Key Energy Services Announces Third Quarter 2009 Results and Credit Facility Amendment

October 28, 2009 7:29 PM EDT

HOUSTON, Oct. 28 /PRNewswire-FirstCall/ -- Key Energy Services, Inc. (NYSE: KEG) announced its results for the quarter ended September 30, 2009 and an amendment to its credit facility. The company's earnings conference call will be held tomorrow at 9:30 a.m. CDT.

Third Quarter Results

For the third quarter of 2009, Key Energy Services reported revenue of $237.7 million and a net loss of $124.9 million, or $1.03 per fully diluted share. The net loss includes previously announced pre-tax charges of $159.8 million for rig retirements and asset impairments. Excluding these items, the net loss for the third quarter of 2009 was $24.1 million, or $0.20 per fully diluted share. Revenue declined 1.6% from the previous quarter, and 55.6% from last year's third quarter.

Comparatively, the average Baker Hughes U.S. land rig count increased 6% from the previous quarter, and was down 51% from last year's third quarter.

The following table sets forth data for the third quarter and prior periods:


                                              Three Months Ended
                                             --------------------
                                      September      June 30,       September
                                      30, 2009         2009         30, 2008
                                    -----------     ---------     -----------
                                       (in millions, except per share data)
                                                  (unaudited)

     Revenues                           $237.7         $241.5         $535.6
     (Loss) income attributable
      to common stockholders           $(124.9)        $(18.5)         $48.5
     Diluted (loss)
      earnings per share                $(1.03)        $(0.15)         $0.39
     Adjusted EBITDA
      (defined below)                    $16.7          $22.2         $130.9

Key's Well Servicing segment reported third quarter revenue of $194.1 million, down 2% from $197.9 million generated in the second quarter of 2009. Sequentially, revenue in North America was down 3%, which was offset somewhat by a 6% increase in international revenue. A pre-tax charge of $65.9 million related to the retirement of approximately 250 service rigs is reflected in the operating loss of $58.0 million reported in the Well Servicing segment. Excluding this charge, third quarter operating income was $7.9 million, or 4% of revenue. This compares to operating income of $15.5 million, or 8% of revenue, generated in the second quarter of 2009. Sequential average pricing was down 2.7% in the third quarter compared to the second quarter average, which accounts for a majority of the 400 basis point decline in operating income margins, exclusive of the retirement charge. Pricing appears to have stabilized during the third quarter, consistent with pricing levels experienced late in the second quarter of 2009.

Key's Production Services segment reported revenue of $43.6 million, essentially flat with second quarter 2009 revenues of $43.5 million. A pre-tax charge of $93.9 million, resulting from asset impairments, is reflected in the operating loss of $103.1 million for the third quarter of 2009. Excluding this charge, third quarter 2009 operating loss was $9.2 million, as compared to an operating loss of $8.9 million generated in the second quarter of 2009.

Key's total general and administrative expenses included in its reported segments were $41.1 million during the quarter, a decline of $4.3 million from the second quarter of 2009.

International

On September 1, 2009, Key increased its Russian investment in GeoStream by approximately $16.4 million, resulting in a controlling interest. GeoStream's financial results have been consolidated with Key's beginning September 1, 2009, and are included in its Well Servicing segment. Revenue contributed by GeoStream for the month of September was $1.3 million. Concurrently with the investment, GeoStream paid Key a down payment of approximately $16.0 million towards the purchase of equipment from Key, including two workover rigs, two drilling rigs, associated support equipment, cementing equipment and fishing tools. Delivery of this equipment to Russia is scheduled to be completed over the first and second quarters of 2010.

The company has delivered the previously announced three additional service rigs to its operations in Mexico; these rigs will begin working by the end of 2009. In Argentina, revenue in the third quarter of 2009 was up slightly as the market experienced modest recovery towards the end of the quarter; however, labor issues continued to negatively impact earnings.

Liquidity and Capital Expenditures; Credit Agreement Amendment

Total capital expenditures were approximately $35.6 million for the third quarter of 2009 and $103.0 million for the first nine months of 2009. The company expects capital expenditures for the full year 2009 to approximate $125.0 million. The company's consolidated cash balance of $93.1 million includes approximately $12.0 million of cash in GeoStream's bank accounts.

On October 27, 2009, Key entered into an amendment to its senior secured revolving credit facility due 2012. With the amendment, the company reduced the total available principal amount under the facility from $400.0 million to $300.0 million to reflect the current needs of Key's business. As of October 27, 2009, the company had $87.8 million in outstanding borrowings under the facility and $43.2 million in outstanding letters of credit, leaving, under the amended facility, approximately $169.0 million available to borrow. Concurrently with the amendment process, Key also replaced the commitment held by Lehman Commercial Paper, Inc. with a new lender so the $300.0 million commitment will be fully available. The company retained the $100.0 million accordion feature in the credit facility, allowing for an increase in the facility subject to lenders' approval, should Key's future needs and economic conditions warrant. Among other modifications, the amendment removed the requirement to maintain a ratio of maximum consolidated debt to EBITDA (as defined in the credit facility), and replaced it with a requirement to maintain a 45% consolidated debt to capitalization ratio together with a requirement to maintain a minimum ratio of senior secured debt to EBITDA (as defined in the credit facility). In addition, certain other covenants were modified which will increase Key's ability to invest internationally.

Commenting on the credit facility amendment, Dick Alario, Chairman, President and CEO, stated, "We are very pleased with the credit facility amendment, which provides increased flexibility necessary to manage the company through this down-cycle without compromising our ability to pursue growth opportunities. I thank our Key team that led this effort and appreciate our bank group's ability to deliver the desired outcome."

Overview and Outlook

Commenting on industry conditions, Alario further stated, "In contrast to ending the second quarter of 2009 after seven months of successive activity and pricing declines, we leave the third quarter at activity levels higher than where we started the quarter and with pricing that appears to have found bottom. We remain guarded about the rate of improvement in our North American oil markets; however, we are encouraged by our recent activity increases. Meanwhile, our international expansion effort continues to gain momentum. In addition to successfully increasing our market presence in Mexico, new equipment will begin arriving in Russia in the fourth quarter and should start working early in 2010."

Conference Call

Key will hold an investor conference call tomorrow, October 29, 2009, at 9:30 a.m. CDT. To access the call, which is open to the public, please call the conference call operator at the following number: (888) 794-4637 and ask for the "Key Energy Services Conference Call." International callers should dial (660) 422-4879. The conference call will also be available on the web. To access the webcast, go to www.keyenergy.com and select "Investor Relations." A replay of the conference call will be available beginning October 29, 2009, at 1:00 p.m. CDT and will be available for one week. To access the replay, please call (800) 642-1687. The access code for the replay is 36015253.

Condensed Consolidated Statements of Operations (in thousands, except per share amounts):


                                   Three Months Ended     Nine Months Ended
                                      September 30,         September 30,
                                  -------------------    ------------------
                                     2009      2008       2009        2008
                                     ----      ----       ----        ----
                                                  (unaudited)

     REVENUES                      $237,671  $535,620   $811,118  $1,494,022

     COSTS AND EXPENSES:
       Direct
        operating
        expenses                    179,901   342,195    580,981     946,324
       Depreciation and
        amortization expense         44,477    42,676    132,424     124,923
       General and
        administrative
        expenses                     41,071    62,477    135,172     188,458
       Asset retirements
        and impairments             159,802         -    159,802           -
       Interest expense, net of
        amounts capitalized           9,082    10,475     28,911      30,594
       Loss (gain) on
        disposal of assets,
        net                           1,945    (1,683)     1,284      (2,309)
       Interest income                  (42)     (213)      (459)       (903)
       Other (income)
        expense, net                   (359)    2,152       (789)      1,240
                                       ----     -----       ----       -----
     Total costs and expenses,
      net                           435,877   458,079  1,037,326   1,288,327
                                    -------   -------  ---------   ---------

     (Loss) income before taxes
       and noncontrolling interest (198,206)   77,541   (226,208)    205,695
     Income tax benefit
      (expense)                      73,189   (29,079)    83,622     (78,982)

                                   --------    ------   --------     -------
     Net (Loss) Income             (125,017)   48,462   (142,586)    126,713
                                   --------    ------   --------     -------

     Noncontrolling interest             75         -         75         245

                                  ---------   -------  ---------    --------
     (LOSS) INCOME ATTRIBUTABLE
      TO COMMON STOCKHOLDERS      $(124,942)  $48,462  $(142,511)   $126,958
                                  =========   =======  =========    ========

     (Loss) earnings per share
      attributable to common
      stockholders:
       Basic                         $(1.03)    $0.39     $(1.18)      $1.01
       Diluted                       $(1.03)    $0.39     $(1.18)      $1.00

     Weighted average
      shares outstanding:
       Basic                        121,277   123,518    120,983     125,304
       Diluted                      121,277   125,377    120,983     127,062

Condensed Consolidated Balance Sheets (in thousands):


                                             September 30,  December 31,
                                                  2009         2008
                                              -----------  -------------
                                                     (unaudited)
                    ASSETS

     Current assets:
       Cash and cash equivalents                 $93,083       $92,691
       Accounts receivable, net                  184,913       377,353
       Other current assets                      106,927        89,078
                                                 -------        ------
     Total current assets                        384,923       559,122
                                                 -------       -------

     Property and equipment, net                 871,581     1,051,683
     Goodwill                                    345,228       320,992
     Other intangible assets, net                 45,138        42,345
     Equity-method investments                     5,271        24,220
     Other assets, net                            16,686        18,561

                                              ----------    ----------
     TOTAL ASSETS                             $1,668,827    $2,016,923
                                              ==========    ==========

     LIABILITIES AND STOCKHOLDERS' EQUITY

     Current liabilities:
       Accounts payable                          $41,311       $46,185
       Accrued liabilities and interest          136,946       201,484
       Current portion of long-term debt          23,881        25,704
                                                  ------        ------
     Total current liabilities                   202,138       273,373
                                                 -------       -------

     Long-term debt, less current portion        527,529       633,591
     Deferred tax liabilities                    132,501       188,581
     Other non-current accrued
      liabilities                                 53,181        60,646

     Stockholders' equity                        753,478       860,732

                                              ----------    ----------
     TOTAL LIABILITIES AND STOCKHOLDERS'
      EQUITY                                  $1,668,827    $2,016,923
                                              ==========    ==========

Consolidated Cash Flow Data (in thousands):


                                                  Nine Months Ended
                                                    September 30,
                                                 ------------------
                                                   2009      2008
                                                   ----      ----
                                                     (unaudited)

     Net cash provided by operating activities   $197,581  $240,838
     Net cash used in investing activities        (85,581) (223,065)
     Net cash used in financing activities       (109,100)   (5,391)
     Effect of changes in exchange rates on
      cash                                         (2,508)      326
                                                   ------       ---
     Net increase in cash and cash equivalents        392    12,708
                                                      ---    ------
     Cash and cash equivalents, beginning of
      period                                       92,691    58,503
                                                   ------    ------
     Cash and cash equivalents, end of period     $93,083   $71,211
                                                  =======   =======

Results of Operations by Reportable Segment (in thousands, except for percentages):


    For the Three Months
     Ended September 30, 2009:
                                       Well        Production     Functional
                                     Servicing      Services       Support
                                    ----------    ------------   ------------
                                                   (unaudited)
    Revenues from
     external customers               $194,071        $43,600             $-
    Operating expenses                 186,155         52,819         26,475
    Asset retirements
     and impairments                    65,869         93,933              -
    Operating loss                     (57,953)      (103,152)       (26,475)
    Operating loss as a
     percentage of revenue               -29.9%        -236.6%        n/a
    Operating income
     (loss), excluding
     asset retirements
     and impairments                     7,916         (9,219)       (26,475)
    Operating income (loss),
     excluding asset retirements
     and impairments, as a
     percentage of revenue                 4.1%         -21.1%        n/a


    For the Three Months               Well        Production     Functional
     Ended June 30, 2009:            Servicing      Services       Support
                                    ------------  -----------    -----------
                                                  (unaudited)
    Revenues from
     external customers               $197,945        $43,513             $-
    Operating expenses                 182,423         52,383         27,633
    Operating income (loss)             15,522         (8,870)       (27,633)
    Operating income (loss) as a
     percentage of revenue                 7.8%         -20.4%        n/a


    For the Three Months               Well        Production     Functional
     Ended September 30, 2008:       Servicing      Services        Support
                                    ------------  -----------     -----------
                                                  (unaudited)
    Revenues from
     external customers               $399,586       $136,034             $-
    Operating expenses                 302,225        112,435         32,688
    Operating income (loss)             97,361         23,599        (32,688)
    Operating income as a
     percentage of revenue                24.4%          17.3%        n/a


    For the Nine Months Ended          Well        Production     Functional
     September 30, 2009:             Servicing      Services        Support
                                    ------------   -----------    -----------
                                                   (unaudited)
    Revenues from
     external customers               $648,277       $162,841             $-
    Operating expenses                 583,824        184,490         80,263
    Asset retirements
     and impairments                    65,869         93,933              -
    Operating loss                      (1,416)      (115,582)       (80,263)
    Operating loss as a
     percentage of revenue                -0.2%         -71.0%        n/a
    Operating income
     (loss), excluding
     asset retirements
     and impairments                    64,453        (21,649)       (80,263)
    Operating income (loss),
     excluding asset retirements
     and impairments, as a
     percentage of revenue                 9.9%         -13.3%        n/a


    For the Nine Months Ended          Well        Production     Functional
     September 30, 2008:             Servicing      Services        Support
                                    ------------   -----------    -----------
                                                   (unaudited)
    Revenues from
     external customers             $1,108,958       $385,064             $-
    Operating expenses                 840,724        308,544        110,437
    Operating income (loss)            268,234         76,520       (110,437)
    Operating income as a
     percentage of revenue                24.2%          19.9%        n/a

Below is a reconciliation of loss attributable to common stockholders as reported in accordance with United States generally accepted accounting principles (GAAP) to loss attributable to common stockholders as adjusted by certain non-cash charges (a non-GAAP measure) and loss attributable to common stockholders to Adjusted EBITDA (a non-GAAP measure) as required under Regulation G of the Securities Exchange Act of 1934.

Impact of Certain Non-Cash Charges on Consolidated Loss Attributable to Common Stockholders and Diluted Loss per Share (in thousands, except per share amounts):

(Please note that the earnings per share impacts of the items discussed below may differ for the third quarter and year-to-date periods due to a different number of weighted average shares outstanding for the quarterly and nine month periods).


                                  Three Months Ended September 30, 2009
                             ---------------------------------------------

                               Loss Before         Loss
                               Income Taxes     Attributable
                                   and              to
                              Noncontrolling      Common        Diluted Loss
                                 Interest       Stockholders      per Share
                             ---------------    -------------     ---------
                                                (unaudited)
     As reported                 $(198,206)       $(124,942)        $(1.03)

     Impact of items:

       Rig retirement
        charges                     65,869           41,563           0.34
       Asset impairment
        charges                     93,433           58,956           0.49
       Goodwill
        impairment
        charges                        500              316              -

     Excluding items              $(38,404)        $(24,107)        $(0.20)


                                    Nine Months Ended September 30, 2009
                             ------------------------------------------------
                               Loss Before
                               Income Taxes         Loss
                                   and          Attributable
                              Noncontrolling      to Common      Diluted Loss
                                 Interest       Stockholders      per Share
                             ----------------  ---------------  -------------
                                                 (unaudited)
     As reported                 $(226,208)       $(142,511)        $(1.18)

     Impact of items:

       Rig retirement
        charges                     65,869           41,563           0.34
       Asset impairment
        charges                     93,433           58,956           0.49
       Goodwill
        impairment
        charges                        500              316              -

     Excluding items              $(66,406)        $(41,676)        $(0.35)

Key excludes certain items from net loss attributable to common stockholders because those items are customarily excluded by analysts in published estimates and Key's management believes, for purposes of comparability to financial performance in other periods and to evaluate the company's trends, that it is appropriate for these items to otherwise be excluded. The net loss, as adjusted, should not be considered a substitute for, or superior to, loss attributable to common stockholders as reported in accordance with GAAP.

Reconciliations to Adjusted EBITDA (in thousands, except for percentages):


                    Three               Three             Three
                    Months              Months            Months
                    Ended               Ended              Ended
                 September 30,  % of   June 30,  % of   September 30,  % of
                     2009      Revenue   2009   Revenue    2008       Revenue
                 ------------  ------- -------- ------- ------------- --------
                                         (unaudited)

    (Loss) income
      attributable
      to common
      stockholders  $(124,942) -52.57% $(18,473) -7.65%   $48,462      9.05%
       Interest
        income            (42)  -0.02%     (169) -0.07%      (213)    -0.04%
       Interest
        expense, net
        of amounts
        capitalized     9,082    3.82%   10,181   4.22%    10,475      1.96%
       Income tax
        (benefit)
        expense       (73,189) -30.79%  (10,658) -4.41%    29,079      5.43%
       Depreciation
        and
        amortization
        expense        44,477   18.71%   43,191  17.89%    42,676      7.97%
       Asset
        retirements
        and
        impairments   159,802   67.24%        -   0.00%         -      0.00%
       Noncontrolling
        interest          (75)  -0.03%        -   0.00%         -      0.00%
       Other
        (income)
        expense, net     (359)  -0.15%     (512) -0.21%     2,152      0.40%
      Loss (gain) on
        disposal of
        assets, net     1,945    0.82%   (1,350) -0.56%    (1,683)    -0.31%
                        -----            ------            ------
    Adjusted
     EBITDA           $16,699    7.03%  $22,210   9.20%  $130,948     24.45%
                      =======           =======          ========

"Adjusted EBITDA" is defined as net income (loss) before interest, taxes, depreciation and amortization, and adjusted for impairment charges, other income and expense, gains and losses on the disposal of assets and noncontrolling interest. Management does not include gains or losses on the disposal of assets, impairment charges and other income and expense in its calculations of Adjusted EBITDA, as it believes that they are either non-recurring or not representative of the company's core operations. Other income and expense generally represents the company's minority investments and foreign currency transaction gains and losses. As a minority shareholder in those equity-method investments, the company cannot directly impact the performance of that investment. Further, management believes that most investors exclude impairment charges, noncontrolling interests and gains and losses on the sale of assets from customary EBITDA calculations as those items are often viewed as non-recurring and not reflective of ongoing financial performance.

Adjusted EBITDA is a non-GAAP measure that is used as a supplemental financial measure by the company's management and directors and by external users of the company's financial statements, such as investors, to assess:

    --  The financial performance of the company's assets without regard to
        financing methods, capital structure or historical cost basis;
    --  The ability of the company's assets to generate cash sufficient to pay
        interest on its indebtedness; and

    --  The company's operating performance and return on invested capital as
        compared to those of other companies in the well services industry,
        without regard to financing methods and capital structure.

Adjusted EBITDA has limitations as an analytical tool and should not be considered an alternative to net income, operating income, cash flows from operating activities or any other measure of financial performance or liquidity presented in accordance with GAAP. Adjusted EBITDA excludes some, but not all, items that affect net income and operating income and these measures may vary among other companies. Limitations to using Adjusted EBITDA as an analytical tool include:

    --  Adjusted EBITDA does not reflect Key's current or future requirements
        for capital expenditures or capital commitments;
    --  Adjusted EBITDA does not reflect changes in, or cash requirements
        necessary to service interest or principal payments on Key's debt;
    --  Adjusted EBITDA does not reflect income taxes;
    --  Although depreciation and amortization are non-cash charges, the assets
        being depreciated and amortized will often have to be replaced in the
        future, and Adjusted EBITDA does not reflect any cash requirements for
        such replacements;
    --  Other companies in Key's industry may calculate Adjusted EBITDA
        differently than Key does, limiting its usefulness as a comparative
        measure; and

    --  Adjusted EBITDA is a different calculation from earnings before
        interest, taxes, depreciation and amortization as defined for purposes
        of the financial covenants in the company's senior secured credit
        facility, and therefore should not be relied upon for assessing
        compliance with covenants.

Forward-Looking Statements

This press release contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. These "forward-looking statements" are based on Key's current expectations, estimates and projections about Key, its industry, its management's beliefs and certain assumptions made by management. No assurance can be given that such expectations, estimates or projections will prove to have been correct. Whenever possible, these "forward-looking statements" are identified by words such as "expects," "believes," "anticipates" and similar phrases.

A number of factors could cause actual results to differ materially from the expectations, estimates and projections expressed in this press release, including, but not limited to: risks associated with prolonged poor economic conditions in the United States and globally; availability of credit under Key's revolving credit facility and related liquidity risks, including risks associated with Key's recently amended credit facility; the continued instability of the credit markets; risks affecting activity levels for Key's services, including the decline and instability of commodity prices and changes in the capital budgets of Key's customers; risks related to well service rig retirements, including factors that could impact Key's ability to meet the future demand and the impact of rig capacity in the market generally; risks affecting Key's foreign operations, including expanded operations and investment in the Russian Federation and Mexico, and labor and other issues in Argentina; risks affecting Key's ability to maintain prices for services and manage market pricing pressures; weather risks; and other risks that Key will be unable to achieve financial targets or implement targeted cost reductions.

Given these uncertainties, readers are cautioned not to place undue reliance on such forward-looking statements. Other important risk factors that may affect Key's business, results of operations and financial position are discussed in its most recently filed Annual Report on Form 10-K, recent Quarterly Reports on Form 10-Q, recent Current Reports on Form 8-K and in other Securities and Exchange Commission filings. Unless otherwise required by law, Key also disclaims any obligation to update its view of any such risks or uncertainties or to announce publicly the result of any revisions to the forward-looking statements made here. However, readers should review carefully reports and documents that Key files periodically with the Securities and Exchange Commission

.



    Contact:  Trey Whichard
              (713) 651-4406

SOURCE Key Energy Services, Inc.


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