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
August 13, 1996
Date of Report (Date of earliest event reported)
AMERICAN OILFIELD DIVERS, INC.
(Exact name of Registrant as specified in its charter)
LOUISIANA 0-22032 72-0918249
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification Number)
130 East Kaliste Saloom Road
Lafayette, Louisiana 70508
(Address of principal executive offices) (Zip Code)
(318) 234-4590
(Registrant's telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
<PAGE>
Item 5. Other Events.
On August 13, 1996, American Oilfield Divers,Inc. ("Registrant")
announced its earnings for the quarter ended June 30, 1996 and related matters.
Such matters are described in the press release attached hereto as Exhibit 99.1.
Item 7. Financial Statements and Exhibits.
(a) No financial statements are filed with this report.
(b) Exhibits.
99.1 Press release issued by the Registrant on August 13,
1996 concerning earnings for the quarter ended
June 30, 1996 and related matters.
<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 hereunto duly authorized.
By: /s/ Cathy M. Green
___________________________
Cathy M. Green
Vice President - Finance
and Chief Financial Officer
Dated: August 19, 1996
NEWS RELEASE
For further information contact:
Greg Rosenstein Cathy Green
Manager of Investor Relations Chief Financial
Officer
(318) 234-4590 (318) 234-4590
_________________________________________________________________________
FOR IMMEDIATE RELEASE
TUESDAY, AUGUST 13, 1996
AMERICAN OILFIELD DIVERS HAS MOST PROFITABLE QUARTER REPORTED
SINCE GOING PUBLIC
Lafayette, LA -- American Oilfield Divers, Inc. (NASDAQ: DIVE)
today reported net income of $1.7 million ($0.26 per share) on
revenue of $26.8 million for the fiscal second quarter ended June
30, 1996, representing the Company's most profitable quarter
reported since going public in 1993. This compares with a net
loss of $485,000 (a loss of $.07 per share) on revenue of $19.7
million for the second quarter ended June 30, 1995. These second
quarter results are the first reported by AOD based on its new
December 31 fiscal year end.
For the six months ended June 30, 1996, AOD recorded net income
of $1.8 million ($0.27 per share) on revenue of $46.1 million,
compared to a net loss of $2.3 million (a loss of $0.34 per
share) on revenue of $31.6 million for the six months ended June
30, 1995. Revenue increased 36 percent in the second quarter of
1996 compared to the second quarter of 1995. For the six month
period ended June 30, 1996, revenue increased 46 percent over the
same period of 1995.
The results of operations for the six months ended June 30, 1996
include a $500,000 charge
($290,000 after tax, or $.04 per share) related to the adoption
of Statement of Financial Accounting Standards No. 121,
"Accounting for the Impairment of Long-Lived Assets and for Long-
Lived Assets to be Disposed of," effective January 1, 1996.
"AOD achieved strong results in spite of the fact that the April
through June quarter is not traditionally associated with
uniformly high activity, particularly in the Gulf of Mexico,"
said George C. Yax, AOD's Chairman of the Board, Chief Executive
Officer and President. "However, most of our markets reported
higher-than-usual activity for this period, particularly the U.S.
Inland and West Coast Services Sector, in which the Chevron
platform abandonment project is continuing. The project
contributed $6.6 million to our second quarter revenues of $26.8
million. I believe our work on the Chevron project demonstrates
our ability to effectively compete in the large-scale turnkey
market. Based on our performance, we anticipate being very
competitive on future projects of such scope and magnitude in
both the U.S. west coast and inland markets. As of June 30,
1996, our Inland and West Coast Service Sector had an approximate
$12.8 million backlog of work, which includes the remaining
portion of the Chevron project to be completed in fiscal 1996.
"Also, diver days in the Gulf of Mexico market increased
approximately 24 percent over the second quarter of 1995," Yax
said. "This was attributable to a large number of projects
involving pipeline maintenance and repair. Finally, increased
demand for subsea pipeline connectors, manufactured by Big Inch
Marine Systems, contributed to the Company's strong results."
more . . .
Companywide, AOD averaged 109 dive crews per day and 53 percent
vessel utilization during the second quarter of 1996 compared
with 88 dive crews per day and 41 percent vessel utilization
during the second quarter of 1995. The Company's gross profit
percentage was 34 percent in the second quarter of 1996 compared
with 29 percent in the second quarter of 1995.
"The strong second quarter and six month results further
indicate that AOD's focus on internal improvements and business
diversification is working, as our new, developing subsidiaries
report more consistent revenue streams," Yax said. "Our
diversification strategy has brought us to markets where demand
is increasing for our diverse diving and related services. Going
forward, I believe we will continue to benefit from increasing
demand in the Gulf of Mexico diving market as the traditional
diving season reaches its peak. The third quarter is already off
to an extremely positive start."
Through 41 days of the third quarter of fiscal 1996, the Company
has averaged approximately 143 dive crews per day and
approximately 63 percent vessel utilization. This compares to 140
dive crews per day and 58 percent vessel utilization for the
third quarter of fiscal 1995.
Statements in this press release that are not statements of
historical fact are forward-looking statements involving risks
and assumptions that could cause actual results to vary
materially from those predicted, including, among other things,
prices of crude oil and natural gas, weather conditions in
offshore markets, capital expenditures by customers and the
Company's ability to procure large turnkey projects.
American Oilfield Divers, Inc., is a leading provider of diving
services, subsea products, marine construction and environmental
services to the offshore oil and gas industry, primarily in the
U.S. Gulf of Mexico, U.S. West Coast, internationally and to
certain U.S. inland customers.
Tables follow . . .
AMERICAN OILFIELD DIVERS, INC.
Consolidated Results of Operations and Financial Position
($ in thousands except for per share amounts)
Three Months Ended Six Months Ended
June 30, June 30,
____________________ ____________________
Income Statement 1996 1995 1996 1995
_______ ________ ________ _______
Diving and related revenues $26,829 $19,713 $46,057 $31,634
Operating income (loss) 2,992 (311) 3,017 (3,231)
Other income (expense), net (7) (457) 142 (604)
________ ________ ________ _______
Income (loss) before income taxes
and minority interest 2,985 (768) 3,159 (3,835)
Income tax provision (benefit) 1,250 (330) 1,320 (1,580)
Minority interest in earnings
of subsidiary --- (47) --- ---
________ ________ ________ _______
Net income (loss) $ 1,735 $ (485) $ 1,839 $(2,255)
======== ======== ======== ========
Net income (loss) per share $ .26 $ (.07) $ .27 $ (.34)
======== ======== ======== ========
Weighted average shares outstanding 6,788 6,709 6,750 6,709
======== ======== ======== ========
Operational Data
Dive crew days 9,946 8,042 16,878 13,435
Dive crews per day 109 88 93 74
Diving support vessel utilization 53% 41% 50% 36%
Earnings before interest, taxes,
depreciation and amortization
(EBITDA) $4,396 $ 954 $6,283 $(787)
EBITDA as % of revenue 16.4% 4.8% 13.6% (2.5%)
SG&A as % of revenue 17.8% 23.7% 20.6% 28.9%
Gross Profit % 34.2% 28.6% 34.3% 26.5%
June 30, December 31,
Balance Sheet 1996 1995
_________ __________
Assets:
Current assets $34,059 $34,851
Plant and equipment, net 27,649 25,550
Other long-term assets 2,913 3,520
_______ _______
Total assets $64,621 $63,921
======= =======
Liabilities & Stockholders' Equity:
Current liabilities $13,543 $18,953
Long-term debt 9,000 5,413
Stockholders' equity 42,078 39,555
______ _______
Total liabilities & stockholders equity $64,621 $63,921
======= =======
More...
<TABLE>
<CAPTION>
Three Months Ended June 30, 1996
_______________________________________________________________________________________________
Gulf International West Coast Subsea
Services<F1> Services<F2> Services<F3> Products<F4> Total
_________ ________ __________ _________ __________
<S> <C> <C> <C> <C> <C>
Diving and Related Revenues $11,453 $3,132 $9,811 $2,433 $26,829
Diving and Related Expenses $ 7,772 $2,000 $6,526 $1,354 $17,652
Gross Profit $ 3,681 $1,132 $3,285 $1,079 $ 9,177
Gross Profit Percentage 32.1% 36.1% 33.5% 44.3% 34.2%
</TABLE>
<TABLE>
<CAPTION>
Three Months Ended June 30, 1995
_______________________________________________________________________________
Gulf International West Coast Subsea
Services<F1> Services<F2> Services<F3> Products<F4> Total
_________ ________ __________ _________ __________
<S> <C> <C> <C> <C> <C>
Diving and Related Revenues $9,946 $4,424 $2,931 $2,412 $19,713
Diving and Related Expenses $7,953 $2,695 $2,293 $1,143 $14,084
Gross Profit $1,993 $1,729 $ 638 $1,269 $ 5,629
Gross Profit Percentage 20.0% 39.1% 21.8% 52.6% 28.6%
<FN>
<F1> Includes diving and related services, pipelay/bury and derrick
barge services provided by American Marine Construction, Inc.
and environmental remediation and oil spill response services
provided by American Pollution Control, Inc., all of which were
performed in the Gulf of Mexico. The pipelay/bury barge was
sold effective March 1, 1996.
<F2> Includes all diving and related services performed outside the
United States and its coastal waters except for Latin America,
which is included in inland and west coast services.
<F3> Includes diving and related services off the U.S. West Coast by
American Pacific Marine, Inc. and diving and related services
provided by American Inland Divers, Inc.
<F4> Includes manufacturing and marketing of Big Inch pipeline
connectors and Tarpon marginal well production systems.
</FN>
</TABLE>
more . . .
<TABLE>
<CAPTION>
Six Months Ended June 30, 1996
______________________________________________________________________________________
Gulf International West Coast Subsea
Services<F1> Services<F2> Services<F3> Products<F4> Total
_________ ________ __________ _________ __________
<S> <C> <C> <C> <C> <C>
Diving and Related Revenues $22,257 $5,432 $14,776 $3,592 $46,057
Diving and Related Expenses $15,460 $3,022 $ 9,871 $1,920 $30,273
Gross Profit $ 6,797 $2,410 $ 4,905 $1,672 $15,784
Gross Profit Percentage 30.5% 44.4% 33.2% 46.5% 34.3%
</TABLE>
<TABLE>
<CAPTION>
Six Months Ended June 30, 1995
____________________________________________________________________________________________________
Gulf International West Coast Subsea
Services<F1> Services<F2> Services<F3> Products<F4> Total
_________ ________ __________ _________ __________
<S> <C> <C> <C> <C> <C>
Diving and Related Revenues $18,019 $6,357 $4,093 $3,165 $31,634
Diving and Related Expenses $14,380 $3,748 $3,427 $1,711 $23,266
Gross Profit $ 3,639 $2,609 $ 666 $1,454 $ 8,368
Gross Profit Percentage 20.2% 41.0% 16.3% 45.9% 26.5%
<FN>
<F1> Includes diving and related services, pipelay/bury and derrick
barge services provided by American Marine Construction, Inc.
and environmental remediation and oil spill response services
provided by American Pollution Control, Inc., all of which were
performed in the Gulf of Mexico. The pipelay/bury barge was
sold effective March 1, 1996.
<F2> Includes all diving and related services performed outside the
United States and its coastal waters except for Latin America,
which is included in inland and west coast services.
<F3> Includes diving and related services off the U.S. West Coast by
American Pacific Marine, Inc. and diving and related services
provided by American Inland Divers, Inc.
<F4> Includes manufacturing and marketing of Big Inch pipeline
connectors and Tarpon marginal well production systems.
</FN>
</TABLE>
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