SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
-----------------------
FORM 10-Q
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2000
OR
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from ____________ to ____________
COMMISSION FILE NUMBER: 1-11675
TRITON ENERGY LIMITED
(Exact name of registrant as specified in its charter)
CAYMAN ISLANDS NONE
---------------------------- -------------------
(State or other jurisdiction (I.R.S. Employer
of incorporation or Identification No.)
Organization)
CALEDONIAN HOUSE, JENNETT STREET, P.O. BOX 1043, GEORGE TOWN, GRAND CAYMAN,
CAYMAN ISLANDS
(Address of principal executive offices and zip code)
Registrant's telephone number, including area code: (345) 949-0050
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
YES X NO
Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date.
Number of Shares
Title of Each Class Outstanding at October 31, 2000
Ordinary Shares, par value $0.01 per share 37,257,961
-------------------------------
TRITON ENERGY LIMITED AND SUBSIDIARIES
INDEX
<TABLE>
<CAPTION>
PART I. FINANCIAL INFORMATION PAGE NO.
--------
<S> <C> <C>
Item 1. Financial Statements
Condensed Consolidated Statements of Operations -
Three and nine months ended September 30, 2000 and 1999 2
Condensed Consolidated Balance Sheets -
September 30, 2000 and December 31, 1999 3
Condensed Consolidated Statements of Cash Flows -
Nine months ended September 30, 2000 and 1999 4
Condensed Consolidated Statement of Shareholders' Equity -
Nine months ended September 30, 2000 5
Notes to Condensed Consolidated Financial Statements 6
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations 23
Item 3. Quantitative and Qualitative Disclosures about Market Risk 31
PART II. OTHER INFORMATION
Item 5. Other Information 32
Item 6. Exhibits and Reports on Form 8-K 34
</TABLE>
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
TRITON ENERGY LIMITED AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
(UNAUDITED)
<TABLE>
<CAPTION>
THREE MONTHS ENDED NINE MONTHS ENDED
SEPTEMBER 30, SEPTEMBER 30,
------------------ --------------------
2000 1999 2000 1999
-------- ------- --------- ---------
<S> <C> <C> <C> <C>
Oil and gas sales $89,096 $67,295 $243,097 $176,087
Costs and expenses:
Operating 12,609 20,198 43,905 58,360
General and administrative 5,676 5,587 16,025 15,365
Depreciation, depletion and amortization 13,078 14,748 40,484 45,404
Writedown of assets 18,727 --- 18,727 ---
Special charges --- 2,377 --- 3,597
-------- -------- --------- ---------
50,090 42,910 119,141 122,726
-------- -------- --------- ---------
Operating income 39,006 24,385 123,956 53,361
Interest income 1,378 2,599 6,169 7,837
Interest expense, net (2,048) (5,599) (10,885) (17,536)
Other income, net 1,442 1,068 922 1,275
-------- -------- --------- ---------
772 (1,932) (3,794) (8,424)
-------- -------- --------- ---------
Earnings before income taxes 39,778 22,453 120,162 44,937
Income tax expense 22,129 10,691 47,196 20,405
-------- -------- --------- ---------
Net earnings 17,649 11,762 72,966 24,532
Accumulated dividends on preference shares 7,336 7,363 22,016 21,308
-------- -------- --------- ---------
Earnings applicable to ordinary shares $10,313 $ 4,399 $ 50,950 $ 3,224
======== ======== ========= =========
Average ordinary shares outstanding 36,807 35,785 36,311 36,263
======== ======== ========= =========
Basic earnings per ordinary share $ 0.28 $ 0.12 $ 1.40 $ 0.09
======== ======== ========= =========
Diluted earnings per ordinary share $ 0.26 $ 0.12 $ 1.23 $ 0.09
======== ======== ========= =========
</TABLE>
See accompanying Notes to Condensed Consolidated Financial Statements.
TRITON ENERGY LIMITED AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS, EXCEPT SHARE DATA)
<TABLE>
<CAPTION>
ASSETS SEPTEMBER 30, DECEMBER 31,
<S> <C> <C>
2000 1999
--------------- ----------
(UNAUDITED)
Current assets:
Cash and equivalents $ 90,444 $ 186,323
Trade receivables 15,297 17,246
Other receivables 24,235 23,814
Deferred income taxes 3,532 20,090
Inventories, prepaid expenses and other 12,813 7,806
--------------- ----------
Total current assets 146,321 255,279
Property and equipment, at cost, less accumulated depreciation
and depletion of $494,487 for 2000 and $436,103 for 1999 643,851 524,152
Investment in affiliates 188,220 93,188
Deferred taxes and other assets 108,340 101,856
--------------- ----------
$ 1,086,732 $ 974,475
=============== ==========
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Current maturities of long-term debt $ 4,634 $ 9,027
Accounts payable and accrued liabilities 111,906 62,576
Deferred income and other 1,718 22,347
--------------- ----------
Total current liabilities 118,258 93,950
Long-term debt, excluding current maturities 400,040 404,460
Deferred income taxes 13,180 6,677
Other liabilities 10,361 6,336
Shareholders' equity:
5% preference shares, stated value $34.41 6,375 7,214
8% preference shares, stated value $70.00 362,783 363,555
Ordinary shares, par value $0.01 371 358
Additional paid-in capital 542,377 531,904
Accumulated deficit (364,562) (437,528)
Accumulated other non-owner changes in shareholders' equity (2,451) (2,451)
--------------- ----------
Total shareholders' equity 544,893 463,052
Commitments and contingencies (note 7) --- ---
--------------- ----------
$ 1,086,732 $ 974,475
=============== ==========
</TABLE>
The Company uses the full cost method to account for its oil and gas producing
activities.
See accompanying Notes to Condensed Consolidated Financial Statements.
TRITON ENERGY LIMITED AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
NINE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999
(IN THOUSANDS)
(UNAUDITED)
<TABLE>
<CAPTION>
2000 1999
---------- ---------
<S> <C> <C>
Cash flows from operating activities:
Net earnings $ 72,966 $ 24,532
Adjustments to reconcile net earnings to net cash provided
by operating activities:
Depreciation, depletion and amortization 40,484 45,404
Additional proceeds from forward oil sale --- 30,000
Amortization of deferred income (8,814) (26,440)
Writedown of assets 18,727 ---
Deferred income taxes and other 12,361 21,323
Changes in working capital pertaining to operating
activities 10,560 (25,507)
---------- ---------
Net cash provided by operating activities 146,284 69,312
---------- ---------
Cash flows from investing activities:
Capital expenditures and investments (148,878) (75,204)
Purchase of affiliate (88,656) ---
Other (2,395) 4,403
---------- ---------
Net cash used by investing activities (239,929) (70,801)
---------- ---------
Cash flows from financing activities:
Payments on revolving lines of credit and long-term debt (9,072) (19,027)
Issuance of 8% preference shares, net --- 217,805
Issuances of ordinary shares under stock compensation plans 23,716 376
Repurchase of ordinary shares --- (11,285)
Dividends paid on preference shares (14,841) (3,071)
Other (1,735) (85)
---------- ---------
Net cash provided (used) by financing activities (1,932) 184,713
---------- ---------
Effect of exchange rate changes on cash and equivalents (302) 280
---------- ---------
Net increase (decrease) in cash and equivalents (95,879) 183,504
Cash and equivalents at beginning of period 186,323 18,757
---------- ---------
Cash and equivalents at end of period $ 90,444 $202,261
========== =========
</TABLE>
See accompanying Notes to Condensed Consolidated Financial Statements.
TRITON ENERGY LIMITED AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY
NINE MONTHS ENDED SEPTEMBER 30, 2000
(IN THOUSANDS)
(UNAUDITED)
<TABLE>
<CAPTION>
<S> <C>
OWNER SOURCES OF SHAREHOLDERS' EQUITY:
5% PREFERENCE SHARES:
Balance at December 31, 1999 $ 7,214
Conversion of 5% preference shares (839)
----------
Balance at September 30, 2000 6,375
----------
8% PREFERENCE SHARES:
Balance at December 31, 1999 363,555
Conversion of 8% preference shares (772)
----------
Balance at September 30, 2000 362,783
----------
ORDINARY SHARES:
Balance at December 31, 1999 358
Conversion of preference shares 1
Issuances under stock compensation plans 12
----------
Balance at September 30, 2000 371
----------
ADDITIONAL PAID-IN CAPITAL:
Balance at December 31, 1999 531,904
Issuances under stock compensation plans 23,704
Conversion of preference shares 1,610
Cash dividends (14,841)
----------
Balance at September 30, 2000 542,377
----------
TOTAL OWNER SOURCES OF SHAREHOLDERS' EQUITY 911,906
----------
NON-OWNER SOURCES OF SHAREHOLDERS' EQUITY:
ACCUMULATED DEFICIT:
Balance at December 31, 1999 (437,528)
Net earnings 72,966
----------
Balance at September 30, 2000 (364,562)
----------
ACCUMULATED OTHER NON-OWNER CHANGES IN SHAREHOLDERS' EQUITY:
Balance at December 31, 1999 (2,451)
Other non-owner changes in shareholders' equity ---
----------
Balance at September 30, 2000 (2,451)
----------
TOTAL NON-OWNER SOURCES OF SHAREHOLDERS' EQUITY (367,013)
----------
TOTAL SHAREHOLDERS' EQUITY AT SEPTEMBER 30, 2000 $ 544,893
==========
</TABLE>
See accompanying Notes to Condensed Consolidated Financial Statements.
TRITON ENERGY LIMITED AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(AMOUNTS IN TABLES IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
(UNAUDITED)
1. GENERAL
Triton Energy Limited ("Triton") is an international oil and gas exploration and
production company. The term "Company" in this report means Triton and its
subsidiaries and other affiliates through which the Company conducts its
business. The Company's principal properties, operations, and oil and gas
reserves are located in Colombia, offshore Malaysia-Thailand and offshore
Equatorial Guinea. The Company is exploring for oil and gas in these areas, as
well as in southern Europe, Africa, and the Middle East. All sales currently
are derived from oil and gas production in Colombia.
In the opinion of management, the accompanying unaudited condensed consolidated
financial statements of the Company contain all adjustments of a normal
recurring nature necessary to present fairly the Company's financial position as
of September 30, 2000, and the results of its operations for the three and nine
months ended September 30, 2000 and 1999, its cash flows for the nine months
ended September 30, 2000 and 1999, and shareholders' equity for the nine months
ended September 30, 2000. The results for the nine months ended September 30,
2000, are not necessarily indicative of the final results to be expected for the
full year.
The condensed consolidated financial statements should be read in conjunction
with the Notes to Consolidated Financial Statements, which are included as part
of the Company's Annual Report on Form 10-K for the year ended December 31,
1999.
Certain other previously reported financial information has been reclassified to
conform to the current period's presentation.
RECENT ACCOUNTING PRONOUNCEMENTS
In June 1998, the Financial Accounting Standards Board ("FASB") issued
Statement of Financial Accounting Standards ("SFAS") No. 133, "Accounting for
Derivative Instruments and Hedging Activities." This Statement as amended in
June 2000 by SFAS No. 138 "Accounting for Certain Derivative Instruments and
Certain Hedging Activities - an Amendment of SFAS No. 133" establishes
accounting and reporting standards for derivative instruments and for hedging
activities. It requires enterprises to recognize all derivatives as either
assets or liabilities in the balance sheet and measure those instruments at fair
value. The requisite accounting for changes in the fair value of a derivative
will depend on the intended use of the derivative and the resulting designation.
The Company must adopt SFAS No. 133 and No. 138 effective January 1, 2001.
Based on the Company's outstanding derivatives contracts, the impact of adopting
this standard would not have a material adverse effect on the Company's
operations or consolidated financial condition. However, no assurances can be
given with regard to the level of the Company's derivatives activities at the
time SFAS No. 133 and No. 138 are adopted or the resulting effect on the
Company's operations or consolidated financial condition.
2. ACQUISITION OF TRITON PIPELINE COLOMBIA - INVESTMENT IN AFFILIATE
In May 2000, the Company acquired from an unrelated third party, for $88.7
million in cash, 100% of the shares of Triton Pipeline Colombia, Inc. ("TPC").
TPC's sole asset is its 9.6% equity interest in the Colombian pipeline company,
Oleoducto Central S.A. ("OCENSA"). OCENSA owns and operates the pipeline and
port facilities, which transport and handle crude oil from the Cusiana and
Cupiagua fields to the Caribbean port of Covenas. The investment in TPC is
accounted for under the cost method.
3. WRITEDOWN OF ASSETS
In September 2000, the Company recorded a $18.7 million pre-tax ($17.2
million, after-tax) noncash writedown related to its operations in Greece. The
Company surrendered its interest in the Aitoloakarnania lease onshore Greece to
the government after drilling two dry holes.
4. ACCOUNTS PAYABLE AND ACCRUED LIABILITIES
Accounts payable and accrued liabilities are summarized as follows:
<TABLE>
<CAPTION>
SEPTEMBER 30, DECEMBER 31,
2000 1999
------------ ------------
<S> <C> <C>
Accrued exploration and development $ 44,615 $ 9,762
Colombian income taxes 28,382 14,471
Accrued interest payable 16,853 7,864
Taxes other than income 8,743 7,713
Litigation and environmental matters 3,622 3,872
Payable from financial market transactions 944 4,647
Equity swap --- 8,435
Other 8,747 5,812
------------ ------------
$ 111,906 $ 62,576
============ ============
</TABLE>
5. LONG-TERM DEBT
In February 2000, the Company entered into an unsecured two-year revolving
credit facility with a group of banks. The credit facility, which matures in
February 2002, gives the Company the right to borrow from time to time up to the
amount of the borrowing base determined by the banks, not to exceed $150
million. Borrowings bear interest at various spreads ranging from 1.5% to 3%
over the prime rate or adjusted London Interbank Offered Rate (LIBOR). The
credit facility contains various restrictive covenants, including covenants that
require the Company to maintain a ratio of earnings before interest,
depreciation, depletion, amortization and income taxes to net interest expense
of at least 2.5 to 1 on a trailing four quarters basis. The restrictive
covenants also prohibit the Company from permitting net debt to exceed the
product of 3.75 times the Company's earnings before interest, depreciation,
depletion, amortization and income taxes on a trailing four quarters basis. At
September 30, 2000, the Company had no outstanding borrowings under this
facility. As a result of the issuance of the 8 7/8% Senior Notes due 2007 (the
"2007 Notes") and the redemption of the 8 3/4% Senior Notes due 2002 (the "2002
Notes"), the borrowing base was adjusted to $50 million, subject to any future
redetermination of the borrowing base as provided in the agreement. See
Subsequent Events note 9.
6. EARNINGS PER ORDINARY SHARE
The following table reconciles the numerators and denominators of the basic and
diluted earnings per ordinary share computation for earnings from continuing
operations for the three months ended September 30, 2000 and 1999, and nine
months ended September 30, 2000 and 1999.
<TABLE>
<CAPTION>
INCOME SHARES PER-SHARE
(NUMERATOR) (DENOMINATOR) AMOUNT
----------- ------------- ----------
THREE MONTHS ENDED SEPTEMBER 30, 1999:
<S> <C> <C> <C>
Net earnings $ 11,762
Less: Accumulated dividends on
preference shares (7,363)
-----------
Earnings available to ordinary shareholders 4,399
Basic earnings per ordinary share 35,785 $ 0.12
==========
Effect of dilutive securities:
Stock options --- 62
----------- -------------
Earnings available to ordinary shareholders
and assumed conversions $ 4,399
===========
Diluted earnings per ordinary share 35,847 $ 0.12
============= ==========
THREE MONTHS ENDED SEPTEMBER 30, 2000:
Net earnings $ 17,649
Less: Accumulated dividends on
preference shares (7,336)
-----------
Earnings available to ordinary shareholders 10,313
Basic earnings per ordinary share 36,807 $ 0.28
==========
Effect of dilutive securities:
Stock options --- 2,482
----------- -------------
Earnings available to ordinary shareholders
and assumed conversions $ 10,313
===========
Diluted earnings per ordinary share 39,289 $ 0.26
============= ==========
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
INCOME SHARES PER-SHARE
(NUMERATOR) (DENOMINATOR) AMOUNT
----------- ------------- ----------
<S> <C> <C> <C>
NINE MONTHS ENDED SEPTEMBER 30, 1999:
Net earnings $ 24,532
Less: Accumulated dividends on
preference shares (21,308)
-----------
Earnings available to ordinary shareholders 3,224
Basic earnings per ordinary share 36,263 $ 0.09
==========
Effect of dilutive securities:
Stock options --- 41
----------- -------------
Earnings available to ordinary shareholders
and assumed conversions $ 3,224
===========
Diluted earnings per ordinary share 36,304 $ 0.09
============= ==========
NINE MONTHS ENDED SEPTEMBER 30, 2000:
Net earnings $ 72,966
Less: Accumulated dividends on
preference shares (22,016)
-----------
Earnings available to ordinary shareholders 50,950
Basic earnings per ordinary share 36,311 $ 1.40
==========
Effect of dilutive securities:
Stock options --- 2,233
8% preference shares 21,775 20,747
----------- -------------
Earnings available to ordinary shareholders
and assumed conversions $ 72,725
===========
Diluted earnings per ordinary share 59,291 $ 1.23
============= ==========
</TABLE>
7. COMMITMENTS AND CONTINGENCIES
The Company's revised capital spending program for the year ending December 31,
2000, is approximately $256 million, excluding capitalized interest and
acquisitions. The $256 million comprises approximately $187 million for
exploration and development activities in Equatorial Guinea, $58 million for the
Cusiana and Cupiagua fields in Colombia and $11 million for the Company's
exploration activities in other parts of the world.
During the normal course of business, the Company is subject to the terms of
various operating agreements and capital commitments associated with the
exploration and development of its oil and gas properties. Management believes
that such commitments, including the capital requirements in Colombia,
Equatorial Guinea and other parts of the world, as discussed previously, will be
met without any material adverse effect on the Company's operations or
consolidated financial condition. See Item 2. Management's Discussion and
Analysis of Financial Condition and Results of Operations - Liquidity and
Capital Requirements.
GUARANTEES
At September 30, 2000, the Company guaranteed the performance of a total of $7.6
million in future exploration expenditures to be incurred through September 2001
in various countries. These commitments are backed primarily by unsecured
letters of credit.
LITIGATION
During July through October 1998, eight lawsuits were filed against the Company
and Thomas G. Finck and Peter Rugg, in their capacities as officers of the
Company. The lawsuits were filed in the United States District Court for the
Eastern District of Texas, Texarkana Division, and have been consolidated and
are styled In re: Triton Energy Limited Securities Litigation. The consolidated
complaint alleges violations of Sections 10(b) and 20(a) of the Securities
Exchange Act of 1934, as amended, and Rule 10b-5 promulgated thereunder, in
connection with disclosures concerning the Company's properties, operations, and
value relating to a prospective sale in March 1998 of the Company or of all or a
part of its assets. The lawsuits seek recovery of an unspecified amount of
compensatory damages, fees and costs. The Company has filed a motion to dismiss
the lawsuits for failure to state a claim, which is pending.
The Company believes its disclosures have been accurate and intends to
vigorously defend these actions. There can be no assurance that the litigation
will be resolved in the Company's favor. An adverse result could have a material
adverse effect on the Company's financial position or results of operations.
In November 1999, a lawsuit was filed against the Company, one of its
subsidiaries and Thomas G. Finck, Peter Rugg and Robert B. Holland, III, in
their capacities as officers of the Company, in the District Court of the State
of Texas for Dallas County. The lawsuit is styled Aaron Sherman, et al. vs.
Triton Energy Corporation et al. and alleges fraud, negligent misrepresentation
and violations of the Texas Securities fraud statutes in connection with the
Company's 1996 reorganization as a Cayman Islands corporation and disclosures
concerning the prospective sale by the Company of all or a substantial part of
its assets announced in March 1998. The plaintiffs have asserted actual damages
of up to $10 million and sought punitive damages of up to $50 million. The
Company has filed various motions to dispose of the lawsuit on the grounds that
the plaintiffs do not have standing and have not plead causes of action
cognizable in law. The Court has dismissed all claims of certain plaintiffs and
some claims of the remaining plaintiffs for failure to plead viable causes of
action. The Court has stayed discovery pending resolution of these motions.
In August 1997, the Company was sued in the Superior Court of the State of
California for the County of Los Angeles, by David A. Hite, Nordell
International Resources Ltd., and International Veronex Resources, Ltd. In
September 1997, the Company removed the action to the United States District
Court for the Central District of California. Prior to this litigation, the
Company and the plaintiffs were adversaries in a 1990 arbitration proceeding in
which the interest of Nordell International Resources Ltd. in the Enim oil field
in Indonesia was awarded to the Company (subject to a 5% net profits interest
for Nordell), and Nordell was ordered to pay the Company nearly $1 million. The
arbitration award was followed by a series of legal actions by the parties in
which the validity of the award and its enforcement were at issue. As a result
of these proceedings, the award was ultimately upheld and enforced.
The current suit alleges that the plaintiffs were damaged in amounts aggregating
$13 million primarily because of the Company's prosecution of various claims
against the plaintiffs, as well as alleged misrepresentations, infliction of
emotional distress and improper accounting practices. The suit seeks specific
performance of the arbitration award, damages for alleged fraud and
misrepresentation in accounting for Enim field operating results, an accounting
for Nordell's 5% net profit interest, and damages for emotional distress and
various other alleged torts. The suit sought interest, punitive damages and
attorneys fees in addition to the alleged actual damages. In August 1998, the
district court dismissed all claims asserted by the plaintiffs other than claims
for malicious prosecution and abuse of the legal process, which the court held
could not be subject to a motion to dismiss. The abuse of process claim was
later withdrawn, and the damages sought were reduced to approximately $700,000
(not including punitive damages). The lawsuit was tried and the jury found in
favor of the plaintiffs and assessed compensatory damages against the Company
in the amount of approximately $700,000 and punitive damages in the amount of
approximately $11 million. The Company believes it has acted appropriately and
has appealed the verdict. Nordell has cross-appealed from the dismissal of its
claims for an audit and an accounting related to the 5% net profits interest.
Enforcement of the judgment has been stayed without a bond pending the outcome
of the appeal.
The Company is subject to certain other litigation matters, none of which is
expected to have a material, adverse effect on the Company's operations or
consolidated financial condition.
8. CERTAIN FACTORS THAT COULD AFFECT FUTURE OPERATIONS
Certain information contained in this report, as well as written and oral
statements made or incorporated by reference from time to time by the Company
and its representatives in other reports, filings with the Securities and
Exchange Commission, news releases, conferences, teleconferences, web postings,
or otherwise, may be deemed to be "forward-looking statements" within the
meaning of Section 21E of the Securities Exchange Act of 1934 and the Private
Securities Litigation Reform Act of 1995 and are subject to the "Safe Harbor"
provisions of those statutes. Forward-looking statements include statements
concerning the Company's and management's plans, objectives, goals, strategies
and future operations and performance and the assumptions underlying such
forward-looking statements. When used in this document, the words
"anticipates," "estimates," "expects," "believes," "intends," "plans," "may,"
"will," "should" and similar expressions are intended to identify such
forward-looking statements. These statements include information regarding:
- drilling schedules;
- expected or planned production capacity;
- future production of the Cusiana and Cupiagua fields in Colombia, including
the Recetor license;
- the completion of development and commencement of production offshore
Malaysia-Thailand;
- future production of the Ceiba field in Equatorial Guinea, including volumes
and timing of first production;
- the acceleration of the Company's exploration, appraisal and development
activities in Equatorial Guinea;
- the Company's capital budget and future capital requirements;
- the Company's meeting its future capital needs;
- the Company's utilization of net operating loss carryforwards and realization
of its deferred tax asset;
- the level of future expenditures for environmental costs;
- the outcome of regulatory and litigation matters;
- the estimated fair value of derivative instruments; and
- proved oil and gas reserves and discounted future net cash flows therefrom.
These statements are based on current expectations and involve a number of
risks and uncertainties, including those described in the context of such
forward-looking statements, as well as those presented below. Actual results
and developments could differ materially from those expressed in or implied by
such statements due to these and other factors. The Company is not obligated to
update or revise any forward-looking statements, whether as a result of new
information, future events or otherwise.
CERTAIN FACTORS RELATING TO THE INTERNATIONAL OIL AND GAS INDUSTRY
Oil prices significantly impact the Company's operating results.
Currently, the Company derives substantially all of its revenues and
operating cash flow from the sale of oil produced in Colombia. In general, the
Company sells its oil production at prices based on the market price of oil on
the date of sale, although from time to time the Company may sell production in
advance at contractually fixed prices and may enter into hedging transactions.
The market prices for oil and natural gas historically have been volatile and
are likely to continue to be volatile in the future. Oil and natural gas prices
have been subject to significant fluctuations during the past several decades in
response to relatively minor changes in the supply of and demand for oil and
natural gas, market uncertainty and a variety of additional factors that are
beyond the control of the Company. These factors include the level of consumer
product demand, weather conditions, domestic and foreign government regulations,
political conditions in the Middle East and other production areas, the foreign
supply of oil and natural gas, the price and availability of alternative fuels,
and overall economic conditions. It is impossible to predict future oil and gas
price movements with any certainty. Decreases in oil and natural gas prices
will adversely affect the Company's revenues, results of operations and cash
flows.
If the Company determines that exploration results on one or more properties do
not justify continuing to carry their capitalized costs, the Company may write
down the properties' carrying value and incur a charge to earnings and a
reduction in shareholders' equity.
The Company follows the full cost method of accounting for exploration and
development of oil and gas reserves whereby all costs related to acquisition,
holding, and initial exploration of licenses in countries where the Company has
no proved reserves are initially capitalized. The Company then periodically
assesses its exploration licenses for impairment on a country-by-country basis.
Based on the Company's evaluation of drilling results, seismic data and other
information it deems relevant, the Company may write down the carrying value of
the oil and gas licenses in that country to estimated recoverable value. If the
Company abandons all exploration efforts in a country where no proved reserves
are assigned, all acquisition and exploration costs associated with the country
are expensed. For example, in September 2000, the Company surrendered its
interest in the Aitoloakarnania lease onshore Greece after drilling two dry
holes and recorded a writedown of $18.7 million ($17.2 million after-tax). The
Company expects to complete its contractual obligations in Greece, Italy,
Madagascar and Oman over the next 12 months, subject to possible extensions or
amendments of commitments. If in the course of the Company's exploration
activities, the Company determines continuing to explore for hydrocarbons in any
country is not justified, the Company may record a writedown during this period
for the cost pool related to that country. Due to the unpredictable nature of
exploration drilling activities, the amount and timing of impairment expense are
difficult to predict with any certainty. Financial information concerning the
Company's assets at December 31, 1999, including capitalized costs by geographic
area, is set forth in note 21 of Notes to Consolidated Financial Statements in
Triton's Annual Report on Form 10-K for the year ended December 31, 1999.
Operating risks normally associated with the exploration for and production
of oil and gas include possible blowouts and other operating hazards, as well as
environmental risks and other regulatory risks.
The Company's activities are also subject to all of the operating risks normally
associated with the exploration for and production of oil and gas, including,
without limitation, blowouts, explosions, uncontrollable flows of oil, gas or
well fluids, pollution, earthquakes, formations with abnormal pressures, labor
disruptions and fires, each of which could result in substantial losses to the
Company due to injury or loss of life and damage to or destruction of oil and
gas wells, formations, production facilities or other properties.
The Company is subject to extensive environmental laws and regulations. These
laws regulate the discharge of oil, gas or other materials into the environment
and may require the Company to remove or mitigate the environmental effects of
the disposal or release of such materials at various sites. In addition, the
Company could be held liable for environmental damages caused by previous owners
of its properties or its predecessors. The Company does not believe that its
environmental risks are materially different from those of comparable companies
in the oil and gas industry. Nevertheless, no assurance can be given that
environmental laws and regulations will not, in the future, adversely affect the
Company's consolidated results of operations, cash flows or financial position.
Pollution and similar environmental risks generally are not fully insurable.
The Company's activities are also subject to laws, rules and regulations in the
countries where it operates, which generally pertain to production control,
taxation, environmental and pricing concerns, and other matters relating to the
petroleum industry. Many jurisdictions have at various times imposed
limitations on the production of natural gas and oil by restricting the rate of
flow for oil and natural gas wells below their actual capacity. There can be no
assurance that present or future regulation will not adversely affect the
operations of the Company.
In accordance with customary industry practices, the Company maintains
insurance coverage limiting financial loss resulting from certain of these
operating hazards. Losses and liabilities arising from uninsured or
underinsured events would reduce revenues and increase costs to the Company.
There can be no assurance that any insurance will be adequate to cover losses or
liabilities. The Company cannot predict the continued availability of
insurance; or its availability at premium levels that justify its purchase.
The Company's drilling operations are subject to certain other risks which
could cause the Company to delay or cease its drilling.
Numerous risks affect drilling activities, including the risk of drilling
non-productive wells or dry holes. The cost of drilling, completing and
operating wells and of installing production facilities and pipelines is often
uncertain. Also, the Company's drilling could be delayed or cease because of any
of the following:
- title problems;
- weather conditions;
- noncompliance with or changes in governmental requirements or regulations;
- shortages or delays in the delivery or availability of equipment; and
- failure to obtain permits for operations in a timely manner.
Substantially all of the Company's operations are conducted in foreign
countries and the Company is subject to political, economic and other
uncertainties.
The Company conducts substantially all of its exploration and production
operations, and derives substantially all of its consolidated revenues, from
international operations. Risks inherent in international operations,
particularly in the oil and gas business, include:
- the risk of expropriation, nationalization, war, revolution, border
disputes, renegotiation or modification of existing contracts, import,
export and transportation regulations and tariffs;
- taxation policies, including royalty and tax increases and retroactive tax
claims;
- exchange controls, currency fluctuations and other uncertainties arising
out of foreign government sovereignty over the Company's international
operations;
- laws and policies of the United States affecting foreign trade, taxation
and investment; and
- the possibility of having to be subject to the exclusive jurisdiction of
foreign courts in connection with legal disputes and the possible inability
to subject foreign persons to the jurisdiction of courts in the United
States.
To date, the Company's international operations have not been materially
affected by these risks.
Estimates of oil and gas reserves and future net revenues are based on numerous
assumptions and may be determined to be inaccurate.
Numerous uncertainties exist in estimating quantities of proved reserves and
future net revenues from those reserves. Estimates of proved reserves and
related future net revenues are based on various assumptions, which may be
determined to be inaccurate. Actual future production, oil and gas prices,
revenues, taxes, capital expenditures, operating expenses, geologic success and
quantities of recoverable oil and gas reserves may vary substantially from those
assumed in the estimates and could materially affect the estimated quantities
and future net revenues of the Company's proved reserves. In addition, reserve
estimates may be subject to downward or upward revisions based on production
performance, purchases or sales of properties, results of future development,
prevailing oil and gas prices and other factors. Therefore, the estimated future
net revenues should not be construed as estimates of the current market value of
the Company's proved reserves.
CERTAIN FACTORS RELATING TO TRITON'S ASSETS AND OPERATIONS
Guerrilla activity in Colombia could disrupt the Company's operations.
The Company currently derives substantially all of its revenues and operating
cash flow from its interest in the Cusiana and Cupiagua fields, located
approximately 160 kilometers (100 miles) northeast of Bogota, Colombia.
Operator of the fields is BP Amoco ("BP"). Development of reserves in the
Cusiana and Cupiagua fields is ongoing and will require additional drilling.
Pipelines connect the major producing fields in Colombia to export facilities
and to refineries.
From time to time, guerrilla activity in Colombia has disrupted the operation of
oil and gas projects. Such activity increased over the last few years and
appears to be increasing as political negotiations among government and various
rebel groups proceed. Guerrilla activity has caused delays in the development of
the fields in Colombia and from time to time has slowed the operator's ability
to put workers in the field. In one case, a bomb planted near the pipeline
caused OCENSA to halt shipments, which, in turn, caused the operator of the
fields to curtail production for approximately two days. BP, the Company and
the Colombian government have taken steps to maintain security and favorable
relations with the local population, including the hiring of security to patrol
its facilities, and programs to provide local communities with health and
educational assistance. The Company expects these steps will be required
throughout the term of the Company's interest there. There can be no assurance
that attempts to reduce or prevent guerrilla activity will be successful or that
guerrilla activity will not disrupt operations in the future.
Colombia could be denied certification as a country making progress in stemming
the production and transit of illegal drugs, which could heighten the risks of
the Company's operations there.
Colombia is among several nations whose progress in stemming the production and
transit of illegal drugs is subject to annual certification by the President of
the United States. Although the President granted Colombia certification in
2000, Colombia was denied certification in two recent years and only received a
national interest waiver for one of those years. There can be no assurance
that, in the future, Colombia will receive certification or a national interest
waiver. The consequences of the failure to receive certification or a national
interest waiver generally include the following: all bilateral aid, except
anti-narcotics and humanitarian aid, would be suspended; the Export-Import Bank
of the United States and the Overseas Private Investment Corporation would not
approve financing for new projects in Colombia; U.S. representatives at
multilateral lending institutions would be required to vote against all loan
requests from Colombia, although such votes would not constitute vetoes; and the
President of the United States and Congress would retain the right to apply
future trade sanctions. Each of these consequences could result in adverse
economic consequences in Colombia and could further heighten the political and
economic risks associated with the Company's operations in Colombia. Any
changes in the holders of significant government offices could have adverse
consequences on the Company's relationship with the Colombian national oil
company and the Colombian government's ability to control guerrilla activities
and could exacerbate the factors relating to foreign operations discussed above.
The Company has experienced unexpected production declines in Colombia.
Gross production from the Cusiana and Cupiagua fields averaged approximately
430,000 barrels of oil per day ("BOPD") during 1999 and approximately 331,000
BOPD during the third quarter of 2000. Based on a revised production forecast
the Company received in September 2000 from the operator, the Company expects
that average gross production for the fields will be approximately 334,000 BOPD
for the year and will be approximately 270,000 BOPD to 280,000 BOPD in 2001.
These declines in gross production levels have been greater than the operator
and the Company's engineers projected. The Company can give no assurance that
any attempts to increase production will be successful or that the Colombia
fields will not continue to experience significantly less production than the
Company projects. As a result of the greater than expected decline in production
from the Colombia fields, the Company expects that proved reserves at year-end
2000 attributable to the fields will be decreased by more than the amount that
would be attributable to production during the year.
The Company's property in Equatorial Guinea is in the development stage, and the
Company may not be able to meet its targets for first production or production
levels, or for increased levels of production in future phases.
The Company is a participant in a significant oil discovery, the Ceiba field,
located in Block G offshore the Republic of Equatorial Guinea. The field is
located in approximately 2,200 to 2,600 feet of water, approximately 35
kilometers (22 miles) off the continental coast. The Company is implementing
an accelerated exploration, appraisal and development program through a
two-rig drilling program. Development of the field will require significant
capital expenditures, the drilling and completion of additional wells and, under
the Company's plan of development, the utilization of a floating production
storage and offloading (FPSO) vessel. Based on discussions held to date with
development contractors, the Company is targeting first oil production to occur
by year-end 2000, and the plan of development provides for initial or phase-one
gross production of about 52,000 BOPD, or about 36,000 BOPD net to the
Company. The Company is highly dependent on third-party contractors, including
the firm that is maintaining and operating the FPSO vessel. The Company's
ability to meet its targets is subject to the timely drilling and completion
of development wells and the timely performance by the development contractors
of their commitments, and is subject to the risks associated with oil and gas
operations and international operations as discussed previously. The Company
can give no assurance that it will meet these targets. Any phases of
production beyond the initial or phase-one production level from the Ceiba
field will depend on a successful delineation and appraisal program, including
interpretation of seismic data and the drilling of successful appraisal wells.
The Company can give no assurance that it will be successful in its efforts
to increase production from the Ceiba field through appraisal.
The Company's growth in Equatorial Guinea is dependent on its ability to
discover additional oil or gas fields, and the Company has a limited time in
which to explore.
Under the terms of the production sharing contracts, the Company has the right
to continue to explore the remaining acreage on its Blocks F and G for three
additional one-year periods, provided the Company commits to drill at least two
exploration wells during that year (one well each year being contingent upon the
Company's identifying an additional structure it believes is a drillable
prospect). Under the current terms of the contracts, the Company is required to
relinquish 30% of each contract's original area in 2000, and an additional 20%
of the remaining contract area by the end of April 2003. Notwithstanding the
requirement for relinquishment, the Company will not be required to surrender an
area that includes a commercial field or a discovery that has not then been
declared commercial. The Company can give no assurance that it will be
successful in future exploration efforts on the blocks.
The Company has been negotiating with the Republic of Equatorial Guinea to
retain all or a portion of the 30% of the original area that was required to be
relinquished in April 2000. There is a high degree of risk that these
negotiations will be unsuccessful. The area or areas to be surrendered is to be
designated by the Company, provided that, where possible, each area is of
sufficient size and convenient shape to permit petroleum operations. The Company
has informed the Republic of Equatorial Guinea that, if required, the Company
would relinquish those areas of the blocks that the Company considers to be the
least prospective. The Company can give no assurance that the government would
agree that this relinquishment meets the terms of the contract.
Sales of gas from the Company's property in Malaysia-Thailand could be delayed
by an environmental impact assessment, and the Company may have to pay
compensation to BP and the Company may not receive incentive payments from BP if
delays occur.
The Company is a partner in a significant gas exploration project located in the
Gulf of Thailand approximately 450 kilometers (280 miles) northeast of Kuala
Lumpur and 750 kilometers (470 miles) south of Bangkok as a contractor under a
production-sharing contract covering Block A-18 of the Malaysia-Thailand Joint
Development Area. In October 1999, the Company and the other parties to the
production-sharing contract for Block A-18 executed a gas sales agreement
providing for the sale of the first phase of gas. Under terms of the gas sales
agreement, delivery of gas is scheduled to begin by the end of the second
quarter of 2002, following timely completion and approval of an environmental
impact assessment associated with the buyers' pipeline and processing
facilities. The buyers may delay their obligation to purchase the gas if they do
not receive approval of the environmental impact assessment for the pipeline and
processing facilities they plan to construct. A lengthy approval process, or
significant opposition to the project, could delay construction and the
commencement of gas sales. The Company can give no assurance as to if or when
the approval of the environmental impact assessment will be obtained. It is
possible that if the environmental impact assessment process does result in a
significant delay, the buyers could seek an alternate route for the delivery of
the gas. The Company can give no assurance as to when any such alternate route
could be completed or when gas sales could commence.
In connection with the sale to ARCO, now BP, of one-half of the shares through
which the Company owned its interest in Block A-18, BP agreed to pay the future
exploration and development costs attributable to the Company's and BP's
collective interest in Block A-18 up to $377 million or until first production
from a gas field, after which the Company and BP would each pay 50% of such
costs. There can be no assurance that the Company's and BP's collective share of
the cost of developing the project will not exceed $377 million. BP also agreed
to pay the Company certain incentive payments if certain criteria were met. The
first $65 million in incentive payments is conditioned upon having the
production facilities for the sale of gas from Block A-18 completed by June 30,
2002. If the facilities are completed after June 30, 2002, but before June 30,
2003, the incentive payment would be reduced to $40 million. A lengthy
environmental approval process or unanticipated delays in construction of the
facilities could result in the Company's receiving a reduced incentive payment
or possibly the complete loss of the first incentive payment. In addition, the
Company has agreed to share with BP some of the risk that the environmental
approval process might delay production by agreeing to pay BP $1.25 million per
month for each month, if applicable, that first gas sales are delayed beyond 30
months following the award of an engineering, procurement and construction
contract for the project. The Company's obligation is capped at 24 months of
these payments, or $30 million.
INFLUENCE OF HICKS MUSE
In connection with the issuance of 8% Convertible Preference Shares to HM4
Triton, L.P., the Company and HM4 Triton, L.P. entered into a shareholders'
agreement (the "Shareholders' Agreement") pursuant to which, among other things,
the size of the Company's Board of Directors was set at 10, and HM4 Triton, L.P.
exercised its right to designate four out of such 10 directors. The
Shareholders' Agreement provides that, in general, for so long as the entire
Board of Directors consists of 10 members, HM4 Triton, L.P. (and its designated
transferees, collectively) may designate four nominees for election to the Board
of Directors. The right of HM4 Triton, L.P. (and its designated transferees) to
designate nominees for election to the Board will be reduced if the number of
ordinary shares held by HM4 Triton, L.P. and its affiliates (assuming conversion
of 8% Convertible Preference Shares into ordinary shares) represents less than
certain specified percentages of the number of ordinary shares (assuming
conversion of 8% Convertible Preference Shares into ordinary shares) purchased
by HM4 Triton, L.P. pursuant to the Stock Purchase Agreement.
The Shareholders' Agreement provides that, for so long as HM4 Triton, L.P. and
its affiliates continue to hold a certain minimum number of ordinary shares
(assuming conversion of 8% Convertible Preference Shares into ordinary shares),
the Company may not take certain actions without the consent of HM4 Triton,
L.P., including (i) amending its Articles of Association or the terms of the 8%
Convertible Preference Shares with respect to the voting powers, rights or
preferences of the holders of 8% Convertible Preference Shares, (ii) entering
into a merger or similar business combination transaction, or effecting a
reorganization, recapitalization or other transaction pursuant to which a
majority of the outstanding ordinary shares or any 8% Convertible Preference
Shares are exchanged for securities, cash or other property, (iii) authorizing,
creating or modifying the terms of any series of securities that would rank
equal to or senior to the 8% Convertible Preference Shares, (iv) selling or
otherwise disposing of assets comprising in excess of 50% of the market value of
the Company, (v) paying dividends on ordinary shares or other shares ranking
junior to the 8% Convertible Preference Shares, other than regular dividends on
the Company's 5% Convertible Preference Shares, (vi) incurring or guaranteeing
indebtedness (other than certain permitted indebtedness), or issuing preference
shares, unless the Company's leverage ratio at the time, after giving pro forma
effect to such incurrence or issuance and to the use of the proceeds, is less
than 2.5 to 1, (vii) issuing additional shares of 8% Convertible Preference
Shares, other than in payment of accumulated dividends on the outstanding 8%
Convertible Preference Shares, (viii) issuing any shares of a class ranking
equal or senior to the 8% Convertible Preference Shares, (ix) commencing a
tender offer or exchange offer for all or any portion of the ordinary shares or
(x) decreasing the number of shares designated as 8% Convertible Preference
Shares.
As a result of HM4 Triton, L.P.'s ownership of 8% Convertible Preference Shares
and ordinary shares and the rights conferred upon HM4 Triton, L.P. and its
designees pursuant to the Shareholders' Agreement, HM4 Triton, L.P. has
significant influence over the actions of the Company and will be able to
influence, and in some cases determine, the outcome of matters submitted for
approval of the shareholders. The existence of HM4 Triton, L.P. as a
shareholder of the Company may make it more difficult for a third party to
acquire, or discourage a third party from seeking to acquire, a majority of the
outstanding ordinary shares. A third party would be required to negotiate any
such transaction with HM4 Triton, L.P. and the interests of HM4 Triton, L.P. as
a shareholder may be different from the interests of the other shareholders of
the Company.
POSSIBLE FUTURE ACQUISITIONS
The Company's strategy includes the possible acquisition of additional reserves,
including through possible future business combination transactions. There can
be no assurance as to the terms upon which any such acquisitions would be
consummated or as to the affect any such transactions would have on the
Company's financial condition or results of operations. Such acquisitions, if
any, could involve the use of the Company's cash, or the issuance of the
Company's debt or equity securities, which could have a dilutive effect on the
current shareholders.
COMPETITION
The Company encounters strong competition from major oil companies (including
government-owned companies), independent operators and other companies for
favorable oil and gas concessions, licenses, production-sharing contracts and
leases, drilling rights and markets. Additionally, the governments of certain
countries in which the Company operates may, from time to time, give
preferential treatment to their nationals. The oil and gas industry as a whole
also competes with other industries in supplying the energy and fuel
requirements of industrial, commercial and individual consumers. The Company
believes that the principal means of competition in the sale of oil and gas are
product availability, price and quality.
MARKETS
Crude oil, natural gas, condensate and other oil and gas products generally are
sold to other oil and gas companies, government agencies and other industries.
The availability of ready markets for oil and gas that might be discovered by
the Company and the prices obtained for such oil and gas depend on many factors
beyond the Company's control, including the extent of local production and
imports of oil and gas, the proximity and capacity of pipelines and other
transportation facilities, fluctuating demands for oil and gas, the marketing of
competitive fuels, and the effects of governmental regulation of oil and gas
production and sales. Pipeline facilities do not exist in certain areas of
exploration and, therefore, any actual sales of discovered oil or gas might be
delayed for extended periods until such facilities are constructed.
LITIGATION
The outcome of litigation and its impact on the Company are difficult to predict
due to many uncertainties, such as jury verdicts, the application of laws to
various factual situations, the actions that may or may not be taken by other
parties and the availability of insurance. In addition, in certain situations,
such as environmental claims, one defendant may be responsible for the
liabilities of other parties. Moreover, circumstances could arise under which
the Company may elect to settle claims at amounts that exceed the Company's
expected liability for such claims in an attempt to avoid costly litigation.
Judgments or settlements could, therefore, exceed any reserves.
9. SUBSEQUENT EVENTS
In October 2000, the Company issued $300 million face value of 2007 Notes for
proceeds of $300 million before deducting transaction costs of approximately $6
million. Interest is payable semi-annually on April 1 and October 1, commencing
April 1, 2001. The 2007 Notes are redeemable, in whole or in part, at any time
on or after October 1, 2004, at the option of the Company, or up to $105 million
may be redeemed using proceeds of future equity offerings completed before
October 1, 2003. The 2007 Notes contain various restrictive covenants that
limit the Company's ability to borrow money or guarantee other indebtedness,
create liens, make investments, use assets as security in other transactions,
pay dividends on stock, enter into sale and leaseback transactions, sell assets,
sell capital stock of subsidiaries, enter into agreements that restrict
dividends from subsidiaries, merge or consolidate, enter into transactions with
affiliates, and enter into different lines of business.
Subject to certain exceptions, the indenture governing the 2007 Notes provides
that the Company may not incur additional indebtedness unless, at the time of
the incurrence, the ratio of earnings before interest, income taxes,
depreciation, depletion, amortization and writedowns to the sum of interest
expense and capitalized interest, as those terms are defined in the indenture,
is at least 2.5 to 1. One of the exceptions would permit the Company to incur
additional indebtedness under certain credit arrangements with financial
institutions, so long as the total amount of indebtedness outstanding under this
exception does not exceed the greater of (i) $250 million or (ii) an amount
equal to the sum of $100 million plus 20% of the adjusted net tangible assets as
defined in the indenture, on the date of such incurrence.
The Company used approximately $207 million of the net proceeds from the sale of
the 2007 Notes to redeem all of the Company's outstanding 2002 Notes at a price,
including accrued interest, of $1,038.40 for each $1,000 note outstanding. The
remaining net proceeds will be used to fund the Company's future capital
expenditures, as well as for general corporate purposes. The Company expects
results of operations for the quarter ending December 31, 2000, will include an
extraordinary expense of approximately $7 million associated with the
extinguishment of the 2002 Notes.
During September 2000, the Company called for redemption all of the outstanding
5% preference shares. Each 5% preference share was convertible into one
ordinary share of the Company. A total of 107,075 shares were converted into
ordinary shares, and the remaining 78,201 shares were redeemed for cash at the
redemption price of $34.56 per share totaling $2.7 million. The redemption
price represented the stated value of $34.41 plus the amount of dividends that
accrued per share from September 30, 2000, through the redemption date of
October 31, 2000.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
LIQUIDITY AND CAPITAL REQUIREMENTS
----------------------------------
Cash and equivalents totaled $90.4 million and $186.3 million at September
30, 2000, and December 31, 1999, respectively. Working capital was $28.1
million at September 30, 2000, compared with $161.3 million at December 31,
1999.
The following summary table reflects cash flows for the Company for the
nine months ended September 30, 2000 (in thousands):
Net cash provided (used) by operating activities $ 146,284
Net cash provided (used) by investing activities $(239,929)
Net cash provided (used) by financing activities $ (1,932)
Operating Activities
--------------------
The Company's cash flows provided by operating activities for the nine
months ended September 30, 2000, benefited from a higher average realized oil
price. The higher realized oil price was partially offset by a decrease in
production from the Cusiana and Cupiagua fields in Colombia. Gross production
from the Cusiana and Cupiagua fields averaged approximately 346,000 barrels of
oil per day ("BOPD") during the first nine months of 2000 following an average
production rate for the year 1999 of 430,000 BOPD. See "Results of Operations."
Based on a revised production forecast the Company received in September 2000
from the operator, the Company expects average gross production for the fields
in 2000 will be approximately 334,000 BOPD.
Beginning in the second quarter of 2000, 254,136 barrels per month, the
amount previously delivered under the forward oil sale, were available for sale
at market prices subject to any hedging arrangements undertaken by the Company.
Investing Activities
---------------------
The Company's capital expenditures and other capital investments were
$148.9 million ($131.7 million excluding capitalized interest) for the nine
months ended September 30, 2000, primarily for development of the Ceiba Field in
Equatorial Guinea and for development of the Cusiana and Cupiagua fields in
Colombia.
In May 2000, the Company acquired from an unrelated third party, for $88.7
million in cash, 100% of the shares of Triton Pipeline Colombia, Inc. ("TPC").
TPC's sole asset is its 9.6% equity interest in the Colombian pipeline company,
Oleoducto Central S.A. ("OCENSA"). OCENSA owns and operates the pipeline and
port facilities, which transport and handle crude oil from the Cusiana and
Cupiagua fields to the Caribbean port of Covenas.
Financing Activities
---------------------
For the nine months ended September 30, 2000 and 1999, the Company
repaid borrowings of $9.1 million and $19 million, respectively, and paid cash
preference-share dividends totaling $14.8 million and $3.1 million,
respectively. Additionally, the Company paid stock preference-share dividends
totaling $13.7 million for the nine months ended September 30, 1999. Proceeds
from issuances of ordinary shares under the Company's stock compensation plans
totaled $23.7 million for the nine months ended September 30, 2000.
Future Capital Needs
----------------------
The Company is implementing an accelerated appraisal and development
program to enable early production from the Ceiba Field in Equatorial Guinea,
with a target of first production by the end of 2000. The Company has
contracted for a floating production storage and offloading (FPSO) vessel that
is expected to provide storage for up to two million barrels of oil and initial
processing capacity of up to 60,000 barrels of oil per day from a single
production unit. Capacity can be cost effectively increased through the
installation of additional processing units. The Company currently plans to use
the Sedco 700 semisubmersible rig to complete four Ceiba wells as production
wells, and to drill and complete additional development wells and water
injection wells for development of the Ceiba field. The Company also intends to
procure equipment for a water-injection facility for future secondary oil
recovery. The Company has submitted a revised work program and budget to the
government of Equatorial Guinea for approval. In addition to the Company's
plans for accelerated appraisal and development of the Ceiba field, the Company
expects to use Global Marine's R.F. Bauer drillship to drill up to six
exploration wells in Equatorial Guinea through mid- 2001, the first of which was
spudded on October 2, 2000.
The accelerated appraisal and development program for Equatorial Guinea, as
well as the exploration wells, will require significant capital outlays
commencing this year. The Company's revised capital spending program for the
year ending December 31, 2000, is approximately $256 million, excluding
capitalized interest and acquisitions. The $256 million comprises
approximately $187 million for exploration and development activities in
Equatorial Guinea ($86.4 million paid through September 30), $58 million for the
Cusiana and Cupiagua fields in Colombia ($30.4 million paid through September
30), and $11 million for the Company's exploration activities in other parts of
the world ($14.9 million paid through September 30). In addition, the Company
has accrued capital expenditures totaling $44.6 million at September 30, 2000.
In October 2000, the Company issued $300 million face value of 8 7/8%
Senior Notes due 2007 (the "2007 Notes") for proceeds of $300 million before
deducting transaction costs of approximately $6 million. Interest is payable
semi-annually on April 1 and October 1, commencing April 1, 2001. The 2007
Notes are redeemable, in whole or in part, at any time on or after October 1,
2004, at the option of the Company, or up to $105 million may be redeemed using
proceeds of future equity offerings completed before October 1, 2003. The 2007
Notes contain various restrictive covenants that limit the Company's ability to
borrow money or guarantee other indebtedness, create liens, make investments,
use assets as security in other transactions, pay dividends on stock, enter into
sale and leaseback transactions, sell assets, sell capital stock of
subsidiaries, enter into agreements that restrict dividends from subsidiaries,
merge or consolidate, enter into transactions with affiliates, and enter into
different lines of business.
Subject to certain exceptions, the indenture governing the 2007 Notes
provides that the Company may not incur additional indebtedness unless, at the
time of the incurrence, the ratio of earnings before interest, income taxes,
depreciation, depletion, amortization and writedowns to the sum of interest
expense and capitalized interest, as those terms are defined in the indenture,
is at least 2.5 to 1. One of the exceptions would permit the Company to incur
additional indebtedness under certain credit arrangements with financial
institutions, so long as the total amount of indebtedness outstanding under this
exception does not exceed the greater of (i) $250 million or (ii) an amount
equal to the sum of $100 million plus 20% of the Company's adjusted net tangible
assets, as defined in the indenture, on the date of such incurrence.
The Company used approximately $207 million of the net proceeds from the
sale of the 2007 Notes to redeem all of the Company's outstanding 8 3/4% Senior
Notes due 2002 (the "2002 Notes") at a price, including accrued interest, of
$1,038.40 for each $1,000 note outstanding. The remaining net proceeds will be
used to fund the Company's future capital expenditures, as well as for general
corporate purposes. The Company expects results of operations for the quarter
ending December 31, 2000, will include an extraordinary expense of approximately
$7 million associated with the extinguishment of the 2002 Notes.
In February 2000, the Company entered into an unsecured two-year revolving
credit facility with a group of banks. The credit facility, which matures in
February 2002, gives the Company the right to borrow from time to time up to the
amount of the borrowing base determined by the banks, not to exceed $150
million. The credit facility contains various restrictive covenants, including
covenants that require the Company to maintain a ratio of earnings before
interest, depreciation, depletion, amortization and income taxes to net interest
expense of at least 2.5 to 1 on a trailing four quarters basis. The restrictive
covenants also prohibit the Company from permitting net debt to exceed the
product of 3.75 times the Company's earnings before interest, depreciation,
depletion, amortization and income taxes on a trailing four quarters basis. At
September 30, 2000, the Company had no outstanding borrowings under this
facility. As a result of the issuance of the 2007 Notes and the redemption of
the 2002 Notes, the borrowing base was adjusted to $50 million, subject to any
future redetermination of the borrowing base as provided in the agreement.
The Company expects to fund 2000 capital spending with a combination of
some or all of the following: cash flow from operations, cash, and the Company's
committed bank credit facility. Additionally, the Company has on file with the
Securities and Exchange Commission ("SEC") a shelf registration statement under
which the Company could issue up to an aggregate of $250 million debt or equity
securities.
At September 30, 2000, the Company guaranteed the performance of a total of $7.6
million in future exploration expenditures to be incurred through September 2001
in various countries. These commitments are backed primarily by unsecured
letters of credit.
RESULTS OF OPERATIONS
---------------------
Sales volumes and average prices realized were as follows:
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THREE MONTHS ENDED NINE MONTHS ENDED
SEPTEMBER 30, SEPTEMBER 30,
-------------------- -------------------
2000 1999 2000 1999
------- ------- ------- -------
Sales volumes:
Oil (MBbls), excluding forward oil sale 2,930 3,091 8,404 9,481
Forward oil sale (MBbls delivered) --- 762 762 2,287
------- ------- ------- -------
Total 2,930 3,853 9,166 11,768
======= ======= ======= =======
Gas (MMcf) 126 121 346 336
Weighted average price realized:
Oil (per Bbl) (1) $ 30.35 $ 17.44 $ 26.47 $ 14.94
Gas (per Mcf) $ 1.42 $ 0.88 $ 1.31 $ 0.88
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(1) Includes the effect of barrels delivered under the forward oil sale, if
applicable, that were recognized at $11.56 per barrel.
THREE MONTHS ENDED SEPTEMBER 30, 2000,
COMPARED WITH THREE MONTHS ENDED SEPTEMBER 30, 1999
Oil and Gas Sales
--------------------
Oil and gas sales for the third quarter of 2000 totaled $89.1 million, a
32% increase from the third quarter of 1999, due to higher average realized oil
prices. This increase was partially offset by lower production. The average
realized oil price increased $12.91 per barrel, or 74%, resulting in an increase
in revenues of $37.8 million, compared with the same period in 1999. Oil
production, including production related to barrels delivered under the forward
oil sale, decreased 24% in third-quarter 2000, compared with the prior-year
third quarter, resulting in a revenue decrease of $16.1 million. Gross
production from the Cusiana and Cupiagua fields averaged 331,000 BOPD for the
third-quarter 2000, compared with 433,000 BOPD for the prior-year third quarter.
As a result of financial and commodity market transactions settled during
the three months ended September 30, 2000, the Company's risk management program
resulted in lower oil sales of approximately $2.5 million than if the Company
had not entered into such transactions. Additionally, the Company has reduced
its exposure to fluctuations in West Texas Intermediate ("WTI") prices on a
portion of its fourth-quarter 2000 and 2001 oil production. See "Quantitative
and Qualitative Disclosures about Market Risk" below.
Costs and Expenses
--------------------
Operating expenses decreased $7.6 million in 2000 primarily due to lower
pipeline tariffs. On an oil-equivalent barrel basis, operating expenses were
$4.30 and $5.28 in 2000 and 1999, respectively. OCENSA pipeline tariffs totaled
$6.8 million, or $2.34 per barrel, and $13.9 million, or $3.66 per barrel, in
2000 and 1999, respectively. Following the Company's acquisition of the shares
of TPC in 2000, the Company elected to cancel the dividend it would receive as
an owner of OCENSA shares which is the primary cause for lower pipeline tariffs
in 2000. OCENSA imposes a tariff on shippers from the Cusiana and Cupiagua
fields (the "Initial Shippers"), which is estimated to recoup: the total capital
cost of the project over a 15-year period; its operating expenses, which include
all Colombian taxes; interest expense; and the dividend to be paid by OCENSA to
the shareholder affiliated with that shipper, unless it has elected not to
receive a dividend. Any shippers of crude oil who are not Initial Shippers are
assessed a premium tariff on a per-barrel basis, and OCENSA will use revenues
from such tariffs to reduce the Initial Shippers' tariff.
Depreciation, depletion and amortization decreased $1.7 million, primarily
due to lower production volumes, including barrels delivered under the forward
oil sale.
General and administrative expense before capitalization increased $2.2
million to $9.3 million in 2000. Capitalized general and administrative costs
were $3.6 million and $1.5 million in 2000 and 1999, respectively.
In September 2000, the Company recorded a $18.7 million pre-tax ($17.2
million, after-tax) noncash writedown related to its operations in Greece. The
Company surrendered its interest in the Aitoloakarnania lease onshore Greece to
the government after drilling two dry holes.
Interest Expense, Net
-----------------------
Gross interest expense for 2000 and 1999 totaled $9.4 million and $9.2
million, respectively, while capitalized interest for 2000 increased $3.7
million to $7.3 million. Gross interest expense will increase in future
periods as a result of higher outstanding debt balances following the issuance
of the 2007 Notes. The Company anticipates that the amount of gross interest
expense that is capitalized will decrease in 2001, as capitalized oil and gas
assets from the Ceiba field in Equatorial Guinea are placed in service.
Income Taxes
-------------
Current taxes increased to $16.2 million in 2000 from $1.4 million in 1999
due to higher pretax income from Colombian operations. During 2000, the
Company's tax expense was approximately $3.1 million lower due to the
amortization of deferred income resulting from anticipated utilization of net
operating losses of an entity that was acquired in the prior year. The income
tax provisions for 2000 and 1999 included deferred tax expense of $6.0 million
and $9.3 million, respectively.
Subsequent Events
------------------
In November 2000, the Company repaid its 2002 Notes at a price, including
accrued interest, of $1,038.40 for each $1,000 note outstanding. The Company
expects its results of operations for the quarter ending December 31, 2000, will
include an extraordinary expense of approximately $7 million associated with the
extinguishment of the 2002 Notes.
During September 2000, the Company called for redemption all of the
outstanding 5% preference shares. Each 5% preference share was convertible into
one ordinary share of the Company. A total of 107,075 shares were converted
into ordinary shares, and the remaining 78,201 shares were redeemed for cash at
the redemption price of $34.56 per share totaling $2.7 million. The redemption
price represented the stated value of $34.41 plus the amount of dividends that
accrued per share from September 30, 2000, through the redemption date of
October 31, 2000.
NINE MONTHS ENDED SEPTEMBER 30, 2000,
COMPARED WITH NINE MONTHS ENDED SEPTEMBER 30, 1999
Oil and Gas Sales
--------------------
Oil and gas sales in 2000 totaled $243.1 million, a 38% increase from the
prior year due to higher average realized oil prices. This increase was
partially offset by lower production. The average realized oil price increased
$11.53 per barrel, or 77%, resulting in an increase in revenues of $105.7
million, compared with the same period in 1999. Oil production, including
production related to barrels delivered under the forward oil sale, decreased
22% in 2000, compared with the prior-year, resulting in a revenue decrease of
$38.9 million. Gross production from the Cusiana and Cupiagua fields averaged
346,000 BOPD in 2000, compared with 434,000 BOPD in 1999.
As a result of financial and commodity market transactions settled during
the nine months ended September 30, 2000, the Company's risk management program
resulted in lower oil sales of approximately $15.9 million than if the Company
had not entered into such transactions. Additionally, the Company has reduced
its exposure to fluctuations in WTI prices on a portion of its fourth-quarter
2000 and 2001 oil production. See "Quantitative and Qualitative Disclosures
about Market Risk" below.
The delivery requirement under the forward oil sale was completed in March
2000. Beginning in the second quarter of 2000, 254,136 barrels per month, the
amount previously delivered under the forward oil sale and recognized in
revenues at $11.56 per barrel, were available for sale at market prices subject
to any hedging arrangements undertaken by the Company.
Costs and Expenses
--------------------
Operating expenses decreased $14.5 million in 2000 primarily due to lower
pipeline tariffs. On an oil-equivalent barrel basis, operating expenses were
$4.80 and $5.11 in 2000 and 1999, respectively. OCENSA pipeline tariffs totaled
$23.8 million, or $2.62 per barrel, and $39.9 million, or $3.52 per barrel, in
2000 and 1999, respectively.
Depreciation, depletion and amortization decreased $4.9 million, primarily
due to lower production volumes, including barrels delivered under the forward
oil sale.
General and administrative expense before capitalization increased $3.3
million, to $24.5 million in 2000. Capitalized general and administrative costs
were $8.4 million and $5.8 million in 2000 and 1999, respectively.
Interest Expense, Net
-----------------------
Gross interest expense for 2000 and 1999 totaled $28.1 million and $28
million, respectively, while capitalized interest for 2000 increased $6.7
million to $17.2 million.
Income Taxes
-------------
Current taxes increased to $36.2 million in 2000 from $3.9 million in 1999
due to higher pretax income from Colombian operations. During 2000, the
Company's tax expense was lower by approximately $8.9 million due to the
amortization of deferred income resulting from anticipated utilization of net
operating losses of an entity that was acquired in the prior year. The income
tax provisions for 2000 and 1999 included deferred tax expense of $11 million
and $16.5 million, respectively.
Recent Accounting Pronouncements
--------------------------------
In June 1998, the Financial Accounting Standards Board ("FASB") issued
Statement of Financial Accounting Standards ("SFAS") No. 133, "Accounting for
Derivative Instruments and Hedging Activities." This Statement as amended in
June 2000 by SFAS No. 138 "Accounting for Certain Derivative Instruments and
Certain Hedging Activities - an Amendment of SFAS No. 133" establishes
accounting and reporting standards for derivative instruments and for hedging
activities. It requires enterprises to recognize all derivatives as either
assets or liabilities in the balance sheet and measure those instruments at fair
value. The requisite accounting for changes in the fair value of a derivative
will depend on the intended use of the derivative and the resulting designation.
The Company must adopt SFAS No. 133 and No. 138 effective January 1, 2001.
Based on the Company's outstanding derivatives contracts, the impact of adopting
this standard would not have a material adverse effect on the Company's
operations or consolidated financial condition. However, no assurances can be
given with regard to the level of the Company's derivatives activities at the
time SFAS No. 133 and No. 138 are adopted or the resulting effect on the
Company's operations or consolidated financial condition.
Certain Factors That Could Affect Future Operations
---------------------------------------------------
Certain information contained in this report, as well as written and oral
statements made or incorporated by reference from time to time by the Company
and its representatives in other reports, filings with the Securities and
Exchange Commission, news releases, conferences, teleconferences, web postings,
or otherwise, may be deemed to be "forward-looking statements" within the
meaning of Section 21E of the Securities Exchange Act of 1934 and the Private
Securities Litigation Reform Act of 1995 and are subject to the "Safe Harbor"
provisions of those statutes. Forward-looking statements include statements
concerning the Company's and management's plans, objectives, goals, strategies
and future operations and performance and the assumptions underlying such
forward-looking statements. When used in this document, the words
"anticipates," "estimates," "expects," "believes," "intends," "plans," "may,"
"will," "should" and similar expressions are intended to identify such
forward-looking statements. These statements include information regarding:
- drilling schedules;
- expected or planned production capacity;
- future production of the Cusiana and Cupiagua fields in Colombia, including
the Recetor license;
- the completion of development and commencement of production offshore
Malaysia-Thailand;
- future production of the Ceiba field in Equatorial Guinea, including volumes
and timing of first production;
- the acceleration of the Company's exploration, appraisal and development
activities in Equatorial Guinea;
- the Company's capital budget and future capital requirements;
- the Company's meeting its future capital needs;
- the Company's utilization of net operating loss carryforwards and realization
of its deferred tax asset;
- the level of future expenditures for environmental costs;
- the outcome of regulatory and litigation matters;
- the estimated fair value of derivative instruments; and
- proved oil and gas reserves and discounted future net cash flows therefrom.
These statements are based on current expectations and involve a number of
risks and uncertainties, including those described in the context of such
forward-looking statements, and in notes 7 and 8 of Notes to Condensed
Consolidated Financial Statements. Actual results and developments could differ
materially from those expressed in or implied by such statements due to these
and other factors. The Company is not obligated to update or revise any
forward-looking statements, whether as a result of new information, future
events or otherwise.
ITEM 3. QUALITATIVE AND QUANTITATIVE DISCLOSURES ABOUT MARKET RISK
Oil sold by the Company is normally priced with reference to a defined
benchmark, such as light sweet crude oil traded on the New York Mercantile
Exchange. Actual prices received vary from the benchmark depending on quality
and location differentials. It is the Company's policy to use financial market
transactions with creditworthy counterparties from time to time, primarily to
reduce risk associated with the pricing of a portion of the oil and natural gas
that it sells. The policy is structured to underpin the Company's planned
revenues and results of operations. There can be no assurance that the use of
financial market transactions will not result in losses. The Company does not
enter into financial market transactions for trading purposes.
With respect to the sale of oil to be produced by the Company, the Company
has entered into oil price swaps with creditworthy counterparties to establish a
weighted average WTI benchmark price of $30.11 per barrel on an aggregate of
636,000 barrels of production during the period from October through December
2000. Also, the Company has entered into option contracts for an aggregate of
900,000 barrels of production during the period from January through June 2001.
As a result, to the extent the monthly average WTI exceeds $35.48 per barrel,
the Company will pay the counterparty the difference between the average WTI
price and $35.48 per barrel and to the extent average WTI price is at or below
$27.00, the Company will receive $3.00 per barrel plus the realized price per
barrel. The option contracts for the period from January through June 2001 will
be accounted for on a mark-to-market basis.
PART II. OTHER INFORMATION
ITEM 5. OTHER INFORMATION
Equatorial Guinea
-----------------
As the Company has previously disclosed, at the request of the Republic of
Equatorial Guinea, the Company and its partner, Energy Africa, were
negotiating amendments to certain terms of the production sharing contracts
covering Blocks F and G. In October 2000, the Company and its partner entered
into definitive amendments to the contracts, which included the assignment to
the government of a 5% carried participating interest in any oil or gas field.
The following is intended to be a summary of the terms of the contracts,
as amended.
Under the terms of the production-sharing contracts, the Republic of
Equatorial Guinea is entitled to a royalty from each field. In the case of an
oil field, the royalty is based on average daily production and is determined as
follows:
Rates of Daily Production of an Oil Field Royalty Per Tranche
----------------------------------------- -------------------
(calculated on an incremental basis of crude oil)
From 0 to 30,000 Barrels 11%
Above 30,000 to 60,000 Barrels 12%
Above 60,000 to 80,000 Barrels 14%
Above 80,000 to 100,000 Barrels 15%
More than 100,000 Barrels 16%
In the case of a gas field, the royalty is 10% of the natural gas in the field.
After making the royalty payments, the Company and Energy Africa will be
allocated up to 70% of the remaining production to recover capital costs. The
government of Equatorial Guinea's 5% carried participating interest does not
entitle the government to receive any of the proceeds for cost recovery. After
the allocation of production toward the payment of the royalty and cost
recovery, the production sharing contracts entitle the Republic of Equatorial
Guinea to receive a share of production based on cumulative production,
determined as follows:
Government Share of Contractors' Share of
Cumulative Production Remaining Production Remaining Production
------------------------ --------------------- ----------------------
(in millions of barrels)
From 0 to 200 20% 80%
Above 200 to 350 30% 70%
Above 350 to 450 40% 60%
Above 450 to 550 50% 50%
More than 550 60% 40%
The government of Equatorial Guinea's 5% carried participating interest entitles
it to receive 5% of the production allocated to the contractors in the preceding
table. As a result, the Company would receive 80.75% of the remaining production
and Energy Africa would receive 14.25%.
In addition, as any new field is discovered, the contractors must make a
production payment to the government in the amount of $750,000 when the Ministry
of Mines and Energy approves the discovery as commercial. The contractors must
pay the government certain production bonuses if and when production from a
field, including the Ceiba field, averages certain levels for the first time,
determined as follows:
Average Production
Per Day Production Bonus
--------------- ----------------
(in barrels)
30,000 $3 million
60,000 $3 million
100,000 $4 million
These production bonuses would be added to the capital costs the contractors are
entitled to recover.
The contracts require the Company to relinquish 30% of each contract's
original area in April 2000, and an additional 20% of the remaining contract
area by the end of April 2002, provided the Company will not be required to
surrender an area that includes a commercial field or a discovery that has not
then been declared commercial. The Company has been negotiating with the
Republic of Equatorial Guinea to retain all or a portion of the 30% of the
original area that was required to be relinquished in April 2000. The area or
areas to be surrendered is to be designated by the Company, provided that, where
possible, each area is of sufficient size and convenient shape to permit
petroleum operations. The Company has informed the Republic of Equatorial Guinea
that, if required, the Company would relinquish those areas of the blocks that
the Company considers to be the least prospective. The Company can give
assurance that the government would agree that this relinquishment meets the
terms of the contract.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits: The following documents are filed as part of this Quarterly
Report on Form 10-Q:
1. Exhibits required to be filed by Item 601 of Regulation S-K. (Where the
amount of securities authorized to be issued under any of Triton Energy
Limited's and any of its subsidiaries' long-term debt agreements does not exceed
10% of the Company's assets, pursuant to paragraph (b)(4) of Item 601 of
Regulation S-K, in lieu of filing such as exhibits, the Company hereby agrees to
furnish to the Commission upon request a copy of any agreement with respect to
such long-term debt.)
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3.1 Memorandum of Association (previously filed as an exhibit to the Company's
Registration Statement on Form S-3 (No 333-08005) and incorporated herein by
reference.)
3.2 Articles of Association (previously filed as an exhibit to the Company's
Registration Statement on Form S-3 (No 333-08005) and incorporated herein by
reference.)
4.1 Specimen Share Certificate of Ordinary Shares, $.01 par value, of the Company
(previously filed as an exhibit to the Company's Registration Statement on Form 8-A
dated March 25, 1996, and incorporated herein by reference.)
4.2 Rights Agreement dated as of March 25, 1996, between Triton and The Chase
Manhattan Bank, as Rights Agent, including, as Exhibit A thereto, Resolutions
establishing the Junior Preference Shares (previously filed as an exhibit to the
Company's Registration Statement on Form S-3 (No 333-08005) and incorporated herein
by reference.)
4.3 Resolutions Authorizing the Company's 5% Convertible Preference Shares (previously
filed as an exhibit to the Company's and Triton Energy Corporation's Registration
Statement on Form S-4 (No. 333-923) and incorporated herein by reference.)
4.4 Amendment No. 1 to Rights Agreement dated as of August 2, 1996, between Triton
Energy Limited and The Chase Manhattan Bank, as Rights Agent (previously filed as an
exhibit to the Company's Registration Statement on Form 8-A/A (Amendment No. 1)
dated August 14, 1996, and incorporated herein by reference.)
4.5 Amendment No. 2 to Rights Agreement dated as of August 30, 1998, between Triton
Energy Limited and The Chase Manhattan Bank, as Rights Agent (previously filed
as an exhibit to the Company's Registration Statement on Form 8-A/A (Amendment No.
2) dated October 2, 1998, and incorporated herein by reference.)
4.6 Unanimous Written Consent of the Board of Directors authorizing a Series of
Preference Shares (previously filed as an exhibit to the Company's
Quarterly Report on Form 10-Q for the quarter ended September 30, 1998, and
incorporated herein by reference.)
4.7 Amendment No. 3 to Rights Agreement dated as of January 5, 1999, between Triton
Energy Limited and The Chase Manhattan Bank, as Rights Agent (previously filed
as an exhibit to the Company's Registration Statement on Form 8-A/A (Amendment No.
3) dated January 31, 1999, and incorporated herein by reference.)
10.1 Amended and Restated Retirement Income Plan (previously filed as an exhibit to
Triton Energy Corporation's Quarterly Report on Form 10-Q for the quarter ended
November 30, 1993, and incorporated by reference.)
10.2 Amended and Restated Supplemental Executive Retirement Income Plan. (previously
Filed as an exhibit to the Company's Annual Report on Form 10-K for the fiscal year
Ended December 31, 1997, and incorporated herein by reference.)
10.3 1981 Employee Non-Qualified Stock Option Plan. (previously filed as an exhibit to
Triton Energy Corporation's Annual Report on Form 10-K for the fiscal year ended May
31, 1992 ,and incorporated herein by reference.)
10.4 Amendment No. 1 to the 1981 Employee Non-Qualified Stock Option Plan. (previously
filed as an exhibit to Triton Energy Corporation's Annual Report on Form 10-K for
the fiscal year ended May 31, 1989, and incorporated herein by reference.)
10.5 Amendment No. 2 to the 1981 Employee Non-Qualified Stock Option Plan. (previously
filed as an exhibit to Triton Energy Corporation's Annual Report on Form 10-K for the
fiscal year ended May 31, 1992, and incorporated herein by reference.)
10.6 Amendment No. 3 to the 1981 Employee Non-Qualified Stock Option Plan. (previously
filed as an exhibit to Triton Energy Corporation's Quarterly Report on Form 10-Q for
the quarter ended November 30, 1993, and incorporated by reference.)
10.7 1985 Stock Option Plan. (previously filed as an exhibit to Triton Energy Corporation's
Annual Report on Form 10-K for the fiscal year ended May 31, 1990, and incorporated
herein by reference.)
10.8 Amendment No. 1 to the 1985 Stock Option Plan. (previously filed as an exhibit to
Triton Energy Corporation's Annual Report on Form 10-K for the fiscal year ended
May 31, 1992, and incorporated herein by reference.)
10.9 Amendment No. 2 to the 1985 Stock Option Plan. (previously filed as an exhibit to
Triton Energy Corporation's Quarterly Report on Form 10-Q for the quarter ended
November 30, 1993, and incorporated by reference.)
10.10 1989 Stock Option Plan. (previously filed as an exhibit to Triton Energy Corporation's
Quarterly Report on Form 10-Q for the quarter ended November 30, 1988, and
incorporated herein by reference.) (1)
10.11 Amendment No. 1 to 1989 Stock Option Plan. (previously filed as an exhibit to
Triton Energy Corporation's Annual Report on Form 10-K for the fiscal year ended
May 31, 1992, and incorporated herein by reference.) (1)
10.12 Amendment No. 2 to 1989 Stock Option Plan. (previously filed as an exhibit to
Triton Energy Corporation's Quarterly Report on Form 10-Q for the quarter ended
November 30, 1993, and incorporated herein by reference.) (1)
10.13 Second Amended and Restated 1992 Stock Option Plan.(previously filed as an
exhibit to the Company's Quarterly Report on Form 10-Q for the quarter ended March
31, 1996, and incorporated herein by reference.) (1)
10.14 Form of Amended and Restated Employment Agreement with Triton Energy Limited
and certain officers, including Messrs. Dunlevy, Garrett and Maxted, as amended and
restated June 28, 2000. (previously filed as an exhibit to the Company's Quarterly
Report on Form 10-Q for the quarter ended June 30, 2000, and incorporated herein
by reference.)
10.15 Amended and Restated Employment Agreement among Triton Energy Limited, Triton
Exploration Services, Inc. and Robert B. Holland, III. (previously filed as an exhibit
to the Company's Quarterly Report on Form 10-Q for the quarter ended
September 30, 1998, and incorporated herein by reference.)
10.16 Form of Amended and Restated Employment Agreement among Triton Energy Limited,
Triton Exploration Services, Inc. and each of Peter Rugg and Al E. Turner. (previously
filed as an exhibit to the Company's Quarterly Report on Form 10-Q for
the quarter ended September 30, 1998, and incorporated herein by reference.)
10.17 Letter Agreement among Triton Energy Limited, Triton Exploration Services, Inc.
and Robert B. Holland, III dated December 17, 1998. (previously filed as an exhibit to
the Company's Annual Report on Form 10-K for the year ended December 31, 1998 and
incorporated herein by reference.)
10.18 Letter Agreement among Triton Energy Limited, Triton Exploration Services, Inc.
and Peter Rugg dated December 10, 1998. (previously filed as an exhibit to the
Company's Annual Report on Form 10-K for the year ended December 31, 1998 and
incorporated herein by reference.)
10.19 Amended and Restated 1985 Restricted Stock Plan. (previously filed as an exhibit
to Triton Energy Corporation's Quarterly Report on Form 10-Q for the quarter ended
November 30, 1993, and incorporated herein by reference.)
10.20 First Amendment to Amended and Restated 1985 Restricted Stock Plan. (previously
filed as an exhibit to Triton Energy Corporation's Annual Report on Form 10-K for the
fiscal year ended December 31, 1995, and incorporated herein by reference.)
10.21 Second Amendment to Amended and Restated 1985 Restricted Stock Plan. (previously
filed as an exhibit to the Company's Quarterly Report on Form 10-Q for the quarter
ended March 31, 1996, and incorporated herein by reference.)
10.22 Executive Life Insurance Plan. (previously filed as an exhibit to Triton Energy
Corporation's Annual Report on Form 10-K for the fiscal year ended May 31, 1991,
and incorporated herein by reference.)
10.23 Long Term Disability Income Plan. (previously filed as an exhibit to Triton Energy
Corporation's Annual Report on Form 10-K for the fiscal year ended May 31, 1991,
and incorporated herein by reference.)
10.24 Amended and Restated Retirement Plan for Directors. (previously filed as an exhibit
to Triton Energy Corporation's Annual Report on Form 10-K for the fiscal year ended
May 31, 1990, and incorporated herein by reference.)
10.25 Contract for Exploration and Exploitation for Santiago de Atalayas I with an effective
date of July 1, 1982, between Triton Colombia, Inc., and Empresa Colombiana
De Petroleos. (previously filed as an exhibit to Triton Energy Corporation's Annual
Report on Form 10-K for the fiscal year ended May 31, 1990, and incorporated
herein by reference.)
10.26 Contract for Exploration and Exploitation for Tauramena with an effective date of July
4, 1988, between Triton Colombia, Inc., and Empresa Colombiana De Petroleos.
(previously filed as an exhibit to Triton Energy Corporation's Annual Report on Form
10-K for the fiscal year ended May 31, 1990, and incorporated herein by reference.)
10.27 Summary of Assignment legalized by Public Instrument No. 1255 dated September 15,
1987 (Assignment is in Spanish language). (previously filed as an exhibit to Triton
Energy Corporation's Annual Report on Form 10-K for the fiscal year ended May 31,
1993, and incorporated herein by reference.)
10.28 Summary of Assignment legalized by Public Instrument No. 1602 dated June 11, 1990
(Assignment is in Spanish language). (previously filed as an exhibit to Triton
Energy Corporation's Annual Report on Form 10-K for the fiscal year ended May 31,
1993, and incorporated herein by reference.)
10.29 Summary of Assignment legalized by Public Instrument No. 2586 dated September 9,
1992 (Assignment is in Spanish language). (previously filed as an exhibit to Triton
Energy Corporation's Annual Report on Form 10-K for the fiscal year ended May 31,
1993, and incorporated herein by reference.)
10.30 Triton Exploration Services, Inc. 401(K) Savings Plan, as amended and restated
June 1, 2000. (previously filed as an exhibit to the Company's Quarterly Report
on Form 10-Q for the quarter ended June 30, 2000, and incorporated herein by
reference.)
10.31 Contract between Malaysia-Thailand Joint Authority and Petronas Carigali
SDN.BHD. and Triton Oil Company of Thailand relating to Exploration and Production
of Petroleum for Malaysia-Thailand Joint Development Area Block A-18. (previously
filed as an exhibit to Triton Energy Corporation's Current Report on Form 8-K dated
April 21, 1994, and incorporated herein by reference.)
10.32 Credit Agreement among Triton Colombia, Inc., Triton Energy Corporation,
NationsBank, N.A. (Carolinas) and Export-Import Bank of the United States
(previously filed as an exhibit to Triton Energy Corporation's Annual Report on Form
10-K for the fiscal year ended December 31, 1995, and incorporated herein by
reference.)
10.33 Amendment No. 1 to Credit Agreement among Triton Colombia, Inc., Triton Energy
Corporation, NationsBank, N.A. (Carolinas) and Export-Import Bank of the United
States. (previously filed as an exhibit to Triton Energy Corporation's Annual Report
on Form 10-K for the fiscal year ended December 31, 1995, and incorporated herein
by reference.)
10.34 Amendment No. 2 to Credit Agreement among Triton Colombia, Inc., Triton Energy
Corporation, NationsBank, N.A. (Carolinas) and Export-Import Bank of the United
States. (previously filed as an exhibit to the Company's Quarterly Report on Form
10-Q for the quarter ended March 31, 1996, and incorporated herein by reference.)
10.35 Amendment No. 3 to Credit Agreement among Triton Colombia, Inc., Triton Energy
Corporation, NationsBank, N.A. (Carolinas) and Export-Import Bank of the United
States. (previously filed as an exhibit to the Company's Quarterly Report on Form
10-Q for the quarter ended March 31, 1998, and incorporated herein by reference.)
10.36 Form of Indemnity Agreement entered into with each director and officer of the
Company. (previously filed as an exhibit to the Company's Quarterly Report on Form
10-Q for the quarter ended September 30, 1998, and incorporated herein by reference.)
10.37 Description of Performance Goals for Executive Bonus Compensation. (previously
filed as an exhibit to the Company's Annual Report on Form 10-K for the fiscal year
ended December 31, 1996, and incorporated herein by reference.)
10.38 Amended and Restated 1997 Share Compensation Plan. (previously filed as an
exhibit to the Company's Annual Report on Form 10-K for the fiscal year ended
December 31, 1998, and incorporated herein by reference.)
10.39 First Amendment to Amended and Restated Retirement Plan for Directors. (previously
filed as an exhibit to the Company's Annual Report on Form 10-K for the fiscal year
ended December 31, 1997, and incorporated herein by reference.)
10.40 First Amendment to Second Amended and Restated 1992 Stock Option Plan. (previously
filed as an exhibit to the Company's Quarterly Report on Form 10-Q for the quarter
ended March 31, 1997, and incorporated herein by reference.)
10.41 Second Amendment to Second Amended and Restated 1992 Stock Option Plan.
(previously filed as an exhibit to the Company's Annual Report on Form 10-K
for the fiscal year ended December 31, 1997, and incorporated herein by reference.)
10.42 Amended and Restated Indenture dated July 25, 1997, between Triton Energy
Limited and The Chase Manhattan Bank. (previously filed as an exhibit to the
Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 1997, and
incorporated herein by reference.)
10.43 Amended and Restated First Supplemental Indenture dated July 25, 1997,
between Triton Energy Limited and The Chase Manhattan Bank relating
to the 8 3/4% Senior Notes due 2002. (previously filed as an exhibit to the
Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 1997, and
incorporated herein by reference.)
10.44 Amended and Restated Second Supplemental Indenture dated July 25, 1997,
between Triton Energy Limited and The Chase Manhattan Bank relating
to the 9 1/4% Senior Notes due 2005. (previously filed as an exhibit to the
Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 1997, and
incorporated herein by reference.)
10.45 Share Purchase Agreement dated July 17, 1998, among Triton Energy Limited, Triton
Asia Holdings, Inc., Atlantic Richfield Company and BP JDA Limited.
(previously filed as an exhibit to the Company's Quarterly Report on Form 10-Q for the
quarter ended June 30, 1998, and incorporated herein by reference.)
10.46 Shareholders Agreement dated August 3, 1998, among Triton Energy Limited, Triton
Asia Holdings, Inc., Atlantic Richfield Company, and BP JDA Limited.
(previously filed as an exhibit to the Company's Quarterly Report on Form 10-Q for the
quarter ended June 30, 1998, and incorporated herein by reference.)
10.47 Stock Purchase Agreement dated as of August 31, 1998, between Triton Energy
Limited and HM4 Triton, L.P. (previously filed as an exhibit to the Company's
Quarterly Report on Form 10-Q for the quarter ended September 30, 1998, and
incorporated herein by reference.)
10.48 Shareholders Agreement dated as of September 30, 1998, between Triton Energy
Limited and HM4 Triton, L.P. (previously filed as an exhibit to the Company's
Quarterly Report on Form 10-Q for the quarter ended September 30, 1998, and
incorporated herein by reference.)
10.49 Financial Advisory Agreement dated as of September 30, 1998, between Triton Energy
Limited and Hicks, Muse & Co. Partners, L.P. (previously filed as an exhibit to the
Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 1998,
and incorporated herein by reference.)
10.50 Monitoring and Oversight Agreement dated as of September 30, 1998, between Triton
Energy Limited and Hicks, Muse & Co. Partners, L.P. (previously filed as an exhibit to
the Company's Quarterly Report on Form 10-Q for the quarter ended September 30,
1998, and incorporated herein by reference.)
10.51 Severance Agreement dated April 9, 1999, made and entered into by and among Triton
Energy Limited, Triton Exploration Services, Inc. and Peter Rugg. (previously filed as
an exhibit to the Company's Quarterly Report on Form 10-Q for the quarter ended
March 31, 1999, and incorporated herein by reference.)
10.52 Consulting and Non-Compete Agreement dated April 9, 1999, made and entered into
by and between Triton Exploration Services, Inc. and Peter Rugg. (previously filed as
an exhibit to the Company's Quarterly Report on Form 10-Q for the quarter ended
March 31, 1999, and incorporated herein by reference.)
10.53 Third Amendment to Amended and Restated 1985 Restricted Stock Plan (previously
filed as an exhibit to the Company's Quarterly Report on Form 10-Q for the quarter
ended March 31, 1999, and incorporated herein by reference.)
10.54 Amendment to the Triton Exploration Services, Inc. Supplemental Executive
Retirement Plan. (previously filed as an exhibit to the Company's Quarterly Report on
Form 10-Q for the quarter ended June 30, 1999, and incorporated herein by
reference)
10.55 Third Amendment to the Second Amended and Restated 1992 Stock Option Plan
(previously filed as an exhibit to the Company's Quarterly Report on Form 10-Q for the
quarter ended June 30, 1999, and incorporated herein by reference.)
10.56 First Amendment to the Amended and Restated 1997 Share Compensation Plan
(previously filed as an exhibit to the Company's Quarterly Report on Form 10-Q for the
quarter ended June 30, 1999, and incorporated herein by reference.)
10.57 Amendment dated May 11, 1999, to Amended and Restated Employment Agreement
dated July 15, 1998 among Triton Exploration Services, Inc., Triton Energy Limited
and A.E. Turner, III.(previously filed as an exhibit to the Company's Quarterly Report
on Form 10-Q for the quarter ended June 30, 1999, and incorporated herein by
reference)
10.58 Second Amendment to Retirement Plan for Directors. (previously filed as an exhibit to
the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 1999,
and incorporated herein by reference.)
10.59 Amendment No. 1 to Shareholders Agreement between Triton Energy Limited
and HM4 Triton, L.P. (previously filed as an exhibit to the Company's Quarterly Report
on Form 10-Q for the quarter ended June 30, 1999, and incorporated herein by
reference)
10.60 Amendment No. 4 to the 1981 Employee Nonqualified Stock Option Plan. (previously
filed as an exhibit to the Company's Quarterly Report on Form 10-Q for the quarter
ended June 30, 1999, and incorporated herein by reference.)
10.61 Amendment No. 3 to the 1985 Stock Option Plan. (previously filed as an exhibit to the
Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 1999, and
incorporated herein by reference.)
10.62 Amendment No. 3 to the 1989 Stock Option Plan. (previously filed as an exhibit to the
Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 1999, and
incorporated herein by reference.)
10.63 Supplemental Letter Agreement dated October 28, 1999, among Triton Energy
Limited, Triton Asia Holdings, Inc., Atlantic Richfield Company, and BP JDA
Limited (previously filed as an exhibit to the Company's Quarterly Report on Form
10-Q for the quarter ended September 30, 1999, and incorporated herein by reference.)
10.64 Gas Sales Agreement dated October 30, 1999 among the Malaysia-Thailand Joint
Authority, and Petronas Carigali (JDA) Sdn Bhd, Triton Oil Company of Thailand,
Triton Oil Company of Thailand (JDA) Limited, as Sellers, and with Petroleum
Authority of Thailand and Petroliam Nasional Berhad, as Buyers. (previously filed
as an exhibit to the Company's Quarterly Report on Form 10-Q for the quarter ended
September 30, 1999, and incorporated herein by reference.)
10.65 Form of Stock Option Agreement between Triton Energy Limited and its
non-employee directors. (previously filed as an exhibit to the Company's Annual
Report on Form 10-K for the fiscal year ended December 31, 1999, and
incorporated herein by reference.)
10.66 Form of Stock Option Agreement between Triton Energy Limited and its employees,
including its executive officers. (previously filed as an exhibit to the Company's
Annual Report on Form 10-K for the fiscal year ended December 31, 1999, and
incorporated herein by reference.)
10.67 Amendment to Stock Options dated as of January 3, 2000, between Triton Energy
Limited and A.E. Turner. (previously filed as an exhibit to the Company's
Annual Report on Form 10-K for the fiscal year ended December 31, 1999, and
incorporated herein by reference.)
10.68 Form of Amendment to Stock Options dated as of January 3, 2000, between Triton
Energy Limited and its non-employee directors. (previously filed as an exhibit to
the Company's Annual Report on Form 10-K for the fiscal year ended December
31, 1999, and incorporated herein by reference.)
10.69 Production Sharing Contract between the Republic of Equatorial Guinea
and Triton Equatorial Guinea, Inc. for Block F. (previously filed as an exhibit to the
Company's Annual Report on Form 10-K for the fiscal year ended December 31,
1999, and incorporated herein by reference.)
10.70 Production Sharing Contract between the Republic of Equatorial Guinea and Triton
Equatorial Guinea, Inc. for Block G. (previously filed as an exhibit to the Company's
Annual Report on Form 10-K for the fiscal year ended December 31, 1999, and
incorporated herein by reference.)
10.71 Supplementary Contract (No. 1) to the Production Sharing Contract for Block A-18
dated 21 April 1994 between Malaysia-Thailand Joint Authority and Petronas
Carigali (JDA) SDN.BHD., Triton Oil Company of Thailand and Triton Oil Company
of Thailand (JDA) Limited. (previously filed as an exhibit to the Company's
Annual Report on Form 10-K for the fiscal year ended December 31, 1999, and
incorporated herein by reference.)
10.72 Supplementary Contract (No. 2) to the Production Sharing Contract for Block A-18
dated 21 April 1994 between Malaysia-Thailand Joint Authority and Petronas Carigali
(JDA) SDN.BHD., Triton Oil Company of Thailand and Triton Oil Company of
Thailand (JDA) Limited. (previously filed as an exhibit to the Company's
Annual Report on Form 10-K for the fiscal year ended December 31, 1999, and
incorporated herein by reference.)
10.73 Credit Agreement dated as of February 29, 2000, among Triton Energy Limited,
the Lenders party thereto and The Chase Manhattan bank, as Administrative Agent
(previously filed as an exhibit to the Company's Annual Report on Form 10-K
for the fiscal year ended December 31, 1999, and incorporated herein by
reference)
10.74 Share Purchase Agreement dated as of May 8, 2000 between Triton International
Petroleum, Inc. and The Strategic Transaction Company. (previously filed as an
exhibit to the Company's Quarterly Report on Form 10-Q for the quarter ended
March 31, 2000, and incorporated herein by reference.)
10.75 Amendment to the Retirement Income Plan dated August 1, 1998 (previously filed as an
exhibit to the Company's Quarterly Report on Form 10-Q for the quarter ended
June 30, 1998, and incorporated herein by reference.)
10.76 Amendment to Amended and Restated Retirement Income Plan dated December 31,
1996 (previously filed as an exhibit to the Company's Quarterly Report on Form 10-Q
for the quarter ended March 31, 1998, and incorporated herein by reference.)
10.77 Amendment to Triton Exploration Services, Inc. Retirement Income Plan. (previously
filed as an exhibit to the Company's Quarterly Report on Form 10-Q for the quarter
ended June 30, 1999, and incorporated herein by reference.)
10.78 Indenture, dated October 4, 2000, between the Company and The Chase Manhattan
Bank, governing the Company's outstanding 8 7/8% Senior Notes Due 2007 (previously
filed as an exhibit to the Company's Registration Statement on Form S-4 (No. 333-
48584), and incorporated herein by reference.)
10.79 Amendment Agreement to Credit Agreement dated as of September 25, 2000, among
Triton Energy Limited, the Lenders party thereto and The Chase Manhattan bank, as
Administrative Agent. (previously filed as an exhibit to the Company's Registration
Statement on Form S-4 (No. 333-48584), and incorporated herein by reference.)
10.80 Triton Energy Limited 2000 Broad Based Share Compensation Plan. (previously filed
as an exhibit to the Company's Registration Statement on Form S-4 (No. 333-48584),
and incorporated herein by reference.)
10.81 First Amendment to the Production Sharing Contract between the Republic of Equatorial
Guinea and Triton Equatorial Guinea, Inc. for Block F. (previously filed as an exhibit to
the Company's Registration Statement on Form S-4 (No. 333-48584), and incorporated
herein by reference.)
10.82* Assignment of State Participating Interest in the Production Sharing Contract for Block
F, Offshore Republic of Republic of Equatorial Guinea.
10.83 First Amendment to the Production Sharing Contract between the Republic of Equatorial
Guinea and Triton Equatorial Guinea, Inc. for Block G. (previously filed as an exhibit to
the Company's Registration Statement on Form S-4 (No. 333-48584), and incorporated
herein by reference.)
10.84* Assignment of State Participating Interest in the Production Sharing Contract for Block
G, Offshore Republic of Republic of Equatorial Guinea.
10.85 Second Amendment to the Amended and Restated 1997 Share Compensation Plan. (No.
(previously filed as an exhibit to the Company's Registration Statement on Form S-4
333-48584), and incorporated herein by reference.)
12.1* Computation of Ratio of Earnings to Fixed Charges.
12.2* Computation of Ratio of Earnings to Combined Fixed Charges and Preference
Dividends.
27.1* Financial Data Schedule.
99.1 Rio Chitamena Association Contract. (previously filed as an exhibit to Triton Energy
Corporation's Current Report on Form 8-K/A dated July 15, 1994, and incorporated
herein by reference.)
99.2 Rio Chitamena Purchase and Sale Agreement. (previously filed as an exhibit to Triton
Energy Corporation's Current Report on Form 8-K/A dated July 15, 1994, and
incorporated herein by reference.)
99.3 Integral Plan - Cusiana Oil Structure. (previously filed as an exhibit to Triton Energy
Corporation's Current Report on Form 8-K/A dated July 15, 1994, and incorporated
herein by reference.)
99.4 Letter Agreements with co-investor in Colombia. (previously filed as an exhibit to
Triton Energy Corporation's Current Report on Form 8-K/A dated July 15, 1994, and
incorporated herein by reference.)
99.5 Amended and Restated Oleoducto Central S.A. Agreement dated as of March 31,
1995. (previously filed as an exhibit to Triton Energy Corporation's Quarterly Report
on Form 10-Q for the quarter ended June 30, 1995, and incorporated herein by
reference)
-----------------
* Filed herewith
</TABLE>
(b) Reports on Form 8-K
Form 8-K filed on August 28, 2000 reporting the results of the Trifos
South-1well, on the Aitoloakarnania lease, onshore southwestern Greece.
Form 8-K filed September 25, 2000 reporting the intent to offer senior notes in
an offering to certain investors.
Form 8-K filed September 28, 2000, as amended by Form 8-K/A filed on September
28, 2000, reporting the intent to sell $300 million of 8 7/8% senior notes due
2007 in an offering to investors.
Form 8-K on October 6, 2000 reporting the closing of the offering of 8 7/8%
senior notes due 2007.
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 thereunto duly authorized.
TRITON ENERGY LIMITED
By:/s/W. Greg Dunlevy
-------------------------------
W. Greg Dunlevy
Senior Vice President and Chief
Financial Officer
Date: November 9, 2000
