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Form 8-K ATWOOD OCEANICS INC For: Feb 02

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February 2, 2016 4:38 PM EST


 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 2, 2016

ATWOOD OCEANICS, INC.
(Exact name of registrant as specified in its charter)

Texas
1-13167
74-1611874
(State or other jurisdiction of incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)


15011 Katy Freeway, Suite 800, Houston, Texas
77094
(Address of principal executive offices)
(Zip Code)
 
 
 
 
 Registrant’s telephone number, including area code: (281) 749-7800
 
 
N/A
 
 
(Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report)
 


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:

¨ 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))

 






ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

Our press release dated February 2, 2016, concerning financial results for the first quarter ended December 31, 2015, furnished as Exhibit 99.1, is incorporated herein by reference.

SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(d)
EXHIBITS

The exhibits to this report furnished pursuant to item 9.01 are as follows:

99.1
Press Release dated February 2, 2016.






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)
Date: February 2, 2016


 
/s/ Mark W. Smith
 
Mark W. Smith
 
Senior Vice President and Chief Financial Officer





EXHIBIT INDEX


EXHIBIT NO
DESCRIPTION
 
 
99.1
 
Press Release dated February 2, 2016






Exhibit 99.1
Houston, Texas
February 2, 2016

FOR IMMEDIATE RELEASE - EARNINGS

HOUSTON, February 2, 2016 -- Atwood Oceanics, Inc. (NYSE: ATW) ("Company"), announced today that it had earned net income of $39.1 million or $0.60 per diluted share, on revenues of $307.8 million for the quarter ended December 31, 2015, compared to net income of $150.7 million or $2.32 per diluted share on revenues of $363.2 million for the quarter ended September 30, 2015 and compared to net income of $46.2 million or $0.71 per diluted share, on revenues of $351.7 million for the quarter ended December 31, 2014.

During the quarter ended December 31, 2015, the Company recorded a non-cash impairment charge of approximately $64.7 million ($64.7 million, net of tax, or $1.00 per diluted share) related to the Atwood Falcon. During the quarter ended December 31, 2014, the Company recorded a non-cash impairment charge of approximately $60.8 million ($56.1 million, net of tax, or $0.86 per diluted share) related to the Atwood Hunter. Additionally, during the quarter ended December 31, 2015, we recorded other income of approximately $18 million ($18 million, net of tax, or $0.28 per diluted share) for expected insurance recoveries related to cyclone damage to the Atwood Osprey.

 
For the Three Months Ended
 
(Unaudited)
(In thousands, except per share amounts)
December 31,
2015
 
September 30,
2015
 
December 31,
2014
Revenues
$
307,819

 
$
363,176

 
$
351,726

Income before Income Taxes
50,295

 
166,115

 
55,340

Provision for Income Taxes
(11,214
)
 
(15,421
)
 
(9,122
)
Net Income
$
39,081

 
$
150,694

 
$
46,218

 
 
 
 
 
 
Earnings per Common Share -
 
 
 
 
 
Basic
$
0.60

 
$
2.33

 
$
0.72

Diluted
$
0.60

 
$
2.32

 
$
0.71




5


ATWOOD OCEANICS, INC. AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

 
Three Months Ended December 31,
(In thousands, except per share amounts)
2015
 
2014
REVENUES:
 
 
 
Contract drilling
$
294,615

 
$
336,761

Revenues related to reimbursable expenses
13,204

 
14,965

Total revenues
307,819

 
351,726

 
 
 
 
COSTS AND EXPENSES:
 
 
 
Contract drilling
130,652

 
136,465

Reimbursable expenses
8,286

 
11,907

Depreciation
42,827

 
44,575

General and administrative
15,177

 
17,409

Asset impairment
64,724

 
60,777

Loss on sale of equipment
77

 
9,806

 
261,743

 
280,939

 
 
 
 
OPERATING INCOME
$
46,076

 
$
70,787

 
 
 
 
OTHER INCOME (EXPENSE):
 
 
 
Interest expense, net of capitalized interest
(13,761
)
 
(15,504
)
Interest income
4

 
57

Other income
17,976

 
—

 
4,219

 
(15,447
)
 
 
 
 
INCOME BEFORE INCOME TAXES
50,295

 
55,340

PROVISION FOR INCOME TAXES
11,214

 
9,122

NET INCOME
$
39,081

 
$
46,218

 
 
 
 
EARNINGS PER COMMON SHARE:
 
 
 
Basic
$
0.60

 
$
0.72

Diluted
$
0.60

 
$
0.71

WEIGHTED AVERAGE COMMON SHARES OUTSTANDING:
 
 
 
Basic
64,765

 
64,405

Diluted
64,921

 
65,015


6


ATWOOD OCEANICS, INC. AND SUBSIDIARIES
UNAUDITED ANALYSIS OF REVENUES AND DRILLING COSTS

 
REVENUES
 
Three Months Ended
(In millions)
December 31,
2015

September 30,
2015

December 31,
2014
Ultra-Deepwater
$
182

 
$
197

 
$
167

Deepwater
72

 
79

 
98

Jackups
41

 
73

 
72

Reimbursable
13

 
14

 
15

 
$
308

 
$
363

 
$
352



 
DRILLING COSTS
 
Three Months Ended
(In millions)
December 31,
2015
 
September 30,
2015
 
December 31,
2014
Ultra-Deepwater
$
61

 
$
58

 
$
63

Deepwater
43

 
25

 
41

Jackups
26

 
35

 
31

Reimbursable
8

 
9

 
12

Other
1

 
—

 
1

 
$
139

 
$
127

 
$
148





7


ATWOOD OCEANICS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands, except par value)
December 31,
2015
 
September 30,
2015
 
(Unaudited)
 
 
ASSETS
 
 
 
Cash
$
115,669

 
$
113,983

Accounts receivable, net
249,874

 
311,514

Income tax receivable
9,534

 
8,705

Inventories of materials and supplies, net
117,703

 
137,998

Prepaid expenses, deferred costs and other current assets
24,461

 
33,735

Total current assets
517,241

 
605,935

 
 
 
 
Property and equipment, net
4,208,091

 
4,172,132

 


 


Other receivables
11,831

 
11,831

Deferred income taxes
150

 
150

Deferred costs and other assets
11,133

 
11,285

Total assets
$
4,748,446

 
$
4,801,333

 
 
 
 
LIABILITIES AND SHAREHOLDERS' EQUITY
 
 
 
Accounts payable
$
55,313

 
$
70,161

Accrued liabilities
20,528

 
23,572

Dividends payable
4,858

 
16,164

Interest payable
19,042

 
7,704

Income tax payable
13,264

 
13,906

Deferred credits and other liabilities
3,284

 
3,941

Total current liabilities
116,289

 
135,448

 
 
 
 
Long-term debt
1,608,399

 
1,678,268

Deferred income taxes
988

 
1,658

Deferred credits
309

 
800

Other
38,922

 
37,989

Total long-term liabilities
1,648,618

 
1,718,715

 
 
 
 
Commitments and contingencies
 
 
 
 
 
 
 
Preferred stock, no par value, 1,000 shares authorized, none outstanding
—

 
—

Common stock
64,768

 
64,654

Paid-in capital
214,754

 
213,096

Retained earnings
2,704,219

 
2,670,148

Accumulated other comprehensive loss
(202
)
 
(728
)
Total shareholders' equity
2,983,539

 
2,947,170

Total liabilities and shareholders' equity
$
4,748,446

 
$
4,801,333




8


ATWOOD OCEANICS, INC. AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

 
Three Months Ended December 31,
(In thousands)
2015
 
2014
Cash flows from operating activities:
 
 
 
Net income
$
39,081

 
$
46,218

Adjustments to reconcile net income to net cash provided by operating activities:

 

Depreciation
42,827

 
44,575

Amortization
1,250

 
2,504

Provision for doubtful accounts
757

 
—

Deferred income tax benefit
(714
)
 
(3,380
)
Share-based compensation expense
2,371

 
4,024

Asset impairment
64,724

 
60,777

Loss on sale of assets
77

 
9,806

Changes in assets and liabilities:


 


Accounts receivable
60,883

 
27,965

Income tax receivable
(829
)
 
(717
)
Inventories of materials and supplies
1,628

 
(6,771
)
Prepaid expenses, deferred costs and other current assets
7,462

 
5,095

Deferred costs and other assets
(1,050
)
 
62

Accounts payable
(8,220
)
 
(14,248
)
Accrued liabilities
8,570

 
14,866

Income tax payable
(642
)
 
(1,333
)
Deferred credits and other liabilities
1,973

 
5,263

Net cash provided by operating activities
220,148

 
194,706

 
 
 
 
Cash flows from investing activities:
 
 
 
Capital expenditures
(131,547
)
 
(149,042
)
Proceeds from sale of assets
—

 
1,348

Net cash used in investing activities
(131,547
)
 
(147,694
)
 
 
 
 
Cash flows from financing activities:
 
 
 
Proceeds from issuance of long-term debt
45,000

 
—

Principal payments on long-term debt
(115,000
)
 
—

Repayments on short-term debt, net
—

 
(5,931
)
Dividends paid
(16,316
)
 
—

Proceeds (payments) related to exercise of stock options
(599
)
 
784

Debt issuance costs paid
—

 
(142
)
Net cash used by financing activities
(86,915
)
 
(5,289
)
Net increase in cash and cash equivalents
1,686

 
41,723

Cash and cash equivalents, at beginning of period
113,983

 
80,080

Cash and cash equivalents, at end of period
$
115,669

 
$
121,803

 
 
 
 
Non-cash activities:
 
 
 
Increase decrease in accrued liabilities relate to capital expenditures
$
10,530

 
$
(4,525
)
Change in dividends payable
4,858

 
—





9


Atwood Oceanics, Inc. is a leading offshore drilling company engaged in the drilling and completion of exploration and development wells for the global oil and gas industry. The Company currently owns 11 mobile offshore drilling units and is constructing two ultra-deepwater drillships. The Company was founded in 1968 and is headquartered in Houston, Texas. Atwood Oceanics, Inc. common stock is traded on the New York Stock Exchange under the symbol "ATW." For more information about the Company, please visit www.atwd.com.

Conference Call

The Company has scheduled a conference call and webcast related to its first quarter 2016 results on Wednesday, February 3, 2016, at 10:00 A.M EDT. Interested parties are invited to listen to the call by dialing 1-800-894-5910, or internationally 1-785-424-1052, Conference ID - Atwood, Password 46118. Interested parties may also listen over the Internet through a link posted in the Investor Relations section of the Company's Web site.  

A replay of the conference call will be available on the Company's Web site following the end of the live call.

Contact: Mark W. Smith
Senior Vice President and Chief Financial Officer
(281) 749-7840


10

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