AMERADA HESS CORP
10-Q, 1996-05-14
PETROLEUM REFINING
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<PAGE>   1
                                UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C. 20549

                             --------------------

                                  FORM 10-Q

        /X/   QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
              OF THE SECURITIES AND EXCHANGE ACT OF 1934

                      For the quarter ended March 31, 1996

                                       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 1-1204

                              --------------------

                            AMERADA HESS CORPORATION
             (Exact name of registrant as specified in its charter)

                                    DELAWARE
         (State or other jurisdiction of incorporation or organization)

                                   13-4921002
                    (I.R.S. employer identification number)

                  1185 AVENUE OF THE AMERICAS, NEW YORK, N.Y.
                    (Address of principal executive offices)

                                     10036
                                   (Zip Code)
     (Registrant's telephone number, including area code is (212) 997-8500)

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
                                                    ---     ---
        At March 31, 1996, 92,988,755 shares of Common Stock were outstanding.
<PAGE>   2
                         PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements.

             AMERADA HESS CORPORATION AND CONSOLIDATED SUBSIDIARIES
                        STATEMENT OF CONSOLIDATED INCOME
                           Three Months Ended March 31
                      (in thousands, except per share data)

<TABLE>
<CAPTION>
                                                                            1996              1995
                                                                         ----------        ----------
<S>                                                                      <C>               <C>       
REVENUES
  Sales (excluding excise taxes) and
     other operating revenues                                            $2,214,537        $1,892,211
  Non-operating revenues                                                     18,011            86,123
                                                                         ----------        ----------

               Total revenues                                             2,232,548         1,978,334
                                                                         ----------        ----------
COSTS AND EXPENSES
  Cost of products sold and operating expenses                            1,644,871         1,363,875
  Exploration expenses, including dry holes                                  61,686            64,748
  Selling, general and administrative expenses                              150,132           154,465

  Interest expense                                                           52,805            64,951
  Depreciation, depletion, amortization and lease impairment                201,549           218,123
  Provision for income taxes                                                 55,528            87,010
                                                                         ----------        ----------

               Total costs and expenses                                   2,166,571         1,953,172
                                                                         ----------        ----------

NET INCOME                                                               $   65,977        $   25,162
                                                                         ==========        ==========

NET INCOME PER SHARE                                                     $      .71        $      .27
                                                                         ==========        ==========

WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING                                93,001            92,994

COMMON STOCK DIVIDENDS PER SHARE                                         $      .15        $      .15
</TABLE>

          See accompanying notes to consolidated financial statements.

                                        1
<PAGE>   3
                    PART I - FINANCIAL INFORMATION (CONT'D.)

             AMERADA HESS CORPORATION AND CONSOLIDATED SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEET
                            (in thousands of dollars)

                                  A S S E T S

<TABLE>
<CAPTION>
                                                                                       March 31,       December 31,
                                                                                         1996             1995
                                                                                      ----------        ----------
<S>                                                                                  <C>              <C>       
CURRENT ASSETS
  Cash and cash equivalents                                                          $    71,692       $    56,071
  Accounts receivable                                                                    769,077           798,331
  Inventories                                                                            898,632           838,770
  Other current assets                                                                   268,597           269,372
                                                                                     -----------       -----------
               Total current assets                                                    2,007,998         1,962,544
                                                                                     -----------       -----------

INVESTMENTS AND ADVANCES                                                                 186,054           185,522
                                                                                     -----------       -----------
PROPERTY, PLANT AND EQUIPMENT
  Total - at cost                                                                     13,080,365        13,064,212
  Less reserves for depreciation, depletion,
     amortization and lease impairment                                                 7,817,892         7,694,496
                                                                                     -----------       -----------
               Property, plant and equipment - net                                     5,262,473         5,369,716
                                                                                     -----------       -----------

DEFERRED INCOME TAXES AND OTHER ASSETS                                                   274,759           238,588
                                                                                     -----------       -----------

TOTAL ASSETS                                                                         $ 7,731,284       $ 7,756,370
                                                                                     ===========       ===========

      L I A B I L I T I E S  A N D  S T O C K H O L D E R S'  E Q U I T Y

CURRENT LIABILITIES
  Accounts payable - trade                                                           $   469,026       $   443,513
  Accrued liabilities                                                                    569,372           575,886
  Deferred revenue                                                                       105,438           151,416
  Taxes payable                                                                          228,160           239,080
  Notes payable                                                                           21,423            90,000
  Current maturities of long-term debt                                                    84,685           104,685
                                                                                     -----------       -----------
               Total current liabilities                                               1,478,104         1,604,580
                                                                                     -----------       -----------

LONG-TERM DEBT                                                                         2,576,230         2,523,181
                                                                                     -----------       -----------

CAPITALIZED LEASE OBLIGATIONS                                                             63,354            64,202
                                                                                     -----------       -----------
DEFERRED LIABILITIES AND CREDITS
  Deferred income taxes                                                                  596,881           602,792
  Other                                                                                  316,629           301,219
                                                                                     -----------       -----------
               Total deferred liabilities and credits                                    913,510           904,011
                                                                                     -----------       -----------
STOCKHOLDERS' EQUITY
  Preferred stock, par value $1.00
     Authorized - 20,000,000 shares for issuance in series                                    --                --
  Common stock, par value $1.00
     Authorized - 200,000,000 shares
     Issued - 92,988,755 shares at March 31, 1996;
        93,011,255 shares at December 31, 1995                                            92,989            93,011
  Capital in excess of par value                                                         743,222           744,252
  Retained earnings                                                                    2,069,123         2,017,064
  Equity adjustment from foreign currency translation                                   (205,248)         (193,931)
                                                                                     -----------       -----------
               Total stockholders' equity                                              2,700,086         2,660,396
                                                                                     -----------       -----------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                                           $ 7,731,284       $ 7,756,370
                                                                                     ===========       ===========
</TABLE>

          See accompanying notes to consolidated financial statements.

                                        2
<PAGE>   4
                    PART I - FINANCIAL INFORMATION (CONT'D.)

             AMERADA HESS CORPORATION AND CONSOLIDATED SUBSIDIARIES
                      STATEMENT OF CONSOLIDATED CASH FLOWS
                           Three Months Ended March 31
                                 (in thousands)

<TABLE>
<CAPTION>
                                                                                           1996             1995
                                                                                        ---------        ---------
<S>                                                                                     <C>              <C>      
CASH FLOWS FROM OPERATING ACTIVITIES
  Net income                                                                            $  65,977        $  25,162
  Adjustments to reconcile net income to net cash
     provided by operating activities
          Depreciation, depletion, amortization and lease impairment                      201,549          218,123
          Exploratory dry hole costs                                                       39,199           39,994
          Changes in operating assets and liabilities                                     (47,487)          84,293
          Deferred income taxes and other items                                           (35,374)          25,538
                                                                                        ---------        ---------

               Net cash provided by operating activities                                  223,864          393,110
                                                                                        ---------        ---------
CASH FLOWS FROM INVESTING ACTIVITIES
  Capital expenditures                                                                   (158,190)        (156,531)
  Other                                                                                    11,873          (21,458)
                                                                                        ---------        ---------

               Net cash used in investing activities                                     (146,317)        (177,989)
                                                                                        ---------        ---------
CASH FLOWS FROM FINANCING ACTIVITIES
  Decrease in notes payable                                                               (68,556)         (57,974)
  Long-term borrowings                                                                    196,866               --
  Repayment of long-term debt and capitalized lease obligations                          (163,828)        (147,022)
  Cash dividends paid                                                                     (27,868)         (27,895)
                                                                                        ---------        ---------
               Net cash used in financing activities                                      (63,386)        (232,891)
                                                                                        ---------        ---------

EFFECT OF EXCHANGE RATE CHANGES ON CASH                                                     1,460            2,441
                                                                                        ---------        ---------

NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS                                       15,621          (15,329)

CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR                                             56,071           53,135
                                                                                        ---------        ---------

CASH AND CASH EQUIVALENTS AT END OF PERIOD                                              $  71,692        $  37,806
                                                                                        =========        =========
</TABLE>

          See accompanying notes to consolidated financial statements.

                                        3
<PAGE>   5
                    PART I - FINANCIAL INFORMATION (CONT'D.)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                 (in thousands)

Note 1 -    The financial statements included in this report reflect all normal 
            and recurring adjustments which, in the opinion of management, are
            necessary for a fair presentation of the Company's consolidated
            financial position at March 31, 1996 and December 31, 1995, and the
            consolidated results of operations and the consolidated cash flows
            for the three-month periods ended March 31, 1996 and 1995. The
            unaudited results of operations for the interim periods reported are
            not necessarily indicative of results to be expected for the full
            year.

            Certain notes and other information have been condensed or omitted
            from these interim financial statements. Such statements, therefore,
            should be read in conjunction with the consolidated financial
            statements and related notes included in the 1995 Annual Report to
            Stockholders, which have been incorporated by reference in the
            Corporation's Form 10-K for the year ended December 31, 1995.

Note 2 -    Inventories consist of the following:

<TABLE>
<CAPTION>
                                                                                 March 31,              December 31,
                                                                                  1996                     1995
                                                                                 ---------              ------------
                  <S>                                                            <C>                    <C>      
                  Crude oil and other charge stocks                              $ 321,216               $ 240,425
                  Refined and other finished products                              474,254                 492,613
                  Materials and supplies                                           103,162                 105,732
                                                                                 ---------               ---------
                     Total inventories                                           $ 898,632               $ 838,770
                                                                                 =========               =========
</TABLE>

Note 3  -   The provision for income taxes consisted of the following:

<TABLE>
<CAPTION>
                                                                                           Three months
                                                                                          ended March 31
                                                                                 --------------------------------
                                                                                   1996                    1995
                                                                                 --------                --------
                    <S>                                                          <C>                     <C>     
                    Current                                                      $ 75,784                $ 58,904
                    Deferred                                                      (20,256)                 28,106
                                                                                 --------                --------
                      Total                                                      $ 55,528                $ 87,010
                                                                                 ========                ========
</TABLE>

Note 4  -   Foreign currency exchange transactions are reflected in selling, 
            general and administrative expenses. The net effect, after
            applicable income taxes, amounted to a gain of $2,127 and a loss of
            $1,039, respectively, for the three-month periods ended March 31,
            1996 and 1995.

                                        4
<PAGE>   6
                    PART I - FINANCIAL INFORMATION (CONT'D.)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                 (in thousands)

Note 5 -    The Corporation uses futures, forwards, options and swaps to reduce
            the impact of fluctuations in the prices of crude oil, natural gas
            and refined products. These contracts correlate to movements in the
            value of inventory and the prices of crude oil and natural gas, and
            as hedges, any resulting gains or losses are recorded as part of the
            hedged transaction. Net unrealized losses on the Corporation's
            petroleum hedging activities were approximately $60,000 at March 31,
            1996.

Note 6 -    On April 29, 1996, the Corporation completed the sale of its 
            Canadian subsidiary, Amerada Hess Canada Ltd., with the Corporation
            receiving cash of $611,000. The proceeds reflect the adjusted
            selling price of $558,000 and a dividend to Amerada Hess Corporation
            of $53,000. Amerada Hess Canada Ltd.'s production in the first
            quarter of 1996 amounted to 10,883 barrels of crude oil and natural
            gas liquids per day and 189,553 Mcf of natural gas per day. The
            Corporation anticipates recording an after-tax gain of approximately
            $230,000 in the second quarter of 1996.

                                        5
<PAGE>   7
                    PART I - FINANCIAL INFORMATION (CONT'D.)

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND 
         FINANCIAL CONDITION.

         RESULTS OF OPERATIONS

              Net income for the first quarter of 1996 amounted to $66 million
         ($.71 per share) compared with net income of $25 million ($.27 per
         share) for the first quarter of 1995. Net income for the first quarter
         of 1995 included income of $44 million ($.47 per share) from the refund
         of windfall profits taxes and related interest.

              The after-tax results by major operating activity for the first
         quarters of 1996 and 1995 were as follows (in millions):

<TABLE>
<CAPTION>
                                                                         Three months
                                                                        ended March 31
                                                                     ---------------------
                                                                     1996          1995(*)
                                                                     ----          -------
         <S>                                                         <C>           <C> 
         Exploration and production                                  $ 68           $ 94
         Refining, marketing and shipping                              44            (11)
         Corporate                                                     (5)            (5)
         Interest expense                                             (41)           (53)
                                                                     ----           ----
                                                                     $ 66           $ 25
                                                                     ====           ====
</TABLE> 
      
         (*) Restated to conform with current period presentation.

              Excluding the 1995 tax refund referred to above, earnings from
         exploration and production activities increased by $18 million in the
         first quarter of 1996 compared with the corresponding period of 1995.
         The increase was primarily due to higher average foreign crude oil
         selling prices and increased foreign crude oil and natural gas
         production.

              The Corporation's average selling prices, including the effects of
         hedging, were as follows:

<TABLE>
<CAPTION>
                                                                         Three months
                                                                        ended March 31
                                                                     ---------------------
                                                                     1996             1995
                                                                     ----             ----
                      <S>                                           <C>               <C> 
                      Crude oil and natural gas liquids
                        (per barrel)
                           United States                            $15.81            $16.04
                           Foreign                                   18.21             16.85

                      Natural gas (per Mcf)
                           United States                              2.63              1.71
                           Foreign                                    1.73              1.74
</TABLE>

              United States crude oil selling prices did not increase in 1996
         due to a material positive impact from hedging in 1995 and a minor
         negative impact in 1996.

                                        6
<PAGE>   8
                    PART I - FINANCIAL INFORMATION (CONT'D.)

         RESULTS OF OPERATIONS (CONTINUED)

              The Corporation's net daily worldwide production was as follows:

<TABLE>
<CAPTION>
                                                                         Three months
                                                                        ended March 31
                                                                     ---------------------
                                                                     1996             1995
                                                                     ----             ----
                  <S>                                               <C>               <C> 
                  Crude oil and natural gas liquids
                    (barrels per day)
                       United States                                 57,176            63,838
                       Foreign                                      197,424           188,739
                                                                    -------           -------
                          Total                                     254,600           252,577
                                                                    =======           =======

                  Natural gas (Mcf per day)
                       United States                                401,011           405,351
                       Foreign                                      576,909           519,141
                                                                    -------           -------
                          Total                                     977,920           924,492
                                                                    =======           =======
</TABLE>

              United States crude oil production was lower in 1996, principally
         reflecting natural decline. The increase in foreign crude oil
         production in 1996 was largely due to the start of production from the
         Fife Field in the United Kingdom in August 1995. United Kingdom natural
         gas production also increased because of new fields. In April 1996, the
         Corporation completed the sale of its Canadian subsidiary, which had
         net daily production of 10,883 barrels of crude oil and natural gas
         liquids and 189,553 Mcf of natural gas in the first quarter of 1996.
         The Corporation also expects to complete the sale of a number of United
         States producing properties which had first quarter production
         representing approximately 20% of domestic production on a barrel of
         oil equivalent basis. The Corporation's remaining Abu Dhabi interest
         and several non-core United Kingdom fields are also being offered for
         sale.

              Depreciation, depletion, amortization and lease impairment charges
         were lower in the first quarter of 1996, reflecting lower asset
         carrying values and production volumes in the United States and
         positive oil and gas reserve revisions, partially offset by increased
         production volumes in the United Kingdom. Foreign exploration expenses
         were lower in 1996, partially offset by an increase in the United
         States. The effective income tax rates in each period are higher than
         the United States statutory rate because of special petroleum taxes in
         Norway and on certain fields in the United Kingdom.

              The Corporation will have significant gains from asset sales in
         the second quarter of 1996. Worldwide crude oil and United States
         natural gas selling prices have improved over last year; however, there
         is no assurance that the higher selling prices will continue.

                                        7
<PAGE>   9
                    PART I - FINANCIAL INFORMATION (CONT'D.)

         RESULTS OF OPERATIONS (CONTINUED)

              Refining, marketing and shipping operations had income of $44
         million in the first quarter of 1996, compared with a loss of $11
         million in the first quarter of 1995. Refined product margins for
         distillates and residual fuel oils improved significantly in the first
         quarter of 1996, largely reflecting increased demand because of the
         colder weather during the winter of 1996. Gasoline margins also
         improved compared with the first quarter of 1995. A substantial amount
         of income in the first quarter of 1996 was generated by a refining
         subsidiary, for which income taxes are not provided on earnings due to
         available loss carryforwards. Total refined product sales volumes
         increased to 52 million barrels in the first quarter of 1996 from 49
         million barrels in the first quarter of 1995. Refining and marketing
         earnings may continue to be volatile because of competitive industry
         conditions and supply and demand factors, including the effects of
         weather.

              Corporate interest expense (after tax) amounted to $41 million in
         the first quarter of 1996 compared with $53 million in the first
         quarter of 1995. The decrease was primarily due to lower average debt
         balances.

              Sales and other operating revenues in the first quarter of 1996
         amounted to $2,215 million, an increase of $322 million, or 17%, from
         the corresponding period of 1995. The increase was primarily due to
         higher distillate and residual fuel oil selling prices and sales
         volumes and increased natural gas sales, including sales of purchased
         gas. Non-operating revenues in 1995 included $67 million from the
         refund of windfall profits taxes and related interest (before income
         tax effect).

         LIQUIDITY AND CAPITAL RESOURCES

              Net cash provided by operating activities, including changes in
         operating assets and liabilities, amounted to $224 million in the first
         quarter of 1996 compared with $393 million in the first quarter of
         1995. The decrease was primarily due to changes in working capital
         components, particularly inventory. Net income adjusted for non-cash
         charges (depreciation and related charges, exploratory dry hole costs
         and deferred income taxes) amounted to $286 million and $311 million in
         the first quarter of 1996 and 1995, respectively. The excess of cash
         provided by operating activities over capital expenditures was used for
         debt reduction and cash dividends.

              Total debt was $2,682 million at March 31, 1996 compared with
         $2,718 million at December 31, 1995, resulting in a debt to total
         capitalization ratio of approximately 50% in each period. At March 31,
         1996, the Corporation had additional borrowing capacity available under
         existing revolving credit agreements of $902 million and additional
         unused lines of credit under uncommitted arrangements with banks of
         $744 million.

                                        8
<PAGE>   10
                    PART I - FINANCIAL INFORMATION (CONT'D.)

         LIQUIDITY AND CAPITAL RESOURCES (CONTINUED)

              The Corporation anticipates significant debt reduction in the
         second quarter of 1996 as a result of the sale of its Canadian
         subsidiary. In addition, other asset sales are expected to be
         completed in the second quarter, including a number of producing
         properties in the United States. 

              The Corporation uses futures, forwards, options and swaps to
         reduce the effects of fluctuations in the prices of crude oil, natural
         gas and refined products. These instruments are used to set the selling
         and purchase prices of crude oil, natural gas and refined products and
         the related gains or losses are an integral part of the Corporation's
         selling prices and costs. At March 31, 1996, the Corporation had open
         hedge positions equal to approximately 23% of its estimated worldwide
         crude oil production over the next twelve months and approximately 3%
         of its production for the succeeding twelve months. In certain
         circumstances, hedge counterparties may elect to purchase up to an
         additional 3% of this production. In addition, the Corporation had open
         option contracts, providing varying degrees of protection against
         declines in market prices, covering 4% of crude oil production through
         March 1997. The Corporation also had open contracts equal to
         approximately 45% of its estimated United States natural gas production
         over the next twelve months and approximately 20% of its production for
         the succeeding twelve months. In certain circumstances, hedge
         counterparties may elect to purchase up to an additional 4% of the
         production through March 1997. In addition, the Corporation had hedges
         covering approximately 50% of its refining, marketing and shipping
         inventories and had additional short positions, principally crack
         spreads, approximating 10% of refined products to be manufactured in
         the next twelve months. As market conditions change, the Corporation
         will adjust its hedge positions.

              Capital expenditures in the first quarter of 1996 amounted to $158
         million, approximately the same as in 1995. Capital expenditures for
         exploration and production activities were $152 million in the first
         quarter of 1996 compared with $143 million in the first three months of
         1995.

              Capital expenditures for the remainder of 1996 are currently
         expected to be approximately $700 million and will be financed by
         internally generated funds.

                                        9
<PAGE>   11
                           PART II - OTHER INFORMATION


ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K.

         (a)  Exhibits

              None

         (b)  Reports on Form 8-K

              The Registrant filed no report on Form 8-K during the three months
              ended March 31, 1996.

                                       10
<PAGE>   12
                                   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.

                                            AMERADA HESS CORPORATION
                                            (REGISTRANT)



                                            By s/s John B. Hess
                                               ---------------------------------
                                               JOHN B. HESS
                                               CHAIRMAN OF THE BOARD AND
                                               CHIEF EXECUTIVE OFFICER



                                            By s/s John Y. Schreyer
                                               ---------------------------------
                                               JOHN Y. SCHREYER
                                               EXECUTIVE VICE PRESIDENT AND
                                               CHIEF FINANCIAL OFFICER

Date: May 10, 1996

                                       11
<PAGE>   13
              EXHIBIT INDEX

Exhibit No.                 Description
- ----------                  -----------

   27                 Financial Data Schedule

<TABLE> <S> <C>

<ARTICLE> 5
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          DEC-31-1996
<PERIOD-START>                             JAN-01-1996
<PERIOD-END>                               MAR-31-1996
<CASH>                                          71,692
<SECURITIES>                                         0
<RECEIVABLES>                                  769,077
<ALLOWANCES>                                         0
<INVENTORY>                                    898,632
<CURRENT-ASSETS>                             2,007,998
<PP&E>                                      13,080,365
<DEPRECIATION>                               7,817,892
<TOTAL-ASSETS>                               7,731,284
<CURRENT-LIABILITIES>                        1,478,104
<BONDS>                                      2,576,230
                                0
                                          0
<COMMON>                                        92,989
<OTHER-SE>                                   2,607,097
<TOTAL-LIABILITY-AND-EQUITY>                 7,731,284
<SALES>                                      2,214,537
<TOTAL-REVENUES>                             2,232,548
<CGS>                                        1,644,871
<TOTAL-COSTS>                                1,644,871
<OTHER-EXPENSES>                                     0
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                              52,805
<INCOME-PRETAX>                                121,505
<INCOME-TAX>                                    55,528
<INCOME-CONTINUING>                             65,977
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                    65,977
<EPS-PRIMARY>                                      .71
<EPS-DILUTED>                                      .71
        

</TABLE>


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