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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON D.C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15 (d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
January 26, 2000
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TEXACO INC.
(Exact name of registrant as specified in its charter)
Delaware 1-27 74-1383447
(State or other jurisdiction of (Commission File (I.R.S. Employer
incorporation) Number) Identification Number)
2000 Westchester Avenue, 10650
White Plains, New York (Zip Code)
(Address of principal executive offices)
(914) 253-4000
(Registrant's telephone number, including area code)
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<PAGE>
<PAGE>
Item 5. Other Events
- ---------------------
On January 26, 2000, the Registrant issued an Earnings Press Release entitled
"Texaco Reports 1999 Results," a copy of which is attached hereto as Exhibit
99.1 and made a part hereof.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
- ---------------------------------------------------------------------------
(c) Exhibits
99.1 Press Release issued by Texaco Inc. dated January 26, 2000,
entitled "Texaco Reports 1999 Results."
<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.
TEXACO INC.
------------------------------
(Registrant)
By: /s/ MICHAEL H. RUDY
------------------------------
(Secretary)
Date: January 26, 2000
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EXHIBIT 99.1
TEXACO REPORTS 1999 RESULTS
---------------------------
FOR IMMEDIATE RELEASE: WEDNESDAY, JANUARY 26, 2000.
- ----------------------------------------------------------
WHITE PLAINS, N.Y., January 26 - Texaco reported today fourth
quarter 1999 income before special items of $370 million ($.67 per share). Net
income for the period was $318 million ($.58 per share).
<TABLE>
<CAPTION>
Earnings Summary
Fourth Quarter Year
------------------------- ------------------------
1999 1998 1999 1998
- ---------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Income before special items (millions) $ 370 $ 92 $1,214 $ 894
Per share $ 0.67 $ 0.15 $ 2.21 $1.59
Net income (loss) (millions) $ 318 $ (213) $1,177 $ 578
Per share $ 0.58 $ (0.43) $ 2.14 $0.99
- ---------------------------------------------------------------------------------------------------------------------
</TABLE>
Texaco Chairman and Chief Executive Officer Peter I. Bijur stated, "Our
1999 earnings benefited significantly from the dramatic rise in crude oil
prices, but these increases could not be fully recovered in the marketplace.
After starting the year at very low levels, crude oil prices jumped in March and
continued to climb throughout the year. Benchmark WTI crude oil ended the year
at nearly $26 per barrel and continued to climb in 2000. Much of the earnings
benefit from higher crude oil prices was reduced by lower refining and marketing
margins around the world. Excess refining capacity has created chronic refined
product oversupply in all areas, limiting the amount of crude costs that can be
recovered in the market. The oversupply situation was exacerbated by economic
weakness in the Caltex areas and parts of Latin America which reduced product
demand."
Bijur added, "Operationally, we continued to reduce our exposure to the
refining business through Equilon's sale of its El Dorado, Kansas refinery. Our
recently announced Agbami exploration discovery in the deepwater offshore
Nigeria reflects the success of our upstream strategy shift from multiple
incremental projects to select high margin, high impact projects. We achieved
over $700 million in expense reductions and synergy capture, exceeding our
year-end 2000 target of $650 million a
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<PAGE>
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full year ahead of schedule. Fourth quarter exploration expenses were higher as
we wrote off investments in Thailand, and in the Gulf of Mexico where fourth
quarter appraisal drilling determined certain prospects to be non-commercial."
<TABLE>
<CAPTION>
Fourth Quarter Year
------------------------ ------------------------
Texaco Inc. (Millions of dollars): 1999 1998 1999 1998
- ---------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Income before special items $ 370 $ 92 $1,214 $ 894
------ ------ ------ ------
Inventory valuation adjustments - (142) 152 (142)
Write-downs of assets (81) (93) (157) (93)
Gains (losses) on major asset sales (3) - (62) 20
Tax benefits on asset sales 40 24 40 43
Tax issues 41 - 106 25
Royalty settlement (30) - (30) -
Environmental issues (12) - (12) -
Reorganization, restructuring and
employee separation costs (7) (94) (74) (144)
------ ------ ------ ------
(52) (305) (37) (291)
Cumulative effect of accounting change - - - (25)
------ ------ ------ ------
Total special items (52) (305) (37) (316)
------ ------ ------ ------
Net income (loss) $ 318 $ (213) $1,177 $ 578
====== ====== ====== ======
</TABLE>
Effective January 1, 1998, Texaco's Caltex affiliate adopted a new accounting
standard, SOP 98-5, resulting in a change in accounting for start-up costs at
its Thailand refinery. Texaco's first quarter 1998 results included a $25
million charge associated with this accounting change.
Details on special items are included in the following segment information.
OPERATING RESULTS
EXPLORATION AND PRODUCTION
<TABLE>
<CAPTION>
Fourth Quarter Year
------------------------ ------------------------
United States (Millions of dollars): 1999 1998 1999 1998
- ---------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Operating income before special items $ 243 $ 80 $ 666 $ 381
Special items (35) (80) (14) (80)
----- ----- ----- -----
Total operating income $ 208 $ - $ 652 $ 301
===== ===== ===== =====
</TABLE>
U.S. Exploration and Production earnings for this year's fourth quarter
and year were above last year's levels due to higher crude oil and natural gas
prices. Crude oil prices continued to rise in the
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<PAGE>
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fourth quarter and more than doubled in 1999, in response to production cutbacks
by OPEC and several non-OPEC countries which led to a decline in worldwide
inventory levels. Average realized crude oil prices for the fourth quarter and
year 1999 were $20.50 and $14.70 per barrel, 110 percent and 39 percent higher
than last year. For the fourth quarter and year 1999, average natural gas prices
were $2.43 and $2.18 per MCF, 27 percent and nine percent above last year.
Production decreased seven percent for the fourth quarter and ten
percent for the year. This decrease was due to natural field declines, asset
sales and reduced investment consistent with our focus on capital efficiency.
Operating expenses were ten percent lower this year as a result of cost
savings from the restructuring of our worldwide upstream organization.
Exploratory expenses for the fourth quarter were $130 million before taxes, $68
million higher than last year. This year's quarter included a $100 million ($65
million after tax) write-off of investments in the Fuji and McKinley prospects
in the Gulf of Mexico. These prospects were initially drilled between 1995 and
1998 and appraisal drilling in the fourth quarter determined them to be
non-commercial. Exploratory expenses for the year 1999 were $234 million before
taxes, $23 million below last year.
Results for 1999 included net special charges of $14 million comprised
of an $11 million charge for employee separation costs, a $30 million charge for
the settlement of crude oil royalty valuation issues on federal lands, an $18
million gain on asset sales in California and a $9 million production tax
refund. Special charges of $35 million in the fourth quarter included the above
referenced crude oil royalty settlement.
Special charges for 1998 included fourth quarter asset write-downs of
$51 million and employee separation costs of $29 million.
<TABLE>
<CAPTION>
Fourth Quarter Year
------------------------ ------------------------
International (Millions of dollars): 1999 1998 1999 1998
- ---------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Operating income before special items $ 195 $ 15 $ 386 $ 181
Special items (24) (52) (26) (52)
----- ----- ----- -----
Total operating income (loss) $ 171 $ (37) $ 360 $ 129
===== ===== ===== =====
</TABLE>
International Exploration and Production operating results for the
fourth quarter and year improved over last year's levels due to higher crude oil
prices. These prices continued to rise throughout the fourth quarter due to
worldwide production cutbacks which lowered inventory levels. Average realized
crude oil prices for the fourth quarter and year were $20.57 and $15.23 per
barrel, 101 percent
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and 36 percent above last year. For the fourth quarter and year average natural
gas prices were $1.30 and $1.34 per MCF, 27 percent and 18 percent below last
year.
Daily production in the fourth quarter and year was slightly below last
year's levels due to the decline in volumes in Indonesia as higher prices
reduced our lifting entitlements for cost recovery. Fourth quarter production
increases in the Partitioned Neutral Zone and further development of our
Karachaganak field in the Republic of Kazakhstan almost offset the lower
Indonesian entitlements. Production increases for the year in the Partitioned
Neutral Zone and Karachaganak nearly offset decreased production in the U.K.
North Sea and Indonesia, and lower gas production in Latin America.
Operating expenses were three percent lower for the year as a result of
cost savings from the restructuring of our worldwide upstream organization.
Exploratory expenses for the fourth quarter were $89 million before taxes, $14
million higher than last year. This year's fourth quarter included $30 million
($20 million after tax) of prior year drilling expenditures in Thailand.
Exploratory expenses for the year were $267 million before taxes, $63 million
higher than last year.
Results for 1999 included special charges of $26 million, including $24
million in the fourth quarter for prior years' tax issues in the U.K. Special
charges in 1998 included $42 million for U.K. asset impairments and $10 million
for employee separation costs.
Refining, Marketing and Distribution
<TABLE>
<CAPTION>
Fourth Quarter Year
------------------------ ------------------------
United States (Millions of dollars): 1999 1998 1999 1998
- ---------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Operating income before special items $ 4 $ 36 $ 287 $ 276
Special items - (48) (79) (55)
----- ------ ----- ------
Total operating income (loss) $ 4 $ (12) $ 208 $ 221
===== ====== ===== ======
</TABLE>
U.S. Refining, Marketing and Distribution fourth quarter earnings
before special items were lower than last year and slightly higher for the year.
U.S. downstream activities are primarily conducted through Equilon Enterprises
LLC, Texaco's western alliance with Shell Oil Company, and Motiva Enterprises
LLC, Texaco's eastern alliance with Shell Oil Company and Saudi Refining, Inc.
Equilon's earnings for the year benefited from improved West Coast
refining margins as a result of industry refinery outages earlier in the year
and improved utilization at the Martinez refinery. Operational problems at the
Puget Sound refinery earlier this year had a negative impact on earnings.
Transportation results benefited from higher throughput during the quarter and
the year. Marketing
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<PAGE>
- 5 -
margins were weak for the quarter and the year as pump prices lagged increases
in gasoline spot prices. During the fourth quarter, Equilon recorded additional
supply costs which related to operations during the first nine months of the
year. These costs negatively impacted our fourth quarter results by $16 million.
Motiva's results for the fourth quarter and year were affected by weak
refining and marketing margins on the East and Gulf Coasts due to rising crude
costs and high industry-wide refined product inventory levels. These effects
were partially mitigated by improved refinery reliability for the year.
The fourth quarter and year also benefited from the realization of
synergies for Equilon and Motiva. These included re-engineering of work
processes, leveraging economies of scale to reduce supply costs, sharing best
practices and capitalizing on logistical and trading opportunities, including
higher utilization of proprietary pipelines and other assets.
The year 1999 included special charges of $79 million mainly for asset
write-downs of $76 million for the El Dorado and Wood River refineries during
the second quarter. Equilon completed the sale of El Dorado to Frontier Oil
Company during the fourth quarter and is seeking a purchaser for the Wood River
refinery. Other special items in 1999 included an inventory valuation benefit of
$8 million and reorganization, restructuring and employee separation costs of
$11 million associated with the alliance formation.
Results for 1998 included $55 million of net special charges. These
included a charge of $21 million related to the formation of our U.S. alliances
and inventory valuation charges of $34 million. For the fourth quarter net
special charges of $48 million consisted of inventory valuation adjustments and
U.S. alliance formation charges. Formation charges included asset write-downs
and reorganization, restructuring and employee separation costs, as well as
gains on Federal Trade Commission mandated asset sales.
<TABLE>
<CAPTION>
Fourth Quarter Year
------------------------ ------------------------
International (Millions of dollars): 1999 1998 1999 1998
- ---------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Operating income before special items $ 45 $ 46 $ 338 $ 503
Special items (52) (128) 32 (171)
------ ------ ------ ------
Total operating income (loss) $ (7) $ (82) $ 370 $ 332
====== ====== ====== ======
</TABLE>
International Refining and Marketing results for the year declined due
to escalating crude costs that outpaced product price increases. This pressure
on refining margins impacted all major operating areas in Europe, Latin America
and the Caltex Asia-Pacific region. The economic downturn and related
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<PAGE>
- 6 -
currency devaluation in Brazil also adversely impacted marketing margins and
volumes in Latin America. However, marketing revenues improved in West Africa,
Central America and the Caribbean as a result of increased high margin sales
volumes. In the Caltex region, results benefited from reduced currency
volatility linked to improved economic conditions, gains from the sale of
marketable securities and an inventory drawdown benefit. These benefits were not
sufficient to offset the combined forces of higher crude costs and an oversupply
of product in the Caltex region, where refining and marketing margins were down
from the prior year.
Operating results for the fourth quarter were down slightly from the
prior year. Results in Europe and Latin America decreased due to lower margins.
Comparative results in the Caltex region were higher due to significant currency
losses last year and an inventory drawdown benefit of $25 million this year.
Results for 1999 included net special benefits of $32 million. These
included inventory valuation benefits of $144 million and tax benefits of $54
million for a Korean tax revaluation. The year also included a charge of $80
million relating to Caltex' sale of its interest in Koa Oil Company, asset
write-downs of $23 million in Caltex and Europe, restructuring, reorganization
and employee separation costs of $41 million and prior year tax charges of $22
million. Of these amounts, $52 million of special charges were included in the
fourth quarter. These included $23 million in asset write-downs, $22 million in
prior year tax charges and $7 million for Caltex restructuring charges.
The year 1998 included special charges of $171 million consisting of
inventory valuation charges of $108 million and restructuring, reorganization
and employee separation costs of $63 million. The fourth quarter 1998 included
special charges of $128 million consisting of the inventory valuation charges of
$108 million and employee separation costs of $20 million.
GLOBAL GAS AND POWER
<TABLE>
<CAPTION>
Fourth Quarter Year
------------------------ ------------------------
(Millions of dollars): 1999 1998 1999 1998
- ---------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Operating income (loss) before special items $ 5 $ (4) $ 21 $ (33)
Special items (32) (3) (35) 17
------ ----- ----- ------
Total operating (loss) $ (27) $ (7) $ (14) $ (16)
====== ===== ===== ======
</TABLE>
During 1999, responsibility for the Global Gas Marketing segment and
the company's cogeneration, gasification, hydrocarbons-to-liquids and fuel cell
technology units was combined under a
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single senior executive, creating the Global Gas and Power segment. Prior period
information has been restated to reflect this change.
Operating results for the fourth quarter and year benefited from the
continued improvement of natural gas liquids margins, higher gasification
licensing revenues and higher cogeneration income. There were also gains from
the sale of several assets, including our interest in a U.K. retail gas
marketing operation and a U.S. gas gathering pipeline.
Results for 1999 included special charges of $35 million for gas plant
impairments in the fourth quarter of $32 million and employee separation costs
of $3 million recorded earlier in the year. Net special benefits of $17 million
were recorded in 1998, including $20 million in the second quarter for the sale
of a partial interest in a pipeline and $3 million for employee separation costs
recorded in the fourth quarter.
CORPORATE/NON-OPERATING RESULTS
<TABLE>
<CAPTION>
Fourth Quarter Year
------------------------ ------------------------
(Millions of dollars): 1999 1998 1999 1998
- ---------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Results before special items $(122) $ (80) $(481) $(412)
Special items 91 6 85 50
----- ------ ----- -----
Total corporate/non-operating $ (31) $ (74) $(396) $(362)
===== ====== ===== =====
</TABLE>
Non-operating results for the fourth quarter and twelve months
reflected higher net interest expense due to higher debt levels and interest
rates. Expenses were low during the fourth quarter 1998 due to higher interest
income and lower tax expense.
Results for 1999 included net special benefits of $85 million. These
included $89 million of favorable prior years' income tax adjustments and tax
benefits of $40 million attributable to the sale of an interest in a subsidiary
recorded in the fourth quarter. Also recorded in the fourth quarter were asset
write-downs of $26 million and charges for environmental issues of $12 million.
In addition to these items, a $6 million charge for employee separation costs
was recorded earlier in the year. Net special benefits in 1998 of $50 million
included tax benefits of $24 million and employee separation costs of $18
million in the fourth quarter. Earlier in the year we recorded a gain of $19
million attributable to the sale of an interest in a subsidiary and other tax
benefits of $25 million.
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CAPITAL AND EXPLORATORY EXPENDITURES
Capital and exploratory expenditures were $3,893 million for the year
1999, compared to $4,019 million in 1998.
In the United States upstream, expenditures decreased 39 percent
compared to 1998. Internationally, spending rose 54 percent during 1999 due to
the acquisition of a 45 percent ownership interest in the Malampaya Deep Water
Natural Gas project and increasing our ownership in the Venezuelan Hamaca joint
venture. Additionally, international spending increased for lease acquisitions
in Brazil and Nigeria. These changes reflect the effects of our switch in focus
to higher impact international projects.
In the downstream, capital expenditures decreased due to depressed
global industry conditions. Also, there were refinery project completions in
1998 and the slowing of re-imaging and branding initiatives in the U.S. and
Caltex areas of operation.
Global Gas and Power reflected an increase in investment for
cogeneration and gasification projects principally in California and the Far
East, while spending for natural gas projects decreased due to pipeline
completions last year.
- xxx -
CONTACTS: Kelly McAndrew 914-253-6295
Andy Norman 914-253-4068
INVESTOR RELATIONS:
Elizabeth Smith 914-253-4478
Listen in live to Texaco's fourth quarter 1999 earnings discussion with
financial analysts on Thursday, January 27 at 11:30 am EST at:
http://www.webevents.broadcast.com/texaco/q499earnings
For technical assistance, call Sheila Lujan at 800-366-9831
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<TABLE>
<CAPTION>
Income (loss) Fourth Quarter (a) Year (a)
(Millions of dollars) --------------------- ---------------------
1999 1998 1999 1998
------- ------- ------- -------
<S> <C> <C> <C> <C>
Exploration and production
United States $ 208 $ - $ 652 $ 301
International 171 (37) 360 129
------ ----- ------ -----
Total 379 (37) 1,012 430
Refining, marketing and distribution
United States 4 (12) 208 221
International (7) (82) 370 332
------ ----- ------ -----
Total (3) (94) 578 553
Global gas and power (27) (7) (14) (16)
------ ----- ------ -----
Total operating segments 349 (138) 1,576 967
------ ----- ------ -----
Other business units - (1) (3) (2)
Corporate/Non-operating (31) (74) (396) (362)
------ ----- ------ -----
Income (loss) before cumulative effect
of accounting change 318 (213) 1,177 603
Cumulative effect of accounting change (b) - - - (25)
------ ----- ------ -----
Net income (loss) $ 318 $(213) $1,177 $ 578
====== ===== ====== ====
Net income (loss) per common share (dollars) - diluted $ .58 $(.43) $ 2.14 $ .99
Average number of common shares outstanding for
computation of earnings per share (millions) - diluted 546.4 525.4 537.9 529.0
Provision for (benefit from) income taxes included
in net income (loss) $ 109 $(160) $ 602 $ 98
<FN>
(a) Includes special items indicated in this release.
(b) Caltex adoption of SOP 98-5 of the AICPA, "Reporting on the Costs of
Start-Up Activities".
</FN>
</TABLE>
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<TABLE>
<CAPTION>
Other Financial Data Fourth Quarter Year
(Millions of dollars) --------------------- ---------------------
1999 1998 1999 1998
------- ------- ------- -------
<S> <C> <C> <C> <C>
Revenues $10,562 $ 7,809 $35,698 $31,707
Total assets as of December 31 (c) $29,000 $28,570
Stockholders' equity as of December 31 (c) $12,040 $11,833
Total debt as of December 31 (c) $ 7,650 $ 7,291
Capital and exploratory expenditures
Exploration and production
United States $ 276 $ 329 $ 900 $ 1,470
International 958 373 1,823 1,185
------- ------- ------- -------
Total 1,234 702 2,723 2,655
Refining, marketing and distribution
United States 136 133 379 431
International 193 362 487 717
------- ------- ------- -------
Total 329 495 866 1,148
Global gas and power 150 44 279 185
------- ------- ------- -------
Total operating segments 1,713 1,241 3,868 3,989
Other business units 3 10 25 31
------- ------- ------- -------
Total $ 1,716 $ 1,251 $ 3,893 $ 4,019
======= ======= ======= =======
Exploratory expenses (d)
United States $ 130 $ 62 $ 234 $ 257
International 89 75 267 204
------- ------- ------- -------
Total $ 219 $ 137 $ 501 $ 461
======= ======= ======= =======
Dividends paid to common stockholders $ 245 $ 236 $ 964 $ 952
Dividends per common share (dollars) $ .45 $ .45 $ 1.80 $ 1.80
Dividend requirements for preferred stockholders $ 3 $ 14 $ 29 $ 54
<FN>
(c) Preliminary
(d) Includes prior years' exploratory expenditures expensed in the current year
</FN>
</TABLE>
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<TABLE>
<CAPTION>
Operating Data Fourth Quarter Year
--------------------- ---------------------
1999 1998 1999 1998
------- ------- ------- -------
<S> <C> <C> <C> <C>
Exploration and production
United States
Net production of crude oil and
natural gas liquids (MBPD) 381 401 395 433
Net production of natural gas available
for sale (MMCFPD) 1,468 1,637 1,462 1,679
------ ------ ------- -------
Total net production (MBOEPD) 626 674 639 713
Natural gas sales (MMCFPD) 3,635 3,719 3,373 3,873
Average U.S. crude (per bbl.) $20.50 $ 9.74 $14.70 $10.60
Average U.S. natural gas (per mcf) $ 2.43 $ 1.91 $ 2.18 $ 2.00
Average WTI (Spot) (per bbl.) $24.55 $12.88 $19.31 $14.39
Average Kern (Spot) (per bbl.) $18.98 $ 8.22 $13.35 $ 8.38
International
Net production of crude oil and
natural gas liquids (MBPD)
Europe 161 163 147 158
Indonesia 138 186 152 166
Partitioned Neutral Zone 132 113 124 108
Other 72 63 67 65
------ ------ ------ ------
Total 503 525 490 497
Net production of natural gas available
for sale (MMCFPD)
Europe 269 304 263 267
Colombia 183 163 165 180
Other 126 85 109 101
------ ------ ------ ------
Total 578 552 537 548
------ ------ ------ ------
Total net production (MBOEPD) 599 617 579 588
Natural gas sales (MMCFPD) 616 579 567 664
Average International crude (per bbl.) $20.57 $10.22 $15.23 $11.20
Average International natural gas (per mcf) $ 1.30 $ 1.79 $ 1.34 $ 1.63
Average U.K. natural gas (per mcf) $ 2.29 $ 2.54 $ 2.35 $ 2.54
Average Colombia natural gas (per mcf) $ .74 $ .72 $ .67 $ .84
Total worldwide net production (MBOEPD) 1,225 1,291 1,218 1,301
</TABLE>
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<TABLE>
<CAPTION>
Operating Data Fourth Quarter Year
--------------------- ---------------------
1999 1998 1999 1998
------- ------- ------- -------
<S> <C> <C> <C> <C>
Refining, marketing and distribution
United States
Refinery input (MBPD)
Equilon area 367 385 374 387
Motiva area 267 298 297 311
----- ----- ----- -----
Total 634 683 671 698
Refined product sales (MBPD)
Equilon area 754 599 712 585
Motiva area 383 412 377 377
Other 263 279 288 241
----- ----- ----- -----
Total 1,400 1,290 1,377 1,203
International
Refinery input (MBPD)
Europe 346 332 353 350
Caltex area 355 418 397 417
Latin America/West Africa 69 67 70 65
----- ----- ----- -----
Total 770 817 820 832
Refined product sales (MBPD)
Europe 622 586 606 571
Caltex area 688 629 669 593
Latin America/West Africa 515 488 493 462
Other 32 77 76 59
----- ----- ----- -----
Total 1,857 1,780 1,844 1,685
</TABLE>
