APRIL 30,
2002 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 in upgrade to the Company's rigs; competition;
operating risks; risks involved in foreign operations; risks associated with
possible disruption in operations due to terrorism; 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, 2001, 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 30, 2002
EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
---------- -----------
99.1 Press Release dated April 30, 2002
99.2 Consolidated Statements of Operations for
the Three Months and Six Months ended March 31, 2002 and 2001
99.3 Analysis of Contract Revenues and Drilling Costs for the quarter
and six months ended March 31, 2002
99.4 Consolidated Balance Sheets at March 31, 2002 and
September 30, 2001
99.5 Contract Status Summary at April 30, 2002
EXHIBIT 99.1
HOUSTON, TEXAS
30 APRIL 2002
FOR IMMEDIATE RELEASE
FOR IMMEDIATE RELEASE:
ATWOOD OCEANICS, INC., HOUSTON-BASED INTERNATIONAL DRILLING CONTRACTOR
ANNOUNCED TODAY THAT THE COMPANY AND ITS SUBSIDIARIES REPORTED A NET INCOME OF
USD 6,830,000 OR USD .49 PER DILUTED SHARE, ON CONTRACT REVENUES OF USD
43,740,000 FOR THE QUARTER ENDED MARCH 31, 2002, COMPARED TO A NET INCOME OF USD
6,030,000 OR USD .43 PER DILUTED SHARE, ON CONTRACT REVENUES OF USD 37,294,000
FOR THE QUARTER ENDED MARCH 31, 2001. DURING THE FIRST SIX MONTHS OF 2002, THE
COMPANY RECORDED A NET INCOME OF USD 14,988,000 OR USD 1.08 PER DILUTED SHARE,
ON CONTRACT REVENUES OF USD 80,974,000 COMPARED TO A NET INCOME OF USD
14,070,000 OR USD 1.00 PER DILUTED SHARE, ON CONTRACT REVENUES OF USD 76,818,000
IN THE FIRST SIX MONTHS OF 2001.
COMPARED FIGURES ARE AS FOLLOWS:
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FOR THE QUARTER ENDED MARCH 31: 2002 2001
---- ----
CONTRACT REVENUES USD 43,740,000 USD 37,294,000
INCOME BEFORE INCOME TAXES 10,715,000 9,777,000
NET INCOME 6,830,000 6,030,000
EARNINGS PER COMMON SHARE -
BASIC .49 .44
DILUTED .49 .43
WEIGHTED AVERAGE SHARES
OUTSTANDING -
BASIC 13,834,000 13,826,000
DILUTED 13,977,000 14,069,000
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FOR THE SIX MONTHS ENDED MARCH 31: 2002 2001
---- ----
CONTRACT REVENUES USD 80,974,000 USD 76,818,000
INCOME BEFORE INCOME TAXES 23,102,000 22,332,000
NET INCOME 14,988,000 14,070,000
EARNINGS PER COMMON SHARE -
BASIC 1.08 1.02
DILUTED 1.08 1.00
WEIGHTED AVERAGE SHARES OUTSTANDING -
BASIC 13,835,000 13,824,000
DILUTED 13,941,000 14,048,000
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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,
--------------------- ---------------------
2002 2001 2002 2001
------- -------- -------- ------
(Unaudited) (Unaudited)
REVENUES:
Contract drilling $43,740 $37,294 $80,974 $76,818
------- ------- ------- -------
COSTS AND EXPENSES:
Contract drilling 23,205 18,202 39,419 35,776
Depreciation 6,720 6,627 12,543 13,261
General and administrative 2,494 2,371 5,164 4,736
------- ------- ------- -------
32,419 27,200 57,126 53,773
------- ------- ------- -------
OPERATING INCOME 11,321 10,094 23,848 23,045
------- ------- ------- -------
OTHER INCOME (EXPENSE)
Interest expense (683) (834) (886) (1,800)
Interest income 77 517 140 1,087
------- ------- ------- -------
(606) (317) (746) (713)
------- ------- ------- -------
INCOME BEFORE INCOME TAXES 10,715 9,777 23,102 22,332
PROVISION FOR INCOME TAXES 3,885 3,747 8,114 8,262
------- ------- ------- --------
NET INCOME $ 6,830 $ 6,030 $14,988 $14,070
======= ======= ======= =======
EARNINGS PER SHARE
Basic $ .49 $.44 $ 1.08 $1.02
Diluted $ .49 $.43 $ 1.08 $1.00
WEIGHTED AVERAGE NUMBER OF
COMMON SHARES OUTSTANDING
Basic 13,834 13,826 13,855 13,824
Diluted 13,978 14,069 13,948 14,048
(Contract drilling revenues and contract drilling costs for 2001 reflect
the gross-up of mobilization revenues and costs, which were reported on a net
basis prior to the adoption of Staff Accounting Bulletin 101 in the fourth
quarter of 2001.)
EXHIBIT 99.3
ATWOOD OCEANICS, INC. AND SUBSIDIARIES
ANALYSIS OF CONTRACT REVENUES
AND DRILLING COSTS
(Unaudited)
FOR THE QUARTER ENDED MARCH 31, 2002
------------------------------------
CONTRACT CONTRACT
DRILLING DRILLING
REVENUES COSTS
----------- ------------
(In Millions)
ATWOOD FALCON $8.8 $2.7
SEAHAWK 5.2 2.0
ATWOOD EAGLE 8.0 4.5
ATWOOD HUNTER 9.0 4.3
ATWOOD SOUTHERN CROSS 5.3 2.5
VICKSBURG 5.8 2.3
RICHMOND 1.0 3.4
OTHER 0.6 1.5
----- -----
$43.7 $23.2
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FOR THE SIX MONTHS ENDED MARCH 31, 2002
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CONTRACT CONTRACT
DRILLING DRILLING
REVENUES COSTS
----------- ------------
(In Millions)
ATWOOD FALCON $18.3 $4.9
SEAHAWK 10.8 4.1
ATWOOD EAGLE 13.3 7.8
ATWOOD HUNTER 11.0 5.0
ATWOOD SOUTHERN CROSS 11.2 5.0
VICKSBURG 11.0 4.5
RICHMOND 4.3 5.3
OTHER 1.1 2.8
--- ------
$81.0 $ 39.4
===== ======
ATWOOD OCEANICS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In Thousands)
MAR. 31,2002 SEP. 30, 2001
(Unaudited)
ASSETS
CURRENT ASSETS:
Cash and cash equivalents $ 27,763 $ 12,621
Accounts receivable 38,373 19,815
Inventories of materials and supplies
at lower of average cost or market 9,197 9,111
Deferred tax assets 780 780
Prepaid expenses 2,370 3,394
-------- -------
Total Current Assets 78,483 45,721
-------- -------
PROPERTY AND EQUIPMENT:
Drilling vessels, equipment and drill pipe 532,600 497,821
Other 9,076 8,768
-------- -------
541,676 506,589
Less-accumulated depreciation 212,746 200,335
------- -------
Net Property and Equipment 328,930 306,254
------- -------
DEFERRED COSTS AND OTHER ASSETS 3,889 1,903
------- -------
411,302 353,878
======= =======
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:
Current maturities of notes payable --- ---
Accounts payable 4,474 8,055
Accrued liabilities 18,604 12,609
------- -------
Total Current Liabilities 23,078 20,664
------- -------
LONG-TERM NOTES PAYABLE,
net of current maturities: 100,000 60,000
------- -------
100,000 60,000
------- -------
DEFERRED CREDITS:
Income taxes 15,100 13,600
Other 10,443 11,978
------- -------
25,543 25,578
------- -------
SHAREHOLDER'S EQUITY
Preferred stock no par value;
1,000,000 shares authorized, none outstanding --- ---
Common stock, $1 par value, 20,000,000 shares
authorized with 13,836,000 and 13,832,000 issued
and outstanding at Mar. 31, 2002 and Sep. 30, 2001,
respectively 13,836 13,832
Paid-in capital 57,128 57,075
Retained earnings 191,717 176,729
------- -------
Total Shareholders' Equity 262,681 247,636
------- -------
$411,302 $353,878
======== ========
EXHIBIT 99.5
ATWOOD OCEANICS, INC. AND SUBSIDIARIES
CONTRACT STATUS SUMMARY
AT APRIL 30, 2002
NAME OF RIG LOCATION CUSTOMER CONTRACT STATUS
------------- -------- -------- ---------------
SEMISUBMERSIBLES -
-------------------
ATWOOD FALCON PREPARING TO SARAWAK SHELL The rig is preparing to move from the Phillipines
MOVE TO MALAYSIA BERHAD/SABAH SHELL to Malaysia to commence a drilling program for
FROM THE PETROLEUM COMPANY Sarawak Shell Berhad and Sabah Shell Petroleum
PHILLIPINES LTD.. Company Ltd. ("Shell"). The drilling contract
includes five firm wells (which could keep the rig
employed into the fourth quarter of fiscal 2002)
plus provides Shell with options to drill five
additional wells.
ATWOOD HUNTER EGYPT BURULLUS GAS COMPANY The rig commenced in December 2001 an eleven-well
drilling program estimated to take between 280 and
340 days to complete.
ATWOOD EAGLE SHIPYARD IN GREECE The rig is currently undergoing an approximate $90
million water-depth upgrade and refurbishment. The
upgrade should take approximately six months
shipyard time to complete (October/November 2002).
Contract opportunities to commence following the
rig's upgrade are being pursued internationally.
SEAHAWK MALAYSIA EXXONMOBIL The rig's current contract terminates in December
EXPLORATION & 2003, with an option for the Operator to extend.
PRODUCTION MALAYSIA
INC.
ATWOOD SOUTHERN MEDITERRANEAN SEA SAMEDAM, The rig has contractual commitments in Israel which
CROSS MEDITERRANEAN SEA should keep the rig employed into the fourth
INC. quarter of fiscal 2002.
SEASCOUT UNITED STATES The SEASCOUT was purchased in December 2000 for
GULF OF MEXICO future conversion to a tender-assist unit, similar
to the SEAHAWK, once an acceptable contract
opportunity is secured.
CANTILEVER JACK-UPS -
----------------------
VICKSBURG MALAYSIA - CARIGALI - TRITON The rig commenced a drilling program in October 2001 which
THAILAND JOINT OPERATING COMPANY could include up to 31 wells (completion of which should extend
DEVELOPMENT AREA ("CTOC") into fiscal 2003). CTOC has the option of canceling the
contract at any time after giving a sixty-day written notice
of termination.
ATWOOD BEACON UNDER CONSTRUCTION The Company expects the construction of this ultra-premium
jack-up drilling unit to be completed in June 2003.
SUBMERSIBLE -
--------------
RICHMOND UNITED STATES EL PASO PRODUCTION The drilling unit is currently in the process of
GULF OF MEXICO OIL & GAS completing some general maintenance and painting at
a dockside location. Upon completion of this scheduled
work (early May 2002), the rig will commence drilling a
one-well (estimated to take between 70 and 90 days
to complete) plus an one-option well program in the US Gulf
of Mexico.
MODULAR PLATFORMS -
-------------------
RIG-200 AUSTRALIA The rig is available for contract since it became idle
in June 1999.
MANAGEMENT/LABOR CONTRACTS
--------------------------
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.
The Company is involved in maintenance of the two rigs
for future drilling programs.