ENERGY VENTURES INC /DE/
8-K, 1996-07-19
OIL & GAS FIELD MACHINERY & EQUIPMENT
Previous: WARBURG PINCUS COUNSELLORS INC, SC 13G/A, 1996-07-19
Next: EQUITABLE RESOURCES INC /PA/, 8-K, 1996-07-19



<PAGE>   1

================================================================================


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


                                    FORM 8-K

                                 CURRENT REPORT


     PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


        DATE OF REPORT (Date of earliest event reported):  JULY 18, 1996



                             ENERGY VENTURES, INC.
               (Exact name of registrant as specified in charter)



<TABLE>
<S>                             <C>                         <C>
        DELAWARE                       0-7265                            04-2515019
(State of Incorporation)        (Commission File No.)       (I.R.S. Employer Identification No.)
</TABLE>



           5 POST OAK PARK, SUITE 1760,
                  HOUSTON, TEXAS                                 77027-3415
     (Address of Principal Executive Offices)                     (Zip Code)


     REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE:  (713) 297-8400


================================================================================





                                   Page 1
                       Exhibit Index Appears on Page 4

<PAGE>   2

ITEM 5.  OTHER EVENTS.

         On July 18, 1996, Energy Ventures, Inc., a Delaware corporation (the
"Company"), announced earnings for the quarter ended June 30, 1996.

         A copy of the press release announcing the Company's earnings for the
quarter ended June 30, 1996, is filed as Exhibit 99.1 and is hereby
incorporated herein by reference.


ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS.

         (a)  Financial Statements of Business Acquired.

                 None.

         (b)  Pro Forma Financial Information.

                 None.

         (c)  Exhibits.

        99.1     -   Press Release of the Company dated July 18, 1996.





                                   Page 2

<PAGE>   3

                                   SIGNATURES


         Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.


                                        ENERGY VENTURES, INC.




Dated: July 18, 1996                         /S/ FRANCES R. POWELL
                                            ---------------------------
                                                 Frances R. Powell
                                            Vice President - Accounting
                                                  and Controller





                                   Page 3

<PAGE>   4

                               INDEX TO EXHIBITS


<TABLE>
<CAPTION>
        Number                             Exhibit                
        ------                             -------                
         <S>            <C>
         99.1           Press Release of the Company dated July 18, 1996.
</TABLE>





                                   Page 4

<PAGE>   1
                                                                    EXHIBIT 99.1




FOR IMMEDIATE RELEASE


EVI ANNOUNCES SECOND QUARTER RESULTS


July 18, 1996, Houston, Texas - Energy Ventures, Inc. (NYSE-EVI) today
announced income from continuing operations of $5,794,000, or $.31 per share,
on revenues of $119,886,000 for the second quarter of 1996 compared to income
from continuing operations of $1,753,000, or $.14 per share, on revenues of
$79,747,000 for the second quarter of 1995.  Income from continuing operations
for the six months ended June 30, 1996 was $10,141,000, or $.55 per share, on
revenues of $229,928,000 compared to income from continuing operations of
$3,384,000, or $.27 per share, on revenues of $152,407,000 for the six months
ended June 30, 1995.

Operating income for the quarter and six months ended June 30, 1996 was
$12,991,000 and $23,761,000, respectively, compared to $6,887,000 and
$13,541,000, respectively, for the quarter and six months ended June 30, 1995.

Operating income at the Company's tubular division increased to $9,954,000 in
the second quarter of 1996 from $2,670,000 in the second quarter of 1995.  The
increases in operating income at the tubular division reflected an increase in
shipments of drill pipe from 33,000 joints sold in the second quarter of 1995
to 52,000 joints sold in the second quarter of 1996.  Second quarter results
also reflected substantially higher sales of premium tubulars due to improved
market conditions and the Company's 1996 second quarter acquisition of ENERPRO
International.  Sales of premium tubulars at this division are continuing to
increase due to higher offshore drilling activity.  The premium tubular market
has historically followed changes in offshore drilling activity with a lag of
approximately twelve months.  Production has recently begun at the Oil Country
Tubular Limited manufacturing facility in India.  The Company currently expects
that the facility will reach planned production levels by the first quarter of 
1997.  The backlog for the Indian plant at June 30, 1996, was approximately $50
million.  Including India, the total backlog at the tubular division was
approximately $150 million at June 30, 1996.

<PAGE>   2

Operating income at the Company's artificial lift and completion tool division
improved modestly to $2,007,000 in the second quarter of 1996 from $1,905,000
in the second quarter of 1995.  Results at this division are continuing to
improve through increased international sales and reduced selling, general and
administrative expenses following the first quarter sale of the division's U.S.
store system.

Operating income at the Company's contract drilling division was $2,706,000 in
the second quarter of 1996 versus $3,660,000 in the second quarter of 1995.
Improved results at the division's domestic and Nigerian operations were offset
by amortization of startup costs associated with its operations in Argentina
which began in July, 1995, and lower utilization of the division's rigs in
Peru.

During the second quarter of 1996, the Company replaced its existing $60
million credit facility with a three year $120 million working capital line of
credit.  Borrowing costs under the new facility are currently approximately
2.5% per annum lower than rates under the prior facility.  The early
termination of the $60 million facility resulted in an after-tax extraordinary
charge of $731,000, or $.04 per share, in the second quarter of 1996.

EVI is an international oilfield service and equipment company with
manufacturing and rig operations in nine countries.  The Company manufactures
drill pipe and premium tubulars, production equipment and provides rig
contracting services.

Contact:
James G. Kiley
Vice President and
Chief Financial Officer
(713) 297-8400
<PAGE>   3
                            ENERGY VENTURES, INC.
               CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
                     (In 000's Except Per Share Amounts)
                                 (Unaudited)

<TABLE>
<CAPTION>
                                                Three Months Ended                             Six Months Ended            
                                                      June 30,                                      June 30,               
                                        ------------------------------------        ---------------------------------------
                                              1996                  1995                   1996                   1995         
                                        ---------------       --------------        ----------------        ---------------    
<S>                                      <C>                  <C>                   <C>                     <C>                
Net Revenues                            $      119,886       $       79,747         $       229,928         $      152,407    
                                        ===============       ==============        ================        =============== 
Operating Income                        $       12,991        $        6,887        $        23,761         $       13,541     
                                                                                                                               
Other Income (Expense):                                                                                                        
   Other, Net                                      334                    52                    223                     (7)    
   Interest Expense, Net                        (4,409)               (4,196)                (8,382)                (8,161)    
                                        ---------------       --------------        ----------------        ---------------    
Income Before Income Taxes                       8,916                 2,743                 15,602                  5,373     
Provision for Income Taxes                       3,122                   990                  5,461                  1,989     
                                        ---------------       --------------        ----------------        ---------------    
Income Before Extraordinary Charge               5,794                 1,753                 10,141                  3,384     
Extraordinary Charge, Net of Taxes                (731)                   --                   (731)                    --     
                                        ---------------       --------------        ----------------        ---------------    
Net Income                              $        5,063        $        1,753        $         9,410         $        3,384     
                                        ===============       ==============        ================        =============== 
                                                                                                                               
Earnings Per Share:                                                                                                            
   Income Before Extraordinary Charge   $         0.31        $         0.14        $          0.55         $         0.27     
   Extraordinary Charge                          (0.04)                   --                  (0.04)                    --     
                                        ---------------       --------------        ----------------        ---------------    
   Net Income Per Share                 $         0.27        $         0.14        $          0.51         $         0.27     
                                        ===============       ==============        ================        ===============   
                                                                                                                               
Weighted Average Shares Outstanding             18,628                12,684                 18,525                 12,672     
                                        ===============       ==============        ================        =============== 

</TABLE>


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission