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, 1998
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TRITON ENERGY LIMITED
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(Exact name of registrant as specified in its charter)
Cayman Islands 1-11675 None
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(State or other jurisdiction of (Commission (IRS Employer
incorporation) File Number) Identification No.)
Caledonian House, Mary Street
P.O.Box 1043
George Town
Grand Cayman, Cayman Islands NA
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (345) 949-0050
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N/A
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(Former name or former address, if changed since last report)
ITEM 5. OTHER EVENTS.
On February 2, 1998, Triton Energy Limited (the "Company") issued a Press
Release reporting the sale of its equity interest in the Colombian pipeline
company, Oleoducto Central S.A., a copy of which is filed as an exhibit to
this Current Report on Form 8-K.
On February 3, 1998, the Company issued a Press Release reporting
financial results for the year ended December 31, 1997, a copy of which is
filed as an exhibit to this Current Report on Form 8-K.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
Exhibit No. Description
- ----------- -----------
99.1 Press Release dated February 2, 1998.
99.2 Press Release dated February 3, 1998.
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.
TRITON ENERGY LIMITED
Date: February 13, 1998 By: /s/Robert B. Holland, III
Robert B. Holland, III, Senior Vice
President
EXHIBIT 99.1
TRITON SELLS PIPELINE INTEREST FOR $100 MILLION
DALLAS, TEXAS -- February 2, 1998 - Triton Energy has sold its 9.6% equity
interest in the Colombian pipeline company, Oleoducto Central S.A. (OCENSA),
for $100 million. Net proceeds are approximately $98 million after $2 million
of expenses. The sale results in a $50 million gain (aftertax), or
approximately $1.36 per diluted share, and will be recorded in the first
quarter of 1998.
Triton has retained its transportation rights, or the Company's ability to
ship its share of Cusiana and Cupiagua oil production through the OCENSA
pipeline system, which is based on a separate transportation agreement. Under
the Company's transportation agreement, Triton - as an initial shipper of oil
on the pipeline - retains the right to transport Cusiana light crude through
the system in proportion to its interest in the fields at a preferential
tariff rate.
"We continue our strategy of harvesting nonstrategic assets with the sale of
our equity interest in OCENSA," said Peter Rugg, Triton Senior Vice President
and Chief Financial Officer.
The Company also has entered into an equity swap in order to participate in
the future value of the equity in OCENSA.
"The sale, which is a significant part of our finance plan, better positions
Triton to meet our anticipated funding requirements this year," Rugg
continued.
During the first quarter of 1998, proceeds from the OCENSA sale, cash flow
from Colombian oil production and new bank credit agreements will be used to
prepay Triton's $125 million syndicated revolving credit facility, as well as
provide funds for investments or capital expenditures during the year.
"We anticipate a meaningful increase in operating cash flow from greater oil
production from the Cusiana and Cupiagua fields in Colombia, targeted to reach
500,000 barrels per day in 1998," said Rugg. "In addition, we are
establishing new credit agreements with several banks. To date, $150 million
of these new agreements, which provide more extended terms than our existing
$125 million revolving credit facility, has been signed."
OCENSA was created in 1994 to own, expand, finance and operate the pipeline
and port facilities that transport oil from Colombia's Cusiana and Cupiagua
fields to market. The pipeline system, 30 and 36 inches in diameter, traverses
495 miles (800 kilometers) across Colombia from the Llanos Basin, over the
Eastern Cordillera of the Andes Mountains to the Caribbean port of Covenas.
The pipeline company was formed by Triton, its partners in the Cusiana and
Cupiagua fields - Ecopetrol, British Petroleum and TOTAL - and two Canadian
pipeline companies, IPL Enterprises (Colombia) Inc. and TCPL International
Investments Inc.
Triton Energy Limited (NYSE: OIL) is a Dallas-based international oil and gas
exploration and production company primarily focused on large-scale projects
and exploration opportunities around the world. The Company has major
projects under way in Latin America and Southeast Asia. It is actively
exploring for oil and gas in these areas, as well as in southern Europe,
Africa and the Middle East.
Certain statements in this news release regarding future expectations and
financial performance, including oil production from the Cusiana and Cupiagua
fields, may be regarded as "forward-looking statements" within the meaning of
the U.S. Securities Litigation Reform Act. They are subject to various risks
and uncertainties, such as the timely completion of exploration, appraisal and
development activities. These are discussed in detail in the Company's
Securities and Exchange Commission filings, including the report on Form 10Q
for the quarter ended September 30, 1997. Actual results may vary materially.
###
Contacts: Investors/Financial Community - Crystal C. Bell, 214.691.5200
Media - Sheila Durante, 214.696.7655
For more information about Triton: www.tritonenergy.com or 1.888.OIL.NYSE.
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EXHIBIT 99.2
TRITON ENERGY REPORTS 1997 FINANCIAL RESULTS
DALLAS, TEXAS - February 3, 1998 - Triton Energy reports a 1997 loss of $9.3
million, or a loss of $.25 per diluted share, compared with 1996 earnings of
$21.6 million, or earnings of $.59 per diluted share. Excluding extraordinary
items, 1997 earnings were $5.2 million, or $.14 per diluted share, versus
earnings in 1996 of $22.8 million, or $.62 per diluted share. Results for
both periods are reported after preference dividends.
Total revenues for 1997 were $149.5 million versus 1996 revenues of $134.0
million, a 12% increase.
Production from the Cusiana and Cupiagua fields in Colombia averaged about
220,000 barrels of oil per day (BPD) during 1997, a 26% increase over the
prior year. The successful start-up and operation in the third quarter of two
new 80,000 BPD oil-production units at the Cusiana central processing facility
accounted for the rise in production.
"When construction of the new central processing facility in the Cupiagua
Field is completed and its two 100,000 BPD units are fully operational during
1998, we look forward to oil production from the Cusiana and Cupiagua fields
climbing from the present rate of more than 300,000 BPD to our targeted
500,000 BPD rate," said Peter Rugg, Triton Senior Vice President and Chief
Financial Officer.
FULL-YEAR 1997 VS. 1996 RESULTS
- -----------------------------------
Full-year 1997 results were affected by several factors. Primarily, these
included higher costs associated with the start-up and operation of additional
production and pipeline facilities in Colombia. However, during the start-up
period, these facilities were not utilized to their full capacity. In
addition, deliveries under the forward oil sale rose in 1997 as originally
scheduled, while total production did not rise as much as planned. These
deliveries, booked at $11.56 per barrel, were 29% of Triton's sales volumes in
1997, up from 10% of the Company's sales volumes in 1996.
Unusual items in 1997 resulted in a net charge of $8.3 million, primarily a
$14.5 million (aftertax) extraordinary charge related to the early retirement
of senior subordinated debt.
In 1996, unusual items netted a charge of $10.4 million, primarily the result
of a noncash charge of approximately $38 million (aftertax) representing all
costs associated with Triton's former Argentine operations. Partially
offsetting this charge were a $10.4 million gain (aftertax) on the
sale of Triton's Crusader shareholdings and a $4.1 million gain (aftertax) on
the sale of U.S. royalty-interest properties.
On the operations side, the rise in 1997 oil production was offset by lower
realized oil prices. Triton's average oil sales price for 1997 was $17.54 per
barrel, down 11% from the average oil sales price per barrel of $19.60 in
1996.
Operating costs, as well as depletion expenses, increased in 1997 due to
higher production volumes and greater costs resulting from the start-up of
additional production and pipeline facilities in Colombia. There was a higher
effective tax rate in 1997, compared with 1996 when a deferred tax benefit was
recognized. Greater interest expense and an increase in general and
administrative expenses also affected annual results.
The following table provides details on full-year and fourth-quarter 1997
results:
<TABLE>
<CAPTION>
THREE MONTHS ENDED TWELVE MONTHS ENDED
12/31/97 12/31/96 12/31/97 12/31/96
-------- -------- -------- --------
In millions, except per share data
<C> <C> <C> <C> <C>
<S>
Revenues $46.2 $36.2 $149.5 $134.0
As reported after preference dividends:
Net earnings (loss) $(3.8) $(19.8) $(9.3) $21.6
Earnings (loss) per diluted share $(0.10) $(0.54) $(0.25) $0.59
Excluding extraordinary items:
Net earnings (loss) $( 3.8) $(19.8) $ 5.2 $22.8
Earnings (loss) per diluted share $(0.10) $(0.54) $0.14 $0.62
Adjusted for extraordinary and
unusual items:
Net earnings (loss) $ (0.5) $13.9 $(1.0) $32.0
Earnings (loss) per diluted share $(0.01) $0.38 $(0.03) $0.87
Average diluted shares outstanding 36.5 36.3 37.0 36.9
</TABLE>
FOURTH-QUARTER 1997 VS. 1996 RESULTS
- ----------------------------------------
For the fourth quarter of 1997, Triton reported a loss of $3.8 million, or a
loss of $.10 per diluted share, compared with a loss of $19.8 million, or
a loss of $.54 per diluted share, for the fourth quarter of 1996. Results for
both periods are reported after preference dividends.
Revenues for the fourth quarter of 1997 were $46.2 million, up 28% versus
revenues of $36.2 million for the year-ago quarter.
In the fourth quarter of 1997, the increase in oil production was offset by
increased deliveries under the forward oil sale and by lower realized oil
prices. In addition, there was a net charge of $3.3 million, primarily a $4.1
million (aftertax) mark-to-market adjustment of the Company's crude-oil option
position. Operationally, higher operating costs and depletion expenses were
associated with the successful start-up and operation of additional production
and pipeline facilities in Colombia. General and administrative expenses and
interest expense also increased versus the prior-year quarter.
The loss for the fourth quarter of 1996 resulted from the previously mentioned
charge against Argentine operations.
Triton Energy Limited (NYSE: OIL) is a Dallas-based international oil and gas
exploration and production company primarily focused on large-scale projects
and exploration opportunities around the world. The Company has major
projects under way in Latin America and Southeast Asia. It is actively
exploring for oil and gas in these areas, as well as in southern Europe,
Africa and the Middle East.
Certain statements in this news release regarding future expectations and
financial performance, other than historical information, may be regarded as
"forward-looking statements" within the meaning of the U.S. Securities
Litigation Reform Act. They are subject to various risks and uncertainties,
such as the timely completion of exploration, appraisal and development
activities, and quarterly fluctuations in results. These are discussed in
detail in the Company's Securities and Exchange Commission filings, including
the report on Form 10Q for the quarter ended September 30, 1997. Actual
results may vary materially.
###
(tables follow)
Contacts: Investors - Crystal C. Bell, 214.691.5200
Media - Sheila Durante, 214.696.7655
For more information about Triton: www.tritonenergy.com or 1.888.OIL.NYSE.
--------------------
TRITON ENERGY LIMITED AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
(PRELIMINARY UNAUDITED)
<TABLE>
<CAPTION>
THREE MONTHS ENDED YEAR ENDED
DECEMBER 31, DECEMBER 31,
-------------------- --------------------
1997 1996 1997 1996
--------- --------- --------- ---------
<S> <C> <C> <C> <C>
SALES AND OTHER OPERATING REVENUES:
Oil and gas sales $ 46,175 $ 36,246 $ 145,419 $129,795
Other operating revenues --- --- 4,077 4,182
--------- --------- --------- ---------
46,175 36,246 149,496 133,977
--------- --------- --------- ---------
COSTS AND EXPENSES:
Operating 16,105 8,619 51,357 36,654
General and administrative 8,484 6,512 28,607 25,945
Depreciation, depletion and amortization 12,082 7,604 36,828 25,640
Writedowns of assets --- 42,960 --- 42,960
--------- --------- --------- ---------
36,671 65,695 116,792 131,199
--------- --------- --------- ---------
OPERATING INCOME (LOSS) 9,504 (29,449) 32,704 2,778
Interest income 824 977 5,178 6,703
Interest expense (5,912) (2,575) (23,858) (15,897)
Other income (expense), net (5,452) 4,357 2,872 27,361
--------- --------- --------- ---------
(10,540) 2,759 (15,808) 18,167
--------- --------- --------- ---------
EARNINGS (LOSS) BEFORE INCOME TAXES
AND EXTRAORDINARY ITEM (1,036) (26,690) 16,896 20,945
Income tax expense (benefit) 2,748 (6,899) 11,301 (2,860)
--------- --------- --------- ---------
EARNINGS (LOSS) BEFORE EXTRAORDINARY ITEM (3,784) (19,791) 5,595 23,805
Extraordinary item - extinguishment of debt --- --- (14,491) (1,196)
--------- --------- --------- ---------
NET EARNINGS (LOSS) (3,784) (19,791) (8,896) 22,609
Dividends on preference shares --- --- 400 985
--------- --------- --------- ---------
EARNINGS (LOSS) APPLICABLE TO ORDINARY SHARES $ (3,784) $(19,791) $ (9,296) $ 21,624
--------- --------- --------- ---------
Average ordinary shares outstanding 36,540 36,338 36,471 35,929
--------- --------- --------- ---------
BASIC EARNINGS (LOSS) PER ORDINARY SHARE:
Earnings (loss) before extraordinary item $ (0.10) $ (0.54) $ 0.14 $ 0.64
Extraordinary item --- --- (0.40) (0.03)
--------- --------- --------- ---------
NET EARNINGS (LOSS) $ (0.10) $ (0.54) $ (0.26) $ 0.61
--------- --------- --------- ---------
DILUTED EARNINGS (LOSS) PER ORDINARY SHARE:
Earnings (loss) before extraordinary item $ (0.10) $ (0.54) $ 0.14 $ 0.62
Extraordinary item --- --- (0.39) (0.03)
--------- --------- --------- ---------
NET EARNINGS (LOSS) $ (0.10) $ (0.54) $ (0.25) $ 0.59
--------- --------- --------- ---------
</TABLE>
TRITON ENERGY
CONDENSED CONSOLIDATED FINANCIAL INFORMATION
(PRELIMINARY UNAUDITED)
<TABLE>
<CAPTION>
SELECTED BALANCE SHEET AND OTHER ITEMS DECEMBER 31, DECEMBER 31,
- ---------------------------------------------------------------
<S> <C> <C>
1997 1996
------------- -------------
(in thousands)
Cash, cash equivalents and marketable securities $ 13,451 $ 14,914
Short-term borrowings and current maturities of long-term debt 184,975 199,552
Long-term debt, excluding current maturities 443,312 217,078
Shareholders' equity 296,620 300,644
Total assets 1,098,039 914,524
Total ordinary shares outstanding 36,541 36,342
Average ordinary shares outstanding 36,471 35,929
Average diluted ordinary shares outstanding 37,008 36,919
CONSOLIDATED OIL PRODUCTION STATISTICS (NET TO TRITON)
- -----------------------------------------------------------
THREE MONTHS ENDED DECEMBER 31,
1997 1996
------------- -------------
Average revenue realized per Bbl* $ 16.76 $ 21.81
Sales volumes - Bbls/day 21,424 16,022
Forward oil sale deliveries - Bbls/day 8,283 1,902
- ----------------------------------------------------------- ------------- -------------
Total revenue Bbls/day 29,707 17,924
============= =============
</TABLE>
<TABLE>
<CAPTION>
YEAR ENDED DECEMBER 31,
1997 1996
------------- -------------
<S> <C> <C>
Average revenue realized per Bbl* $ 17.54 $ 19.60
Sales volumes - Bbls/day 15,825 15,992
Forward oil sale deliveries - Bbls/day 6,745 1,915
- ----------------------------------------------------------- ------------- -------------
Total revenue Bbls/day 22,570 17,907
============== ==============
* Includes Ecopetrol reimbursement barrels and oil delivered under the forward oil sale.
</TABLE>
