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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: December 2, 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 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION
On December 2, 2005, the Company announced its earnings for the Fiscal Year
2005 Fourth Quarter and Year ended September 30, 2005. 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 year ended September 30, 2005
and 2004, an analysis of revenues and contract drilling costs for the three
months and year ended September 30, 2005 and consolidated balance sheets at
September 30, 2005 and 2004 are attached hereto as Exhibits 99.2, 99.3 and 99.4,
respectively, which are being furnished; however, should not be deemed to be
filed under Section 18 of the Exchange Act.
ITEM 7.01 REGULATION FD DISCLOSURE
Additional information with respect to the Company's Contract Status
Summary at December 2, 2005 is attached hereto as Exhibit 99.5. Such information
is being furnished under Regulation FD and should not be deemed to be filed
under Section 18 of the Exchange Act.
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 including; 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's annual report on Form 10-K for the year ended September
30, 2004, filed with the Securities and Exchange Commission.
ITEM 9.01 EXHIBITS
EXHIBIT 99.1 PRESS RELEASE DATED DECEMBER 2, 2005
EXHIBIT 99.2 CONSOLIDATED STATEMENT OF OPERATIONS FOR THE THREE MONTHS AND
YEAR ENDED SEPTEMBER 30, 2005 AND 2004
EXHIBIT 99.3 ANALYSIS OF REVENUES AND CONTRACT DRILLING COSTS FOR
THE THREE MONTHS AND YEAR ENDED SEPTEMBER 30, 2005
EXHIBIT 99.4 CONSOLIDATED BALANCE SHEETS AT SEPTEMBER 30, 2005 AND 2004
EXHIBIT 99.5 CONTRACT STATUS SUMMARY AT DECEMBER 2, 2005
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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: December 2, 2005
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EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
99.1 Press Release dated December 2, 2005
99.2 Consolidated Statements of Operations for the Three Months and Year
ended September 30, 2005 and 2004
99.3 Analysis of Revenues and Drilling Costs for the Three Months and Year
ended September 30, 2005
99.4 Consolidated Balance Sheets at September 30, 2005 and 2004
99.5 Contract Status Summary at December 2, 2005
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Houston, Texas
2 December 2005
FOR IMMEDIATE RELEASE
ATWOOD OCEANICS, INC., Houston-based International Drilling Contractor,
announced today that the Company earned net income of $7,021,000 or $.45 per
diluted share, on revenues of $46,124,000 for the quarter ended September 30,
2005, compared to net income of $3,344,000 or $.24 per diluted share, on
revenues of $42,933,000 for the quarter ended September 30, 2004. For the twelve
months ended September 30, 2005, the Company earned net income of $26,371,000 or
$1.69 per diluted share, on revenues of $176,156,000 compared to net income of
$7,587,000 or $.54 per diluted share, on revenues of $163,454,000 for the twelve
months ended September 30, 2004.
In the Company's Form 8-K filed on November 22, 2005, the Company advised
that at this time diluted earnings per share for the quarter ended September 30,
2005 was expected to be between $.20 and $.25. On December 1, 2005, the Company
received notification from the Internal Revenue Service that a previously
reserved $3.3 million U.S. income tax refund the Company had been pursuing for
over two years has been approved for payment. Based upon this approval, the
Company reduced income tax provision by the refund amount for the quarter and
year ended September 30, 2005 and also recorded approximately $300,000 of
interest income relating to the tax refund. This tax refund and related interest
income increased diluted earnings per share for the quarter and year ended
September 30, 2005 by $.22 and $.23, respectively.
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FOR THE THREE MONTHS ENDED SEPTEMBER 30,
2005 2004
----------------- ----------------
Revenues $ 46,124,000 $ 42,933,000
Income before Income Taxes 5,432,000 1,642,000
(Provision) Benefit for Income Taxes 1,589,000 1,702,000
Net Income 7,021,000 3,344,000
Earnings per Common Share -
Basic 0.46 0.24
Diluted 0.45 0.24
Weighted Average Shares
Outstanding -
Basic 15,293,000 13,860,000
Diluted 15,726,000 14,073,000
FOR THE TWELVE MONTHS ENDED SEPTEMBER 30,
2005 2004
----------------- ---------------
Revenues $ 176,156,000 $ 163,454,000
Income before Income Taxes 25,608,000 12,402,000
(Provision) Benefit for Income Taxes 763,000 (4,815,000)
Net Income 26,371,000 7,587,000
Earnings per Common Share -
Basic 1.73 0.55
Diluted 1.69 0.54
Weighted Average Shares
Outstanding -
Basic 15,207,000 13,858,000
Diluted 15,610,000 13,999,000
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 Twelve Months Ended
September 30, September 30,
-------------------------- ---------------------------
2005 2004 2005 2004
(Unaudited) (Unaudited)
REVENUES:
Contract drilling $ 46,124 $ 40,553 $ 168,500 $ 161,074
Business interruption proceeds - 2,380 7,656 2,380
-------- -------- --------- --------
46,124 42,933 176,156 163,454
-------- -------- --------- ---------
COSTS AND EXPENSES:
Contract drilling 28,182 28,417 102,849 98,936
Depreciation 6,806 7,995 26,735 31,582
General and administrative 4,431 2,706 14,245 11,389
-------- -------- --------- ---------
39,419 39,118 143,829 141,907
-------- -------- --------- ---------
OPERATING INCOME 6,705 3,815 32,327 21,547
OTHER INCOME (EXPENSE)
Interest expense (1,694) (2,204) (7,352) (9,202)
Interest income (note 1) 421 31 633 57
-------- -------- -------- ---------
(1,273) (2,173) (6,719) (9,145)
-------- -------- -------- ---------
INCOME BEFORE INCOME TAXES 5,432 1,642 25,608 12,402
PROVISION (BENEFIT) FOR INCOME TAXES (note 1) (1,589) (1,702) (763) 4,815
-------- -------- -------- ---------
NET INCOME $7,021 $3,344 $26,371 $7,587
======== ======== ======== =========
EARNINGS PER COMMON SHARE:
Basic $0.46 $0.24 $1.73 $0.55
Diluted 0.45 0.24 1.69 0.54
AVERAGE COMMON SHARES OUTSTANDING:
Basic 15,293 13,860 15,207 13,858
Diluted 15,726 14,073 15,610 13,999
Note 1 - On December 1, 2005, the Company received notification from
the Internal Revenue Service that a previously reserved $3.3
million U.S. income tax refund the Company had been pursuing for
over two years has been approved for payment. Based upon this
approval, the Company reduced income tax provision by the refund
amount for the quarter and year ended September 30, 2005 and also
recorded approximately $300,000 of interest income relating to the
tax refund. This tax refund and related interest income increased
diluted earnings per share for the quarter and year ended
September 30, 2005 by $.22 and $.23, respectively.
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EXHIBIT 99.3
ATWOOD OCEANICS, INC. AND SUBSIDIARIES
ANALYSIS OF REVENUES AND DRILLING COSTS
(Unaudited)
FOR THE THREE MONTHS ENDED
SEPTEMBER 30, 2005
DRILLING
REVENUES COSTS
-------- --------
(In Millions)
ATWOOD FALCON $ 9.0 $ 4.7
ATWOOD EAGLE 8.0 5.8
ATWOOD BEACON 6.0 2.1
VICKSBURG 5.8 2.2
ATWOOD HUNTER 5.7 3.3
SEAHAWK 4.3 2.6
RICHMOND 3.6 2.3
ATWOOD SOUTHERN CROSS 1.7 1.1
OTHER 2.0 4.1
---- ----
46.1 28.2
==== ====
FOR THE TWELVE MONTHS ENDED
SEPTEMBER 30, 2005
DRILLING
REVENUES COSTS
-------- --------
(In Millions)
ATWOOD EAGLE $ 34.6 $ 21.9
ATWOOD FALCON 29.8 14.6
ATWOOD BEACON 24.2 8.5
VICKSBURG 23.6 8.8
ATWOOD HUNTER 22.1 11.9
SEAHAWK 13.9 9.9
RICHMOND 11.9 8.9
ATWOOD SOUTHERN CROSS 10.8 9.1
OTHER 5.3 9.2
----- -----
176.2 102.8
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EXHIBIT 99.4
ATWOOD OCEANICS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In thousands)
SEP. 30, 2005 SEP. 30, 2004
(Unaudited)
ASSETS
CURRENT ASSETS:
Cash and cash equivalents $18,982 $16,416
Accounts receivable 39,865 32,475
Income tax receivable 3,278 0
Insurance receivable 550 25,433
Inventories of materials and supplies 15,640 12,648
Deferred tax assets 4,310 290
Prepaid expenses and other 10,658 5,704
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Total Current Assets 93,283 92,966
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NET PROPERTY AND EQUIPMENT 399,795 401,141
----------- -----------
DEFERRED COSTS AND OTHER ASSETS 3,846 4,829
----------- -----------
$496,924 $498,936
=========== ===========
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:
Current maturities of notes payable $36,000 $36,000
Accounts payable 6,473 9,398
Accrued liabilities 11,088 13,822
Deferred Credits 2,598 833
----------- -----------
Total Current Liabilities 56,159 60,053
----------- -----------
LONG-TERM NOTES PAYABLE,
net of current maturities: 54,000 145,000
----------- -----------
54,000 145,000
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OTHER LONG TERM LIABILITIES
Deferred income taxes 21,010 18,930
Deferred credits and other 3,258 3,364
----------- -----------
24,268 22,294
----------- -----------
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 15,341,000 issued and outstanding 15,341 13,873
Paid-in capital 120,986 57,917
Retained earnings 226,170 199,799
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Total Shareholders' Equity 362,497 271,589
----------- -----------
$496,924 $498,936
=========== ===========
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EXHIBIT 99.5
ATWOOD OCEANICS, INC. AND SUBSIDIARIES
CONTRACT STATUS SUMMARY
AT December 2, 2005
NAME OF RIG LOCATION CUSTOMER CONTRACT STATUS
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SEMISUBMERSIBLES -
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ATWOOD FALCON JAPAN MALAYSIA The rig is preparing to commence a 3 1/2 year drilling
commitment with Sarawak Shell.
ATWOOD HUNTER EGYPT BURULLUS GAS CO. The rig is currently drilling the first of two (2)
("BURULLUS") wells for Burullus Gas Co. which is expected to be
completed in March/April 2006. Upon completion of
this contract, the rig will commence working under a
two (2) year contract for Woodside Energy Limited.
ATWOOD EAGLE AUSTRALIA WOODSIDE ENERGY, LTD. The rig continues to work under a drilling program for
("WOODSIDE") Woodside. Besides the Woodside drilling program, the
rig has two commitments from BHP Billiton Petroleum
("BHP"). The first BHP drilling program includes one
(1) firm well with an option to drill one (1)
additional well. The rig has been awarded a second
contract by BHP to drill eight (8) firm wells with
options for four (4) additional wells off the
Northwest coast of Australia. If all of the option
wells are drilled, the combined Woodside and BHP
drilling programs could extend into the second half of
fiscal year 2007.
SEAHAWK MALAYSIA SARAWAK SHELL BERHAD / The rig is currently working offshore Malaysia for
SABAH SHELL PETROLEUM Shell under a contract that should extend until the
COMPANY LIMITED ("SHELL") rig commences preparation (estimated March 2006) for
its contract commitment in 2006 for Amerada Hess
Equatorial Guinea, Inc. ("Hess"). The Hess contract is
for a firm period of 730 days with four options of 180
days each.
ATWOOD SOUTHERN CROSS ENROUTE TO THE MALTA SHIPYARD The rig will be in a shipyard for approximately 40
MEDITERRANEAN days for required inspections, Italian certifications
SEA and equipment upgrades prior to drilling two firm
wells for AGIP offshore Italy. The drilling of the two
(2) AGIP wells could take until April/May 2006 to
complete. Immediately upon completion of the AGIP
work, the rig will be relocated to Bulgaria to
commence a three (3) firm wells plus options for two
(2) additional wells drilling program for Melrose
Resources. If all wells are drilled, the drilling
program could extend to six (6) months.
CANTILEVER JACK-UPS -
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VICKSBURG MALAYSIA MYANMAR In November 2005, the rig commenced a two (2) firm
well plus one (1) option well drilling program for
Total Exploration and Production Myanmar ("Total")
offshore Myanmar. Including moving time and assuming
that the option well is drilled, the Total drilling
program should extend into the second quarter of
fiscal year 2006. Upon completion of the Total
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drilling program, the rig will commence a three (3)
firm well plus four (4) option well drilling program
for Petrofac offshore Malaysia. This drilling program
could extend to September/October 2006. Upon
completion of the Petrofac drilling program, the rig
will commence an eight month drilling program for
Chevron Offshore Cambodia.
ATWOOD BEACON VIETNAM HOANG LONG AND HOAN VU The rig continues to work under a drilling program for
JOINT OPERATING COMPANIES Hoang Long which includes the drilling of six (6) firm
("HOANG LONG") wells. The drilling of the six (6) firm wells is
expected to take until May/June 2006 to complete.
Immediately upon completion of the HOANG LONG
contract, the rig will be mobilized to India (after a
brief stopover in Singapore to have its final section
of legs installed) to commence a twenty-five (25)
month contract for Gujarat State Petroleum Corporation
Ltd.
SUBMERSIBLE -
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RICHMOND UNITED STATES HELIS OIL & GAS COMPANY The rig is preparing to commence drilling the eleventh
GULF OF MEXICO ("HELIS") (11) well under the Helis contract. Upon completion of
this well, the rig will have three (3) additional
wells to drill for Helis. The current drilling program
is expected to keep the rig employed until April 2006.
MODULAR PLATFORMS -
-------------------
GOODWYN 'A' /NORTH AUSTRALIA WOODSIDE ENERGY LTD. These are client-owned rigs. The NORTH RANKIN 'A' rig
RANKIN 'A' is presently being refurbished and prepared for an
approximately one-year drilling program estimated to
commence around March 2006. There is currently an
indefinite planned break in drilling activity for
GOODWYN 'A' rig. The Company is involved in minimal
maintenance of these two rigs for future drilling
programs.
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