PAGE 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
________________
Form 10-Q/A
AMENDED QUARTERLY REPORT UNDER SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
FOR QUARTERLY PERIOD ENDED DECEMBER 31, 1995
COMMISSION FILE NUMBER 0-6352
ATWOOD OCEANICS, INC.
(Exact name of registrant as specified in its charter)
TEXAS 74-1611874
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
15835 Park Ten Place Drive 77084
Houston, Texas (Zip Code)
(Address of principal executive offices)
Registrant's telephone number, including area code:
713-492-2929
_______________
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 15 or 15 (d) of the Securities Exchange Act of 1934
during the preceding 12 months and (2) has been subject to such filings
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 December 31, 1995 6,635,713 shares of Common Stock $1 par
value
PAGE 2
PART I. FINANCIAL INFORMATION
ATWOOD OCEANICS, INC. AND SUBSIDIARIES
The condensed financial statements herein have been prepared by the
Company without audit, pursuant to the rules and regulations of the Securities
and Exchange Commission. Certain information and footnote disclosures
normally included in financial statements prepared in accordance with
generally accepted accounting principles have been condensed or omitted,
although the Company believes that the disclosures are adequate to make the
information not misleading. The financial statements reflect all adjustments
which are, in the opinion of management, necessary to present fairly the
financial position as of December 31, 1995 and September 30, 1995, and the
results of operations for the three months ended December 31, 1995 and 1994,
respectively, and the statements of cash flows for the three months then
ended. All adjustments were of a normal recurring nature. It is suggested
these condensed financial statements be read in conjunction with the financial
statements and the notes thereto included in the Company's September 30, 1995
Annual Report to Shareholders.
<PAGE>
PAGE 3
PART I. ITEM I - FINANCIAL STATEMENTS
ATWOOD OCEANICS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
(Unaudited)
December 31, September 30,
1995 1995
(In thousands)
<S> <C> <C>
ASSETS
CURRENT ASSETS:
Cash and cash equivalents $ 15,231 $ 11,984
Accounts receivable 14,303 13,425
Inventories of materials and supplies, at
lower of 4,748 4,904
average cost or market 3,128 3,953
Prepaid expenses and other
Total Current Assets 37,410 34,266
SECURITIES HELD FOR INVESTMENT:
Held for maturity, at amortized cost 22,415 22,422
Available-for-sale, at fair value 3,896 3,516
26,311 25,938
PROPERTY AND EQUIPMENT:
Drilling vessels, equipment and drill pipe 175,332 174,989
Investment in joint venture 9,656 8,182
Other 4,605 4,569
189,593 187,740
Less-accumulated depreciation 98,713 96,313
Net Property and Equipment 90,880 91,427
DEFERRED COSTS AND OTHER ASSETS 1,075 1,222
$155,676 $152,853
</TABLE>
See accompanying notes to financial statements.
<PAGE>
PAGE 4
PART I. ITEM I - FINANCIAL STATEMENTS
ATWOOD OCEANICS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
(Unaudited)
December 31, September 30,
1995 1995
(In thousands)
<S> <C> <C>
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:
Current maturities of long-term notes payable $ 3,750 $ 3,750
Short-term notes payable 1,000 1,500
Accounts payable 5,927 6,260
Accrued liabilities 9,883 8,995
Total Current Liabilities 20,560 20,505
LONG-TERM NOTES PAYABLE, net of current maturities 34,069 35,569
DEFERRED CREDITS:
Income taxes 1,464 1,334
Other 3,695 553
5,159 1,887
SHAREHOLDERS' EQUITY:
Preferred stock, no par value;
1,000,000 shares authorized,
none outstanding --- ---
Common stock, $1 par value;
10,000,000 share authorized with 6,636,000
and 6,629,000 shares issued and outstanding 6,636 6,629
Paid-in capital 54,847 54,771
Net unrealized holding gains on available-
for-sale securities 1,579 1,328
Retained earnings 32,826 32,164
Total Shareholders' Equity 95,888 94,892
$ 155,676 $ 152,853
/TABLE>
See accompanying notes to financial statements.
<PAGE>
PAGE 5
PART I. ITEM I - FINANCIAL STATEMENTS
ATWOOD OCEANICS, INC. AND SUBSIDIARIES
Consolidated Statements of Operations
(Unaudited)
</TABLE>
<TABLE>
<CAPTION>
Three Months Ended
December 31,
1995 1994
(In thousands except per
share amounts)
<S> <C> <C>
REVENUES:
Contract drilling $ 17,943 $ 17,637
Contract management 195 669
18,138 18,306
COSTS AND EXPENSES:
Contract drilling 12,888 12,368
Contract management 146 162
Depreciation 2,635 3,542
General and administrative 1,060 1,057
16,729 17,129
OPERATING INCOME 1,409 1,177
OTHER INCOME (EXPENSE)
Interest expense (690) (831)
Interest income 589 679
(101) (152)
INCOME BEFORE MINORITY INTEREST AND INCOME TAXES 1,308 1,025
MINORITY INTEREST IN NET LOSS OF PARTNERSHIPS --- 908
INCOME BEFORE INCOME TAXES 1,308 1,933
PROVISION (BENEFIT) FOR INCOME TAXES
Foreign 784 (10)
Federal (138) 200
646 190
NET INCOME $ 662 $1,743
EARNINGS PER COMMON SHARE $ .10 $ .26
WEIGHTED AVERAGE NUMBER OF COMMON SHARES
OUTSTANDING 6,632 6,582
</TABLE>
See accompanying notes to financial statements.
<PAGE>
PAGE 6
PART I. ITEM I - FINANCIAL STATEMENTS
ATWOOD OCEANICS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
Three Months
Ended
December 31,
1995 1994
(In thousands)
<S> <C> <C>
CASH FLOW FROM OPERATING ACTIVITIES:
Net Income $ 662 $ 1,743
Adjustments to reconcile net income to net cash
provided (used) by operating activities:
Depreciation 2,635 3,542
Amortization of deferred costs 149 103
Minority interest in let loss of partnerships --- (908)
Changes in assets and liabilities:
Increase in accounts receivable (878) (178)
Increase in accounts payable and accrued liabilities 555 29
Other 1,166 315
Total adjustments 3,627 2,903
Net cash provided by operating activities 4,289 4,646
CASH FLOW FROM INVESTING ACTIVITIES:
Payment received on note receivable --- 101
Investment in joint venture (1,474) (155)
Capital expenditures (651) (1,205)
Net cash used by investing activities (2,125) (1,259)
CASH FLOW FROM FINANCING ACTIVITIES:
Principal payments on long-term notes payable (1,500) (750)
Proceeds from exercises of stock options 83 --
Payment on short-term note payable (500) ---
Prepayment of mobilization revenues 3,000 ---
Net payments to limited partner --- (100)
Net Cash provided (used) by financing activities 1,083 (850)
NET INCREASE IN CASH AND CASH EQUIVALENTS 3,247 2,537
CASH AND CASH EQUIVALENTS, at beginning of period 11,984 16,119
CASH AND CASH EQUIVALENTS, at end of period $15,231 $18,656
</TABLE>
See accompanying notes to financial statements
<PAGE>
PAGE 7
PART I. ITEM I - FINANCIAL STATEMENTS
ATWOOD OCEANICS, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. Commencing in January 1996, the Company will receive a contribution to
its financial results from a dayrate payment on RIG-200 during the delay
period prior to its start-up of operations in Australia in early 1997. In
December 1995, the Company received a $3 million prepayment of mobilization
revenue relating to RIG-200 which was reflected in the Consolidated Balance
Sheet as "other deferred credits".
2. For the three months ended December 31, 1995, in accordance with FASB
115, shareholders' equity was increased $251,000 (net of $130,000 increase in
deferred income taxes) to reflect the net unrealized increases during the
quarter in holding gains on securities classified as available-for-sale.
<PAGE>
PAGE 8
PART I. ITEM 2
ATWOOD OCEANICS, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITIONS AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
Excluding the SOUTHERN CROSS, which has not been placed in service, for
the three months ended December 31, 1995, the Company maintained 100 percent
utilization of its equipment. Since October 1993 through December 31, 1995,
the Company has incurred only forty-one idle equipment days, a 99.3 percent
equipment utilization rate. The key to the Company's profitability in 1994
and 1995 was high equipment utilization.
Contract drilling revenues increased $300,000 in the first quarter of
fiscal year 1996 compared to the first quarter of fiscal year 1995; however,
this increase was offset by an approximately $500,000 decrease in contract
management revenues. The $500,000 reduction in contract management revenues
is due to the commencement of drilling operations of the GOODWYN 'A' platform
rig whereby the Company is currently compensated through dayrate revenues
instead of a fixed management fee as was the case prior to commencement of
drilling operations. A comparative analysis of drilling revenues is as
follows:
<TABLE>
<CAPTION>
QUARTERS ENDED
December 31, September 30, December 31,
1995 1995 1994
(In thousands)
<S> <C> <C> <C>
SEAHAWK $2,690 $ 2,780 $ 2,674
ATWOOD HUNTER 2,552 2,560 2,578
ATWOOD EAGLE 3,857 3,277 3,871
ATWOOD FALCON 2,553 2,584 2,771
VICKSBURG 1,249 1,281 1,164
RIG-19 1,939 1,432 1,901
RICHMOND 1,271 984 1,500
GOODWYN 'A' 1,785 1,902 1,159
OTHER 47 48 19
$17,943 $16,848 $17,637
</TABLE>
Since its commencement of operation in February 1993, the SEAHAWK has
been a significant contributor to the Company's profitability. The ATWOOD
HUNTER has experienced 100 percent utilization since April 1993. The increase
in revenues for the ATWOOD EAGLE for the quarter ended December 31, 1995
compared to the quarter ended September 30, 1995 is due to planned maintenance
and survey work which resulted in the rig being idle for 16 days in September
1995. During the last year, the ATWOOD FALCON has experienced 100 percent
utilization while working in Korea, China and the "Joint Development Area"
between Thailand and Malaysia. The increase in revenues for RIG-19 for the
quarter ended December 31, 1995 compared to the quarter ended September 30,
1995 is due to a temporary labor stoppage which reduced revenues for the last
quarter of fiscal year 1995. The RICHMOND worked continuously from February
1993 until September 1995 when it was idle for fourteen days while undergoing
certain required maintenance and survey work. In October 1994, the Australian
<PAGE>
PAGE 9
operator-owned GOODWYN 'A' platform rig commenced drilling operations. Since
July 1989, the Company, on a management fee basis, directed the design,
construction and offshore commissioning of the GOODWYN 'A' drilling
facilities. The Company now has responsibility for the operations and
maintenance of these facilities and is compensated on a dayrate basis.
NAME OF RIG LOCATION CONTRACT STATUS
SEAHAWK Malaysia Term contract (estimated completion
1997).
ATWOOD Malaysia Rig has three remaining firm wells to
HUNTER drill on its current contract, with
eight option wells. If no option wells
are drilled, contract could end in
March 1996.
ATWOOD EAGLE Western Upon completion of current contract
Australia (estimated March 1996), the rig will
be mobilized to West Africa to
commence drilling a 360 days firm -
plus two six-month options contract.
ATWOOD Thailand/Malaysia Drilling the third of four firm wells
FALCON "Joint with three option wells (estimated
Development completion October 1996 if all option
Area" wells drilled).
VICKSBURG Australia Under contract until February 1997
(with a one year option).
RIG-19 Australia Term contract (estimated completion
August 1996).
RICHMOND United States Firm commitment through March 1996
in the Gulf of Mexico (anticipate
continuous work with current client
through remainder of fiscal year 1996.
GOODWYN 'A' Australia Term contract (estimated completion
December 1996).
For the three months ended December 31, 1995 compared to the three
months ended December 31, 1994, contract drilling costs increased $520,000 or
4 percent. An analysis of contract drilling costs by rig is as follows:
<PAGE>
PAGE 10
<TABLE>
<CAPTION>
QUARTERS ENDED
December 31, September 30, December 31,
1995 1995 1994
(In thousands)
<S> <C> <C> <C>
SEAHAWK $ 1,593 $ 1,415 $ 1,544
ATWOOD HUNTER 1,758 1,719 1,930
ATWOOD EAGLE 2,939 3,167 3,008
ATWOOD FALCON 1,638 1,494 1,747
VICKSBURG 786 808 721
RIG-19 1,435 978 1,183
RICHMOND 1,111 1,150 941
GOODWYN "A" 1,384 1,449 896
OTHER 244 65 398
$12,888 $ 12,245 $12,368
</TABLE>
The reduction in drilling cost for the ATWOOD HUNTER during the first
quarter of fiscal year 1996 and the fourth quarter of fiscal year 1995
compared to the first quarter of fiscal 1995 is due to a decrease in equipment
maintenance costs. The increase in drilling costs for RIG-19 in the first
quarter of fiscal year 1996 compared to the last quarter of fiscal 1995 is due
to reduced personnel costs in the last quarter of fiscal 1995 resulting from a
labor stoppage. As previously stated, drilling operations commenced on the
GOODWYN 'A' platform rig in October 1994 whereby the Company has labor
responsibility and is being compensated on a dayrate revenue basis.
For the quarter ended December 31, 1995 compared to the same quarter of
fiscal year 1995, depreciation decreased $907,000. This decrease is
attributable to an increase in the depreciable lives of the ATWOOD HUNTER,
ATWOOD EAGLE and ATWOOD FALCON of five additional years upon the Company's
acquisition of the limited partner's interest in these rigs effective December
31, 1994. An analysis of depreciation expense by rig is as follows:
<TABLE>
<CAPTION>
QUARTERS ENDED
December 31, September 30, December 31,
1995 1995 1994
(In thousands)
<S> <C> <C> <C>
ATWOOD HUNTER, ATWOOD
EAGLE and ATWOOD FALCON $1,541 $1,593 $2,588
SEAHAWK 585 583 569
RIG-19 340 309 323
OTHER 169 88 62
$2,635 $2,573 $3,542
</TABLE>
As a result of the Company's buyout of its limited partner's interest
effective as of December 31, 1994, the limited partner had no interest in the
operating results of the ATWOOD HUNTER, ATWOOD EAGLE and ATWOOD FALCON for the
three months ended December 31, 1995; therefore, no minority interest is
reflected in the December 1995 quarter. The increase in provision for income
taxes for the three months ended December 31, 1995 is due primarily to
increases in foreign taxes in Malaysia and Australia. As a result of
PAGE 11
profitable operations in recent times in both of these countries, most tax
carryforward attributes have been utilized, thereby, increasing exposure to
foreign taxes. Thus, operating results for the first quarter of fiscal year
1995 compared to fiscal year 1996 were enhanced by the positive impact of
minority interest and a lower tax provision. Due to lower tax attribute
carryforwards, the Company anticipates that tax expense in 1996 will be
significantly higher than 1995.
LIQUIDITY AND CAPITAL RESOURCES
Except for general capital maintenance (estimated to range between $3
million and $6 million for fiscal year 1996) and approximately $2 million
additional funding required for RIG-200, the Company currently has no other
capital commitments. However, the Company has five drilling vessels that have
upgrade potential. The ATWOOD FALCON, ATWOOD HUNTER and ATWOOD EAGLE are
currently equipped to drill in water depths of 2,500, 1,500 and 2,500 feet,
respectively, and can be upgraded to drill in deeper water depths. The
Company is currently exploring opportunities which, if successful, could
require an upgrade investment of between $10 and $20 million per rig to drill
in 3,000 feet of water and a significantly higher investment to reach a deeper
water depth drilling capacity. The ATWOOD SOUTHERN CROSS (a second-generation
semisubmersible) remains idle in Australia as the Company continues to market
the rig. Before this unit can be placed in service, an additional capital
investment of approximately $20 million will be required to enable the rig to
drill in water depths up to 2,000 feet. The VICKSBURG, a jackup, is also a
candidate for upgrade investment. This rig is currently committed under a
drilling contract until 1997.
The construction of RIG-200 was completed on time and within cost
estimates. The rig is currently stacked in the United States awaiting
notification for delivery of the rig to Australia. Due to certain delays
unrelated to the Company's and Helmerich & Payne's activities, the rig is now
not scheduled to commence drilling operations until early 1997. On January 1,
1996, the Company commenced receiving a "holding period" dayrate on RIG-200.
In December 1995, the Company received a $3 million prepayment of mobilization
revenues related to RIG-200, which will not be recognized into income until
the rig is delivered to Australia.
The Company continues to experience no difficulties in collecting its
accounts receivable, with no requirement for an allowance for doubtful
accounts. The $1 million short-term note payable at December 31, 1995 was
repaid in January 1996. Thus, currently the Company has no outstanding
borrowings under the $10 million short-term line of credit it has with a bank.
In accordance with Financial Accounting Standard Board Statement No. 115,
available for sale securities are reflected in the Consolidated Blance Sheet
at fair value, with the aggregate unrealized gain, net of related deferred tax
liability included in shareholders' equity. At December 31, 1995, compared to
September 30, 1995, there was an $25,000 net increase in the fair value of
available for sale securities.
With revenues for RIG-200 commencing in January 1996 along with general
market improvements, management anticipates that the level of quarterly
profitability for the remainder of fiscal year 1996 will increase compared to
the results for the first quarter of fiscal 1996. The Company should be able
to continue to maintain a high level of equipment utilization. Management
will continue to pursue contract opportunities for the ATWOOD SOUTHERN CROSS.
<PAGE>
PAGE 12
ATWOOD OCEANICS, INC. AND SUBSIDIARIES
PART II. OTHER INFORMATION
TO OUR SHAREHOLDERS AND EMPLOYEES:
The Company and its subsidiaries reported a net income of $662,000 or
$.10 per share on gross revenues of $18,727,000 for the quarter ended December
31, 1995, compared to a net income of $1,743,000 or $.26 per share, on gross
revenues of $18,985,000 for the quarter ended December 31, 1994. Due to lower
tax attribute carryforwards, the Company anticipates that tax expenses in 1996
will be significantly higher than 1995. Operating results for the first
quarter of fiscal year 1995 compared to fiscal year 1996 were enhanced by the
positive impact of minority interest and a lower tax provision. Earnings
before depreciation, interest and taxes were $4.6 million for the first
quarter of fiscal year 1996 compared to $4.1 million for the first quarter of
fiscal year 1995. Utilization of the Company's active fleet was 100 percent
for the first quarter of fiscal year 1996.
A contract has been executed with a major operator for a one-year firm
plus options program for the ATWOOD EAGLE ("EAGLE"). The EAGLE will be
mobilized to West Africa following its present contract in Australia,
currently estimated to be completed during the second or third fiscal quarter
of 1996. The EAGLE will require no major equipment upgrades to operate in the
required 2,000 ft. of water and will receive a significant improvement in
dayrate revenues and daily margins. We are continuing to offer the ATWOOD
FALCON ("FALCON") and ATWOOD HUNTER ("HUNTER") for work in 3,000 ft. of water
and the ATWOOD SOUTHERN CROSS for work in 2,000 ft. of water.
As previously reported, RIG 200 drilling operations are currently not
scheduled to commence until early calendar year 1997. However, we are pleased
to advise that a dayrate payment for the RIG 200 delay period commenced
January 1, 1996. The Company will receive a contribution to its financial
results from these payments for the balance of fiscal year 1996 based on the
current commencement schedule.
Current contract commitments for the SEAHAWK and VICKSBURG are still
expected to keep those units employed through fiscal year 1996. It is
estimated that RIG 19 will remain on its current platform until August, 1996.
The HUNTER may be available as early as March, 1996, if current options are
not exercised, and the FALCON should remain employed under its current
contract into the third or fourth quarter of fiscal year 1996. The RICHMOND
has a firm commitment which should keep it employed through March, 1996.
The first quarter of fiscal year 1996 has been productive in a number of
areas, including the Company's safety efforts. We thank our employees for
their contributions to making a positive start to 1996 and our shareholders
for their ongoing support and recognition of our progress.
<PAGE>
PAGE 13
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.
ATWOOD OCEANICS, INC.
(Registrant)
Date: 2/14/96 s/JAMES M. HOLLAND
James M. Holland
Senior Vice President
and Chief Accounting Officer
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000008411
<NAME> ATWOOD OCEANICS, INC.
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> SEP-30-1996
<PERIOD-END> DEC-31-1995
<CASH> 15,231
<SECURITIES> 26,311
<RECEIVABLES> 14,303
<ALLOWANCES> 0
<INVENTORY> 4,748
<CURRENT-ASSETS> 37,410
<PP&E> 189,593
<DEPRECIATION> (98,713)
<TOTAL-ASSETS> 155,676
<CURRENT-LIABILITIES> 20,560
<BONDS> 34,069
0
0
<COMMON> 6,636
<OTHER-SE> 56,426
<TOTAL-LIABILITY-AND-EQUITY> 155,676
<SALES> 18,138
<TOTAL-REVENUES> 18,727
<CGS> 13,034
<TOTAL-COSTS> 13,034
<OTHER-EXPENSES> 3,695
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 690
<INCOME-PRETAX> 1,308
<INCOME-TAX> 646
<INCOME-CONTINUING> 662
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 662
<EPS-PRIMARY> .10
<EPS-DILUTED> .10
</TABLE>
