<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-Q
(MARK ONE)
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (D)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period 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 1-10537
NUEVO ENERGY COMPANY
(Exact name of registrant as specified in its charter)
Delaware 76-0304436
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
1331 Lamar, Suite 1600, Houston, Texas 77010
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code 713/652-0706
Not Applicable
Former name, former address and former fiscal year,
if changed since last report
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 [_]
As of May 9, the number of outstanding shares of the Registrant's common stock
was 18,167,286.
<PAGE>
NUEVO ENERGY COMPANY
INDEX
PART I. FINANCIAL INFORMATION
PAGE
NUMBER
------
ITEM 1. Financial Statements
Condensed Consolidated Balance Sheets:
March 31, 1996 (Unaudited) and December 31, 1995......... 3
Condensed Consolidated Statements of Operations (Unaudited):
Three months ended March 31, 1996 and
March 31, 1995...................................... 5
Condensed Consolidated Statements of Cash Flows (Unaudited):
Three months ended March 31, 1996 and
March 31, 1995...................................... 6
Notes to Condensed Consolidated Financial Statements
(Unaudited).............................................. 8
ITEM 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations........................... 10
PART II. OTHER INFORMATION............................................. 16
2
<PAGE>
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
NUEVO ENERGY COMPANY
CONDENSED CONSOLIDATED BALANCE SHEETS
(AMOUNTS IN THOUSANDS)
ASSETS
<TABLE>
<CAPTION>
March 31, 1996 December 31, 1995
--------------- ------------------
(Unaudited)
<S> <C> <C>
CURRENT ASSETS:
Cash and cash equivalents.................. $ 8,538 $ 5,765
Accounts receivable........................ 20,436 21,195
Product Inventory.......................... 3,063 2,187
Due from affiliates........................ 565 ---
Prepaid expenses and other................. 1,980 573
--------- ---------
Total current assets..................... 34,582 29,720
--------- ---------
PROPERTY AND EQUIPMENT, AT COST:
Oil and gas properties (full cost method).. 481,666 460,800
Pipeline and other facilities.............. 50,945 50,970
Gas plant facilities....................... 25,879 25,661
--------- ---------
558,490 537,431
Accumulated depreciation, depletion and
amortization............................. (280,441) (269,989)
--------- ---------
278,049 267,442
--------- ---------
OTHER ASSETS................................ 10,491 9,382
------ -----
$323,122 $ 306,544
======== =========
</TABLE>
See accompanying notes to condensed consolidated financial statements.
3
<PAGE>
NUEVO ENERGY COMPANY
CONDENSED CONSOLIDATED BALANCE SHEETS - CONTINUED
(AMOUNTS IN THOUSANDS)
LIABILITIES AND STOCKHOLDERS' EQUITY
<TABLE>
<CAPTION>
March 31, 1996 December 31, 1995
--------------- -----------------
(Unaudited)
<S> <C> <C>
CURRENT LIABILITIES:
Accounts payable...................... $ 6,843 $ 4,591
Accrued interest...................... 3,332 972
Accrued liabilities................... 4,409 2,930
Gas balancing liabilities............. 483 479
Due to affiliates..................... --- 1,314
Current maturities of long-term debt.. 4,554 3,677
-------- --------
Total current liabilities.......... 19,621 13,963
-------- --------
OTHER LONG-TERM LIABILITIES............. 1,845 1,949
DEFERRED REVENUES....................... 7,784 8,932
LONG-TERM DEBT.......................... 118,561 113,032
DEFERRED TAXES.......................... 14,860 12,926
MINORITY INTEREST....................... 960 1,134
STOCKHOLDERS' EQUITY:
Preferred stock, $1.00 par value,
$1,000 per share liquidation preference,
10,000,000 shares authorized; 7% Cumulative
Convertible Preferred Stock, Series A and B,
12,619 and 2,500 shares issued and
outstanding at March 31, 1996 and
December 31, 1995, respectively.. 15 15
Common stock, $.01 par value,
50,000,000 shares authorized,
11,772,086 and 11,716,919 shares
issued and outstanding at
March 31, 1996 and December 31,
1995, respectively.............. 118 117
Additional paid-in capital...... 152,388 151,442
Retained earnings............... 6,970 3,034
-------- --------
Total stockholders' equity.. 159,491 154,608
-------- --------
$323,122 $306,544
======== ========
</TABLE>
See accompanying notes to condensed consolidated financial statements.
4
<PAGE>
NUEVO ENERGY COMPANY
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
(AMOUNTS IN THOUSANDS, EXCEPT PER SHARE DATA)
<TABLE>
<CAPTION>
Three Months Ended March 31,
-----------------------------
1996 1995
-------------- -------------
<S> <C> <C>
REVENUES:
Oil and gas revenues........................ $25,587 $25,592
Gas plant revenues.......................... 7,022 7,294
Pipeline and other revenues................. 1,702 2,116
Interest and other income................... 114 83
------- -------
34,425 35,085
------- -------
COSTS AND EXPENSES:
Lease operating expenses.................... 6,692 6,674
Gas plant operating expenses................ 5,591 5,750
Pipeline and other operating expenses....... 1,224 1,292
Depreciation, depletion and
amortization.............................. 8,060 11,471
General and administrative expenses......... 2,498 2,587
Interest expense............................ 3,738 3,814
Other expense.............................. 18 53
------- -------
27,821 31,641
------- -------
Income before income taxes and minority
interest.................................... 6,604 3,444
Provision for income taxes................... 2,417 1,254
Minority interest............................ (14) 7
------- -------
NET INCOME................................... $ 4,201 $ 2,183
======= =======
Dividends on preferred stock................. $ 265 $ 438
------- -------
EARNINGS AVAILABLE TO COMMON STOCKHOLDERS.... $ 3,936 $ 1,745
======= =======
Earnings per common and common equivalent
share....................................... $.32 $.16
======= =======
Average common and common equivalent shares
outstanding................................. 12,212 10,933
======= =======
</TABLE>
See accompanying notes to condensed consolidated financial statements.
5
<PAGE>
NUEVO ENERGY COMPANY
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
(AMOUNTS IN THOUSANDS)
<TABLE>
<CAPTION>
Three Months Ended March 31,
----------------------------
1996 1995
-------- --------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income..................................... $ 4,201 $ 2,183
Adjustments to reconcile net income to
net cash provided by operating activities:
Depreciation, depletion and amortization.... 8,060 11,471
Amortization of other costs................. 93 90
Deferred revenues........................... (1,148) (1,796)
Deferred taxes.............................. 1,934 1,005
Minority interest........................... (14) 7
-------- --------
13,126 12,960
Change in assets and liabilities:
Accounts receivable......................... 786 (2,107)
Gas balancing receivables/payables.......... (19) 120
Accounts payable............................ 2,252 564
Accrued liabilities......................... 3,839 1,969
Due (to) from affiliates.................... (1,879) (601)
Other....................................... (3,744) (2,719)
-------- --------
NET CASH PROVIDED BY OPERATING ACTIVITIES....... 14,361 10,186
-------- --------
CASH FLOWS FROM INVESTING ACTIVITIES:
Additions to oil and gas properties............ (10,866) (20,514)
Additions to gas plant facilities.............. (218) (179)
Additions to pipeline and other facilities..... 104 (72)
Additions to other property.................... (79) 36
Proceeds from sales of properties.............. 2,409 70
Other.......................................... (10,000) 2,850
-------- --------
NET CASH USED IN INVESTING ACTIVITIES........... (18,650) (17,809)
-------- --------
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from borrowings....................... 16,000 13,313
Payments of long-term debt..................... (9,620) (1,372)
Preferred stock dividends...................... (265) (438)
Exercise of stock options...................... 947 ---
-------- --------
NET CASH PROVIDED BY FINANCING
ACTIVITIES..................................... 7,062 11,503
-------- --------
Net increase in cash and cash
equivalents................................. 2,773 3,880
Cash and cash equivalents at beginning of
period...................................... 5,765 3,447
-------- --------
CASH AND CASH EQUIVALENTS AT END OF PERIOD...... $ 8,538 $ 7,327
======== ========
</TABLE>
6
<PAGE>
NUEVO ENERGY COMPANY
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)
(UNAUDITED)
(AMOUNTS IN THOUSANDS)
<TABLE>
<CAPTION>
Three Months Ended March 31,
---------------------------
1996 1995
------ ------
<S> <C> <C>
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
Cash paid during the period for:
Interest....................................... $1,072 $ 1,273
Income taxes................................... $ --- $ ---
</TABLE>
See accompanying notes to condensed consolidated financial statements.
7
<PAGE>
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The accompanying unaudited condensed consolidated financial statements have
been prepared in accordance with instructions to Form 10-Q and, therefore, do
not include all disclosures required by generally accepted accounting
principles. However, in the opinion of management, these statements include
all adjustments, which are of a normal recurring nature, necessary to present
fairly the financial position at March 31, 1996 and December 31, 1995 and the
results of operations and changes in cash flows for the periods ended March
31, 1996 and 1995. These financial statements should be read in conjunction
with the financial statements and notes to the financial statements in the
1995 Form 10-K of Nuevo Energy Company ("the Company") that was filed with
the Securities and Exchange Commission.
USE OF ESTIMATES
In order to prepare these financial statements in conformity with generally
accepted accounting principles, management of the Company has made a number
of estimates and assumptions relating to the reporting of assets and
liabilities, the disclosure of contingent assets and liabilities and reserve
information (which affects the depletion calculation as well as the
computation of the full cost ceiling limitation). Actual results could
differ from those estimates.
8
<PAGE>
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(UNAUDITED)
2. INDUSTRY SEGMENT INFORMATION
The Company's operations are concentrated primarily in two segments; the
exploration and production of oil and natural gas and gas plant, pipeline and
gas storage operations.
<TABLE>
<CAPTION>
For the Three Months Ended
--------------------------
March 31, March 31,
1996 1995
------------ ------------
<S> <C> <C>
Sales to unaffiliated customers:
Oil and gas.............................. $25,587 $25,592
Gas plant, pipelines and other........... 8,724 9,410
------- -------
Total sales................................ 34,311 35,002
Other revenues........................... 114 83
------- -------
Total revenues............................. $34,425 $35,085
======= =======
Operating profit before income taxes:
Oil and gas.............................. $11,770 $ 8,348
Gas plant, pipelines and other........... 1,008 1,513
------- -------
12,778 9,861
Unallocated corporate expenses............. 2,436 2,603
Interest expense........................... 3,738 3,814
------- -------
Income before income taxes and
minority interest........................ $ 6,604 $ 3,444
======= =======
Depreciation, depletion and amortization:
Oil and gas.............................. $ 7,125 $10,570
Gas plant, pipelines and other........... 935 901
------- -------
$ 8,060 $11,471
======= =======
</TABLE>
9
<PAGE>
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(UNAUDITED)
3. ACCOUNTING PRONOUNCEMENTS
Statement of Financial Accounting Standard No. 121, "Accounting for the
Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed of,"
issued by the Financial Accounting Standards Board ("FASB") in March 1995,
was implemented by the Company in the first quarter of 1996. This standard
addresses the accounting for the recognition and measurement of impairment
losses for long-lived assets, certain identifiable intangibles and goodwill
related to those assets to be held and used. This standard also addresses
the accounting for long-lived assets and certain identifiable intangibles to
be disposed of.
The Company follows the intrinsic value method for stock options granted
to employees. In October 1995, the FASB issued Statement of Financial
Accounting Standard No. 123, "Accounting for Stock-Based Compensation."
The Company did not adopt the fair value method for stock-based
compensation plans, but will provide pro forma disclosures pursuant to
an optional provision of Accounting Standard 123.
The adoption of Accounting Standard 121 did not have a significant
impact on consolidated results of operations or the financial position
of the Company.
4. SUBSEQUENT EVENTS
On April 9, 1996 the Company consummated the acquisition of (i) certain
upstream oil and gas properties located onshore and offshore California
("Unocal Properties") of Union Oil Company of California ("Unocal") for an
adjusted purchase price of $480.5 million in cash and (ii) certain California
oil properties ("Point Pedernales Properties," and together with the Unocal
Properties, the "California Properties") from Torch Energy Advisors
Incorporated ("Torch") and certain of its wholly owned subsidiaries for a net
adjusted purchase price of $35.7 million, payable by the issuance to Torch of
1,275,000 shares of the Company's Common Stock. The acquisition of the
Unocal Properties was financed from proceeds of the sale to the public of
5,109,200 shares of Common Stock (the "Common Stock Offering") and a
principal amount of $160,000,000 Senior Subordinated Notes due 2006 of the
Company, and by borrowings under a revolving credit facility dated as of
April 1, 1996 with a syndicate of banks which provides the Company with a
line of credit of up to $385,000,000. The acquisition of California
Properties was effective as of October 1, 1995, and the purchase price was
reduced by the net cash flows from production between such date and closing.
The Common Stock issued to Torch was valued at the public offering price
($28.00 per share) in the Common Stock Offering. See the Company's current
report on Form 8-K filed with the Securities and Exchange Commission on April
23, 1996.
10
<PAGE>
NUEVO ENERGY COMPANY
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
Capital Resources and Liquidity
Nuevo seeks to increase reserves, production and cash flow from operations
through its ongoing strategy of (i) acquiring producing oil and gas
properties, at favorable prices, with significant exploitation and
development potential, (ii) focusing on exploitation activities to maximize
production and ultimate reserve recovery, (iii) exploring and developing non-
producing properties, (iv) utilizing advanced technologies in its
exploitation, development and exploration activities and (v) maintaining a
low cost operating structure. Funding for the Company's activities has
historically been provided by operating cash flows, debt and bank financing,
equity sales, property divestitures and joint ventures with industry
participants. Net cash provided by operating activities was $14.4 million
and $10.2 million for the three months ended March 31, 1996 and 1995,
respectively, and $40.1 million and $63.8 million in 1995 and 1994,
respectively. The Company invested $10.9 million and $20.5 million in oil
and gas properties for the three months ended March 31, 1996 and 1995
respectively, and $41.9 and $108.2 million in 1995 and 1994, respectively.
The Company believes that operating cash flows will be sufficient to fund its
1996 exploration and development programs. Additionally, after the April 9,
1996 closing of its California Acquisitions, the Company had approximately
$65 million of undrawn commitments available under its new credit facility
described below. The Company is currently formulating plans to dispose of
certain unidentified assets in order to further reduce borrowings under the
credit facility.
Capital Expenditures
The Company has identified substantial development and exploitation
opportunities, and plans a development program for the California Properties
with estimated capital expenditures of approximately $55 million in 1996. In
addition to capital expenditures relating to the California Properties, the
Company has a capital expenditure budget of approximately $50 million for
1996 for its other properties.
Financing Activities
The Company has negotiated a commitment from a bank group led by NationsBank
of Texas, N.A. to extend to the Company a $385.0 million credit facility
maturing on May 17, 2001. The maximum borrowings that may be outstanding
under the credit facility may not exceed a borrowing base ("Borrowing Base")
equal to the present value of the Company's oil and gas reserves based on
assumptions regarding prices, production and costs approved by the bank
group. The Borrowing Base initially will be $289.0 million, and will be
reset annually. Sales of assets in excess of $10.0 million will trigger a
requirement to re-calculate the Borrowing Base. If amounts outstanding under
the credit facility exceed the Borrowing Base, as redetermined from time to
time, the Company will be required to repay such excess, and may be required
to sell assets to make such repayments.
11
<PAGE>
NUEVO ENERGY COMPANY
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
Amounts outstanding under the credit facility will bear interest at a rate
equal to the London Interbank Offered Rate plus a number of basis points
which increases as the total outstanding indebtedness of the Company as a
percent of the Borrowing Base increases.
The Company also entered into a bridge commitment with a bank group led by
NationsBank of Texas, N.A. The facility was not drawn down; however, there
were fees associated with the bridge commitment which will be expensed in the
second quarter of 1996.
Gas Balancing
It is customary in the industry for various working interest partners to sell
more or less than their entitled share of natural gas. The settlement or
disposition of existing gas balancing positions is not anticipated to
materially impact the financial condition of the Company.
Derivative Financial Instruments
The Company periodically uses derivative financial instruments to manage oil
and natural gas price risk. Settlement of gains and losses on price swap
contracts are realized monthly, generally based upon the difference between
the contract price and the average closing New York Mercantile Exchange
(NYMEX) price and are reported as a component of oil and gas revenues. Gains
or losses attributable to the termination of a swap contract are deferred and
recognized in revenue when the hedged crude oil and natural gas are sold.
There were no such deferred gains or losses at March 31, 1996 or 1995.
Gains and losses on other derivative financial instruments that qualify as a
hedge of firmly committed or anticipated purchases and sales of oil and gas
commodities are deferred and recognized in income when the related hedged
transaction occurs. Gains or losses on derivative financial instruments that
do not qualify as a hedge are recognized in income currently.
Accounting Pronouncements
Statement of Financial Accounting Standard No. 121, "Accounting for the
Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed of,"
issued by the Financial Accounting Standards Board ("FASB") in March 1995,
was implemented by the Company in the first quarter of 1996. This standard
addresses the accounting for the recognition and measurement of impairment
losses for long-lived assets, certain identifiable intangibles and goodwill
related to those assets to be held and used. This standard also addresses
the accounting for long-lived assets and certain identifiable intangibles to
be disposed of.
12
<PAGE>
NUEVO ENERGY COMPANY
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
The Company follows the intrinsic value method for stock options granted to
employees. In October 1995, the FASB issued Statement of Financial
Accounting Standard No. 123, "Accounting for Stock-Based Compensation." The
Company did not adopt the fair value method for stock-based compensation
plans, but will provide pro forma disclosures pursuant to an optional
provision of Accounting Standard 123.
The adoption of Accounting Standard 121 did not have a significant impact on
consolidated results of operations or the financial position of the Company.
Contingencies
The Company has been named as a defendant in certain lawsuits incidental to
its business. Management does not believe that the outcome of such
litigation will have a material adverse impact on the Company.
Results of Operations (Three months ended March 31, 1996, and 1995)
The following table sets forth certain operating information of the Company
(inclusive of crude oil and natural gas price swaps) for the periods presented:
<TABLE>
<CAPTION>
Three Months
Ended March 31, %
--------------------
Increase/
1996 1995 (Decrease)
------------ ------ -----------
<S> <C> <C> <C>
Production:
Oil and condensate (MBBLS)............... 891 929 (4.1%)
Natural gas (MMCF)....................... 5,835 7,950 (26.6%)
Average Sales Price:
Oil and condensate....................... $15.97 $14.45 10.5%
Natural gas/(1)/......................... $ 1.90 $ 1.50 26.7%
Average unit production cost/(2)/ per BOE..... $ 3.56 $ 2.94 21.1%
Average unit depletion rate per BOE-Domestic.. $ 4.50 $ 5.10 (11.8%)
Average unit depletion rate per BOE-Congo..... $ .75 $ .75 ---
</TABLE>
/(1)/ Average sales price for natural gas includes revenues received from the
sale of natural gas liquids.
/(2)/ Costs incurred to operate and maintain wells and related equipment and
facilities, including ad valorem and severance taxes.
13
<PAGE>
NUEVO ENERGY COMPANY
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
Revenues
Oil and gas revenues for the three months ended March 31, 1996 were $25.6
million, or approximately equal with oil and gas revenues of $25.6 million for
the same period in 1995.
Gas plant revenues of approximately $7.0 million and $7.3 million are reflected
in the three months ended March 31, 1996 and 1995, respectively. The decrease in
gas plant revenues is the result of decreased inlet volumes.
Pipeline and other revenues for the three months ended March 31, 1996 were $1.7
million, or 19% less than pipeline and other revenues of $2.1 million for the
same period in 1995. The decrease is primarily due to reduced throughput in the
Bright Star Gathering System associated with reduced volumes resulting from
producers in the Alabama Ferry field employing gas lift recovery in their
reservoir maintenance operations.
Expenses
Lease operating expenses for the three months ended March 31, 1996 totaled $6.7
million or approximately equal with the $6.7 million for the three months ended
March 31, 1995. Lease operating expenses per barrel of oil equivalent were
21.1% higher in the first quarter of 1996 when compared to the same period in
1995 due primarily to lower production volumes and higher lifting costs
associated with the Congo acquisition. The first quarter of 1995 only included
two months of lease operating expenses relating to the Congo acquisition, which
closed in February 1995.
Plant operating expenses were approximately $5.6 million in the three months
ended March 31, 1996 as compared to $5.8 million for the three months ended
March 31, 1995.
Pipeline and other operating expenses for the three months ended March 31, 1996
were $1.2 million, or 7.7% less than pipeline and other operating expenses of
$1.3 million for the same period in 1995.
Depreciation, depletion and amortization of $8.1 million for the three months
ended March 31, 1996 reflects a 29.6% decrease from $11.5 million in the same
period in 1995 due to a decreased depletion rate per barrel of oil equivalent as
a result of increased estimated proved oil and gas reserves as well as lower
production volumes.
General and administrative expenses totaled $2.5 million and $2.6 million in the
three months ended March 31, 1996 and 1995, respectively.
Interest expense decreased to $3.7 million for the three months ended March 31,
1996 from $3.8 million in the same period of 1995. The decrease in interest
expense is the result of reduced borrowings under the bank credit
14
<PAGE>
NUEVO ENERGY COMPANY
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
facility and also by principal reductions from scheduled payments relating to
Nustar debt and capital leases. This decrease was partially offset by a new
credit facility relating to the Congo acquisition.
Net Income
Net income of approximately $4.2 million was generated for the three months
ended March 31, 1996 as compared to net income of $2.2 million in the same
period of 1995. Earnings available to common stockholders totaled $3.9 million
after deductions for preferred stock dividends for the three months ended March
31, 1996 versus $1.7 million for the same period in 1995.
15
<PAGE>
NUEVO ENERGY COMPANY
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
None.
ITEM 2. CHANGES IN SECURITIES
None.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
None.
ITEM 5. OTHER INFORMATION
None.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
a. Exhibits
None
b. Reports on Form 8-K.
1. Report filed on Form 8-K on April 23, 1996
regarding the purchase of the California Properties.
(a) Financial Statements of Business Acquired
1. Unocal Properties
1.1 Unocal Properties - Statements of Revenue and
Direct Operating Expenses for the Years Ended June
30, 1993, 1994 and 1995 and the unaudited six
months ended December 31, 1994 and 1995 and notes
thereto.
1.2 Independent Auditors' Report.
16
<PAGE>
NUEVO ENERGY COMPANY
PART II. OTHER INFORMATION (CONTINUED)
2. Point Pedernales Properties
2.1 Point Pedernales Properties - Statements of
Revenues and Direct Operating Expenses for the
Years Ended June 30, 1993, 1994 and 1995 and the
unaudited six months ended December 31, 1994 and
1995 and notes thereto.
2.2 Independent Auditors' Report.
(b) Pro forma Financial Information
1. The following information shows the pro
forma effect of the acquisition of the California
Properties:
1.1 Unaudited Pro Forma Condensed Consolidated
Balance Sheet as of December 31, 1995, Unaudited
Pro Forma Condensed Consolidated Statement of
Operations for the year ended December 31, 1995,
and the notes thereto and accompanying text.
17
<PAGE>
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.
NUEVO ENERGY COMPANY
(Registrant)
Date: May 14, 1996 By:/s/ Michael D. Watford
----------------------- -----------------------------
Michael D. Watford
President, Chief Executive Officer
and Chief Operating Officer
Date: May 14, 1996 By:/s/ Robert M. King
----------------------- ------------------------------
Robert M. King
Chief Financial Officer
18
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-START> JAN-01-1996
<PERIOD-END> MAR-31-1996
<CASH> 8,538
<SECURITIES> 0
<RECEIVABLES> 21,001
<ALLOWANCES> 0
<INVENTORY> 3,063
<CURRENT-ASSETS> 34,582
<PP&E> 558,490
<DEPRECIATION> 280,441
<TOTAL-ASSETS> 323,122
<CURRENT-LIABILITIES> 19,621
<BONDS> 118,561
0
15
<COMMON> 118
<OTHER-SE> 159,358
<TOTAL-LIABILITY-AND-EQUITY> 323,122
<SALES> 34,311
<TOTAL-REVENUES> 34,425
<CGS> 21,567
<TOTAL-COSTS> 21,567
<OTHER-EXPENSES> 6,254
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 3,738
<INCOME-PRETAX> 6,604
<INCOME-TAX> 2,417
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 4,201
<EPS-PRIMARY> .32
<EPS-DILUTED> 0
</TABLE>