SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 10-Q
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended August 31, 1994
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: 1-7864
TRITON ENERGY CORPORATION
(Exact name of registrant as specified in its charter)
Texas 75-1151855
(State or other jurisdiction of incorporation (I.R.S. Employer
or organization) Identification No.)
6688 N. Central Expressway, Suite 1400, Dallas, Texas 75206
(Address of principal executive offices and zip code)
Registrant's telephone number, including area code: (214)691-5200
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
Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date.
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Title of Each Class of Common Stock Number of Shares
Outstanding at September 30, 1994
Common Stock, par value $1.00 per share 35,502,755
</TABLE>
<PAGE>
TRITON ENERGY CORPORATION AND SUBSIDIARIES
INDEX
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PART I. Financial Information Page No.
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Item 1. Financial Statements
Consolidated Condensed Statements of Operations -
Three months ended August 31, 1994 and 1993 2
Consolidated Condensed Balance Sheets -
August 31, 1994 and May 31, 1994 3
Consolidated Condensed Statements of Cash Flows -
Three months ended August 31, 1994 and 1993 4
Consolidated Condensed Statement of Shareholders' Equity -
Three months ended August 31, 1994 5
Notes to Consolidated Condensed Financial Statements 6
Review of Independent Accountants 9
Review Report of Independent Accountants 10
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations 11
PART II. Other Information
Item 6. Exhibits and Reports on Form 8-K 16
</TABLE>
<PAGE>
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
TRITON ENERGY CORPORATION AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
Three months ended August 31, 1994 and 1993
(Thousands, except per share amounts)
(Unaudited)
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1994 1993
Revenues:
Sales and other operating revenues $ 12,614 $22,565
Gain on sale of Triton Canada common stock --- 47,865
Other income 2,250 5,542
14,864 75,972
Costs and expenses:
Operating including nil and $2,075 to affiliate 7,952 13,274
General and administrative 7,010 7,060
Depreciation, depletion and amortization 3,338 8,238
Writedown of assets 984 12,262
Interest 2,922 2,918
Equity in earnings of affiliates, net (648) (362)
Foreign exchange gain (12) (1,166)
21,546 42,224
Earnings (loss) before income taxes and minority interest (6,682) 33,748
Income tax expense 1,491 1,954
(8,173) 31,794
Minority interest in loss of subsidiaries --- 3,284
Net earnings (loss) $ (8,173) $35,078
Weighted average number of common shares outstanding 34,924 34,651
Net earnings (loss) per common share $ (0.23) $ 1.01
</TABLE>
See accompanying notes to consolidated condensed financial statements
<PAGE>
TRITON ENERGY CORPORATION AND SUBSIDIARIES
CONSOLIDATED CONDENSED BALANCE SHEETS
(Thousands of dollars)
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August 31,
ASSETS 1994 May 31,
(Unaudited) 1994
Current assets:
Cash and equivalents $ 30,212 $ 69,005
Short-term marketable securities 48,140 63,431
Receivables, principally trade 14,321 14,579
Inventories 2,908 3,396
Net assets of discontinued operations 3,087 4,566
Prepaid expenses and other 4,991 699
Total current assets 103,659 155,676
Long-term marketable securities 28,858 28,831
Property and equipment, at cost, less accumulated depreciation and
depletion of $489,449 and $488,624, respectively 351,435 308,498
Investments and other assets 130,636 123,096
$ 614,588 $ 616,101
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Current installments of long-term debt $ 257 $ 312
Short-term borrowings 7,669 1,640
Accounts payable and accrued liabilities 24,094 30,251
Liabilities of discontinued operations 4,299 6,700
Total current liabilities 36,319 38,903
Long-term debt, excluding current installments 302,528 294,441
Deferred income taxes 11,462 10,037
Deferred income and other 8,012 9,298
Convertible debentures due to employees --- ---
Shareholders' equity:
Preferred stock, no par value 17,978 17,978
Common stock, par value $1 35,534 35,519
Additional paid-in capital 505,370 505,122
Accumulated deficit (294,479) (286,306)
Foreign currency translation adjustment (6,617) (7,163)
Other (942) (1,046)
256,844 264,104
Less cost of common stock in treasury 577 682
Total shareholders' equity 256,267 263,422
Commitments and contingencies (Note 5)
$ 614,588 $ 616,101
</TABLE>
Oil and gas properties are accounted for using the full cost method
See accompanying notes to consolidated condensed financial statements
<PAGE>
TRITON ENERGY CORPORATION AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
Three months ended August 31, 1994 and 1993
(Thousands of dollars)
(Unaudited)
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1994 1993
Cash flows from operating activities:
Net earnings (loss) $ (8,173) $ 35,078
Adjustments to reconcile net earnings (loss) to net cash
used by operating activities:
Depreciation, depletion and amortization 3,338 8,238
Amortization of debt discount 2,922 2,918
Gain on sale of Triton Canada common stock --- (47,865)
Equity in earnings of affiliates (648) (289)
Writedown of assets 984 12,262
Foreign exchange gain (12) (1,166)
Deferred income taxes, minority interest and other 2,334 (11,483)
Changes in working capital pertaining to operating activities (727) (1,358)
Net cash provided (used) by operating activities 18 (3,665)
Cash flows from investing activities:
Capital expenditures and investments (42,069) (20,411)
Proceeds from sale of domestic properties --- 15,391
Purchases of short-term investments (5,879) (4,967)
Proceeds from short-term investments 11,300 14,859
Other, principally pledged securities in 1994 (8,335) 1,052
Net cash provided (used) by investing activities (44,983) 5,924
Cash flows from financing activities:
Proceeds from short-term borrowings with maturities
greater than three months 7,989 ---
Short-term borrowings, net (1,960) (820)
Proceeds from long-term debt --- 1,448
Payments on long-term debt (132) (1,254)
Other 243 (2,021)
Net cash provided (used) by financing activities 6,140 (2,647)
Effect of exchange rate changes on cash and equivalents 32 110
Net decrease in cash and equivalents (38,793) (278)
Cash and equivalents at beginning of period 69,005 52,939
Cash and equivalents at end of period $ 30,212 $ 52,661
</TABLE>
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Cash paid during the periods for:
Interest (net of amount capitalized) $--- $---
Income taxes --- 72
</TABLE>
TRITON ENERGY CORPORATION AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENT OF SHAREHOLDERS' EQUITY
Three months ended August 31, 1994
(Thousands of dollars)
(Unaudited)
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Additional Total
Preferred Common paid-in Accumulated Treasury shareholders'
stock stock capital deficit Other stock equity
Balances at May 31, 1994 $ 17,978 $35,519 $ 505,122 $ (286,306) $ (8,209) $ (682) $ 263,422
Net loss --- --- --- (8,173) --- --- (8,173)
Foreign currency translation
adjustment --- --- --- --- 546 --- 546
Exercise of employee stock
options --- 15 110 --- --- --- 125
Other --- --- 138 --- 104 105 347
Balances at
August 31, 1994 $ 17,978 $35,534 $ 505,370 $ (294,479) $ (7,559) $ (577) $ 256,267
</TABLE>
See accompanying notes to consolidated condensed financial statements
<PAGE>
TRITON ENERGY CORPORATION
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(Unaudited)
1. General
In the opinion of management, the accompanying unaudited consolidated
condensed financial statements of Triton Energy Corporation and subsidiaries
(collectively, the "Company") contain all adjustments of a normal recurring
nature necessary to present fairly the Company's financial position as of
August 31, 1994, and the results of its operations for the three months ended
August 31, 1994 and 1993, its cash flows for the three months ended August 31,
1994 and 1993, and shareholders' equity for the three months ended August 31,
1994. The results of operations for the three months ended August 31, 1994
and 1993, are not necessarily indicative of the final results to be expected
for the full year.
The consolidated condensed financial statements should be read in conjunction
with the Notes to Consolidated Financial Statements, which are included as
part of the Company's Annual Report on Form 10-K for the year ended May 31,
1994.
2. Investments in Marketable Securities
Effective May 31, 1994, the Company adopted Statement of Financial Accounting
Standards ("SFAS") No. 115, "Accounting for Certain Investments in Debt and
Equity Securities", which requires that all investments in debt securities and
certain investments in equity securities be reported at fair value except for
those investments which management has the positive intent and the ability to
hold to maturity. Investments available-for-sale are classified based on the
stated maturity of the securities and changes in fair value are reported as a
separate component of shareholders' equity. Trading investments are
classified as current regardless of the stated maturity of the underlying
securities and changes in fair value are reported in other income.
Investments that will be held-to-maturity are classified based on the stated
maturity of the securities. The cumulative effect of adopting this standard
of $955,000 as of May 31, 1994 was recorded as a valuation reserve in
shareholders' equity. The valuation reserve in shareholders' equity was
$851,000 at August 31, 1994. Prior to the adoption of SFAS No. 115, the
Company accounted for its investments in debt securities at amortized cost and
classified such investments according to the stated maturity of the underlying
securities.
3. Divestitures
As a result of selling its 76% interest in the common stock of Triton Canada
Resources Ltd. ("Triton Canada"), the Company recorded a pretax gain of
$47,865,000 during the first quarter of fiscal 1994. Net proceeds of
$59,029,000 were received in the second quarter of fiscal 1994.
In August 1993, the Company sold a substantial portion of its United States
working interest properties for net proceeds of $15,391,000, resulting in a
pretax gain of $4,186,000. The properties that were sold accounted for
approximately 51% of discounted future net revenues associated with United
States proved reserves at May 31, 1993.
<PAGE>
TRITON ENERGY CORPORATION
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(Unaudited)
4. Writedown of Assets
During the three months ended August 31, 1994 and 1993, the carrying amounts
of the Company's evaluated oil and gas properties in the United States and
France were written down by $984,000 and $12,262,000, respectively,
principally as a result of lower oil and gas prices used in the calculation of
the ceiling limitation prescribed by the Securities and Exchange Commission
(the "Commission").
5. Commitments and Contingencies
Commitments
Tests of the first eight wells in the Company's Cusiana and Cupiagua fields in
Colombia indicate significant oil discoveries on which the Company expects to
incur significant capital expenditures in the seven months ended December 31,
1994 for exploratory and development drilling, pipeline and production
facilities and related activities. The Company's capital budget for the seven
months ending December 31, 1994 is approximately $110,000,000, excluding
capitalized interest, of which approximately $85,000,000 relates to Colombia.
The Company believes that current working capital plus anticipated cash flows
will be sufficient to finance necessary expenditures into at least mid-1995.
During the normal course of business, the Company is subject to the terms of
various operating agreements and capital commitments associated with the
exploration and development of its oil and gas properties. Many of these
commitments are discretionary on the part of the Company. It is management's
belief that such commitments, including the capital requirements in Colombia,
discussed above, will be met without any material adverse effect on the
Company's consolidated financial condition.
Guarantees
The Company has guaranteed $8,555,000 of loans related to its ownership in a
Colombian pipeline and $5,092,000 and $2,114,000 for future exploration in
Argentina and Italy, respectively. The Company has also guaranteed up to
$1,300,000 in indebtedness that may be incurred by the chief executive officer
of the Company to finance the construction of his primary residence.
Regulatory Matters
The Company continues to cooperate with inquiries by the Commission and the
Department of Justice (the "Department") regarding possible violations of the
Foreign Corrupt Practices Act in connection with the Company's operations in
Indonesia. Based upon the information available to the Company to date, the
Company believes that it will be able to resolve any issues that either the
Commission or the Department ultimately might raise concerning these matters
in a manner that would not have a material adverse effect on the Company's
consolidated financial condition.
<PAGE>
TRITON ENERGY CORPORATION
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(Unaudited)
Other Litigation
The Company is subject to ordinary litigation that is incidental to its
business, none of which is expected to have a material adverse effect on the
Company's consolidated financial condition.
6. Subsequent Events
On September 2, 1994, the Company filed a shelf registration statement with
the Commission to register $127,000,000 face amount of securities consisting
of Debt Securities, Preferred Stock, Common Stock and Warrants, which may
include any combination thereof.
On October 7, 1994, Crusader Limited, a 49.9% owned subsidiary of the Company,
sold a significant portion of its oil and gas properties in the United States
for approximately $2 million and recorded a loss thereon. The Company's
equity share of the net loss was approximately $.7 million.
<PAGE>
REVIEW OF INDEPENDENT ACCOUNTANTS
Price Waterhouse LLP, independent accountants, have reviewed the consolidated
condensed balance sheet as of August 31, 1994, and the related consolidated
condensed statements of operations for the three months ended August 31, 1994
and 1993, the consolidated condensed statements of cash flows for the three
months ended August 31, 1994 and 1993, and the consolidated condensed
statement of shareholders' equity for the three months ended August 31, 1994,
included in this report. Such review was made in accordance with standards
established by the American Institute of Certified Public Accountants. See
accompanying independent accountant's review report.
<PAGE>
REPORT OF INDEPENDENT ACCOUNTANTS
To The Board of Directors and Shareholders of
Triton Energy Corporation
We have reviewed the accompanying consolidated condensed balance sheet of
Triton Energy Corporation and subsidiaries as of August 31, 1994, the related
consolidated condensed statements of operations for the three months ended
August 31, 1994 and 1993, the consolidated condensed statements of cash flows
for the three months ended August 31, 1994 and 1993 and the consolidated
condensed statement of shareholders' equity for the three months ended August
31, 1994. This financial information is the responsibility of the Company's
management.
We conducted our review in accordance with standards established by the
American Institute of Certified Public Accountants. A review of interim
financial information consists principally of applying analytical procedures
to financial data and making inquiries of persons responsible for financial
and accounting matters. It is substantially less in scope than an audit
conducted in accordance with generally accepted auditing standards, the
objective of which is the expression of an opinion regarding the financial
statements taken as a whole. Accordingly, we do not express such an opinion.
Based on our review, we are not aware of any material modifications that
should be made to the accompanying interim financial information for it to be
in conformity with generally accepted accounting principles.
We previously audited, in accordance with generally accepted auditing
standards, the consolidated balance sheet as of May 31, 1994, and the related
consolidated statements of operations, of shareholders' equity and of cash
flows for the year then ended (not presented herein), and in our report dated
July 19, 1994, we expressed an unqualified opinion on those consolidated
financial statements. Our report included a paragraph explaining that the
Company changed its method of accounting for investments in marketable
securities at May 31, 1994 and its accounting for income taxes in 1993. In
our opinion, the information set forth in the accompanying consolidated
condensed balance sheet as of May 31, 1994, is fairly stated in all material
respects in relation to the consolidated balance sheet from which it has been
derived.
PRICE WATERHOUSE LLP
Dallas, Texas
October 3, 1994
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
General
Beginning in fiscal 1993, the Company initiated several strategic changes
with respect to its exploration and development programs and non-oil and gas
businesses. As a result, the Company is focusing its resources on what it
regards as high potential exploration and development opportunities such as
those in Colombia, Malaysia-Thailand and other areas. Producing properties,
publicly owned subsidiaries and affiliates and non-oil and gas assets have
been re-evaluated, and in some cases sold or restructured, in order to sharpen
this focus.
Liquidity and Capital Resources
Net working capital was $67.3 million and $116.8 million at August 31,
1994 and May 31, 1994, respectively, while the Company's debt as a percentage
of total capital was 55% at August 31, 1994 and 53% at May 31, 1994. Cash,
cash equivalents and marketable securities totaled $107.2 million and $161.3
million at August 31, 1994 and May 31, 1994, respectively.
The Company incurred capital expenditures and other capital investments
of $42.1 million, and $20.4 million during the three months ended August 31,
1994 and 1993, respectively, primarily resulting from exploration and
development of the Cusiana and Cupiagua Fields in Colombia. Capital
expenditures incurred during the three months ended August 31, 1994 were
funded by cash and equivalents and proceeds from both short-term investments
($11.3 million) and short-term debt ($8 million). The principal source of
funds for the three months ended August 31, 1993 used to support operations,
capital expenditures and financing activities, were the sale of United States
properties ($15.4 million) and proceeds from short-term investments ($14.9
million).
Capital Requirements and Funding Alternatives
Continued funding for development of the oil fields in Colombia,
including drilling and production facilities, as well as commitments for
seismic, drilling and other exploration expenditures under various license,
production sharing and other agreements, will require significant capital. The
Company believes that, as of August 31, 1994, cash and marketable securities
will be sufficient to fund currently anticipated capital expenditures into
1995. In addition, the Company has received a commitment from the
Export-Import Bank of the United States (Eximbank) for a guarantee of up to
$35 million of borrowings to purchase United States-sourced capital equipment
under credit facilities to be negotiated. The Company's capital budget for
the seven months ending December 31, 1994 (the Company's new fiscal year end)
is approximately $110 million, excluding capitalized interest, of which
approximately $85 million relates to Colombia.
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
Total capital requirements for full field development of the Cusiana and
Cupiagua Fields in Colombia have not been finally determined, although they
are expected to continue at substantial levels into 1997. A substantial
portion of the Company's capital expenditures in Colombia have been, and for
the foreseeable future are expected to be, for exploration and development
activities relating to the Cusiana and Cupiagua Fields pursuant to contracts
under which the Company is not the operator. For this reason, and because the
geological characteristics of the fields are relatively complex and
unpredictable, the Company's capital requirements, while substantial, are
relatively difficult to predict.
In addition to drilling expenditures, significant capital will be
necessary to finance the construction of needed additional Colombian
transportation facilities. The level of these expenditures is, in turn,
likely to be affected by many factors, including the partners' assessment of
the fields' production potential and the participation of third party
investors.
Negotiations are continuing among the Company and the other Cusiana Field
working interest owners and TransCanada PipeLine Colombia Limited and IPL
Energy (Colombia) Ltd. regarding more specific terms and definitive agreements
contemplated by a previously executed memorandum of understanding relating to
the formation of a jointly owned pipeline company. The pipeline company would
construct, own and operate facilities to transport increased production from
the field. Binding agreements among the parties have not yet been reached nor
have commitments for financing been obtained.
The remaining additional indebtedness that may be incurred under debt
limitation covenants relating to the Company's senior subordinated notes is
expected to be substantially utilized by borrowings incurred in connection
with the Eximbank guaranteed borrowings described above and similar export
credit agency borrowings under facilities to be negotiated. The Company
expects to meet the balance of its direct capital needs in 1995 and later
years with cash on hand, marketable securities, increasing cash flow from
Colombian operations, proceeds from asset sales, and possibly the issuance of
equity securities.
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
Results of Operations
The Company reported a net loss of $8.2 million for the three months
ended August 31, 1994 compared to net income of $35.1 million in the
comparable 1993 period. The decrease in 1994 resulted principally from gains
realized in 1993 on the sale of Triton Canada common stock and other assets,
offset somewhat by lower writedowns in 1994.
Revenues
Sales and other operating revenues were $12.6 million in 1994 and $22.6
million in 1993. Oil and gas revenues decreased by $7.4 million, aviation
sales $1.2 million and gas gathering and pipeline sales $1.3 million
principally from the sale of Triton Canada and non-core assets. Total
revenues in 1993 included a $47.9 million gain on the sale of the Company's
investment in Triton Canada. Other income decreased during 1994 due to a $4.2
million gain realized in 1993 on the sale of United States oil and gas
properties offset by an increase in interest income of $1.1 million during
1994 resulting from the investment of proceeds of the 9 3/4% Senior
Subordinated Discount Notes (9 3/4% Notes) issued in December 1993.
Costs and Expenses
Operating expenses of $8 million for 1994 decreased $5.3 million from
1993, due to the oil and gas segment ($3.1 million), aviation segment ($1
million) and gas gathering and pipeline segment ($1.2 million), caused
primarily by the sale of operations.
General and administrative expenses remained constant as decreases in the
oil and gas segment of $1.3 million were partially offset by the effect of
increases in personnel costs at the corporate office.
Depreciation, depletion and amortization decreased $4.9 million in 1994
from 1993 due to lower depletion of $4.7 million resulting from various
divestitures and writedowns in the oil and gas segment.
Writedown of assets resulting from application of the SEC full cost
ceiling limitation were $1 million, in 1994, relating to United States
properties, caused primarily by lower gas prices, and $12.3 million, in 1993,
related to French properties, caused by lower oil prices.
Interest expense before capitalization increased $3.5 million due to the
amortization of debt discount associated with the 9 3/4% Notes issued in
December 1993. This increase was offset by higher capitalization of $3.5
million.
Foreign exchange gains decreased $1.2 million principally from the
absence of the deferred income tax liability in France in 1994. The deferred
income taxes were reversed as a result of the fiscal 1994 ceiling test
writedowns.
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
Income Taxes
The income tax expense reported for 1994 represents deferred taxes
related to capitalized costs in Colombia and Argentina which are not
deductible in the local jurisdiction. The expense for 1993 consisted of $5.9
million of Canadian taxes due following the sale of the Company's investment
in Triton Canada partially offset by a tax benefit of $4.1 million resulting
from the ceiling test writedown of oil and gas properties in France.
Minority Interest in Losses of Subsidiaries
The change in minority interest resulted principally from the purchase of
the minority interest in Triton Europe in March 1994.
Segment Review
The following table and related discussion summarize the contributions to
operating loss by the Company's industry segments for the three months ended
August 31, 1994 and 1993. Operating loss represents sales and other
operating revenues, less total costs and expenses (including writedowns of
operating assets) and excludes, among other items, interest and other
income/expense and general corporate expenses.
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Three Months Ended
August 31,
1994 1993
(In thousands of dollars,
except where indicated)
Oil and gas exploration and production activities
excluding equity affiliates:
Sales and other operating revenues $ 9,628 $ 16,987
Operating loss (1,240) (14,402)
Writedowns 984 12,262
Oil production (Mbbls) 559 675
Gas production (Mmcf) 251 4,111
Weighted average price per bbl 16.36 16.73
Weighted average price per Mcf 1.53 1.29
Aviation sales and services:
Sales and other operating revenues 2,856 4,091
Operating loss (193) (646)
</TABLE>
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
Oil and gas activities
Oil and gas sales decreased $7.4 million for the three months ended
August 31, 1994 compared to the same period in 1993 primarily due to the sale
of the Company's investment in Triton Canada ($6 million), sale of the United
States working interests ($1.4 million) and lower revenue in France ($1.3
million) resulting principally from a drop in production. The lower
production reflects a continuing natural decline in the Villeperdue field.
The above decreases were offset by an increase of 132,000 barrels ($2 million
effect) in production from Colombia.
Oil and gas production costs were $5.4 million in 1994 compared to $8.4
million in 1993. The decrease was principally due to the sale of Triton
Canada and United States properties ($3.2 million effect). Average production
costs per equivalent barrel of oil and gas production were $8.95 in 1994 and
$6.20 in 1993. The increase per barrel in 1994 was principally due to
increased workovers in France performed in order to lessen the decline in the
Villeperdue field.
General and administrative expenses in this segment have decreased from
$3.4 million in 1993 to $2.1 million in 1994. Lower expenses in 1994 were
principally due to restructuring operations in Europe ($.9 million) and the
sale of Triton Canada ($.5 million).
The decrease in depreciation, depletion and amortization of $4.9 million
resulted from the sale of Triton Canada ($2.6 million), sale of the United
States working interests ($.6 million) and prior year writedowns and decreased
production in France ($1.7 million).
Aviation Sales and Services
Sales in the aviation segment decreased $1.2 million principally from the
divestiture of three fixed based operations ($1.6 million) offset by increased
revenue from maintenance services ($.4 million). Operating and general and
administrative expenses have also decreased $1 million and $.4 million,
respectively, due to the divestitures and cost cutting activities.
<PAGE>
PART II. OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits: The following exhibits are filed as part of this Quarterly
Report on Form 10-Q:
1. Exhibits required to be filed by Item 601 of Regulation S-K. (Where the
amount of securities authorized to be issued under or the amount of any of
Triton Energy Corporation's and any of its subsidiaries' or its affiliate
Crusader's, long-term debt agreements does not exceed 10% of the Company's
assets, pursuant to paragraph (b) (4) of Item 601 of Regulation S-K, in lieu
of filing such an exhibit, the Company hereby agrees to furnish to the
Commission upon request a copy of any agreement with respect to such long-term
debt.)
4.1 Specimen Stock Certificate of Common Stock, $1.00 par value, of
the Company. (3)
4.4 Rights Agreement dated as of June 26, 1990, between Triton and
NationsBank of Texas, N.A. (f/k/a NCNB Texas National Bank), as
Rights Agent. (3)
4.5 Statement of Cancellation of Redeemable Shares, dated October 1, 1991.
(7)
4.6 Form of Debt Securities. (12)
4.7 Proposed Form of Senior Indenture. (12)
4.8 Proposed Form of Senior Subordinated Indenture. (12)
4.9 Senior Subordinated Indenture by and between the Company and United
States Trust Company of New York, dated as of December 15, 1993.
(11)
4.10 First Supplemental Indenture by and between the Company and United
States Trust Company of New York, dated as of December 15, 1993.
(11)
4.11 Statement of Resolution Establishing and Designating a Series of
Shares of the Company, 5 % Convertible Preferred Stock, no par
value, dated as of March 30, 1994. (13)
10.1 Triton Energy Corporation Amended and Restated Retirement Income
Plan. (11)
10.2 Triton Energy Corporation Amended and Restated Supplemental Executive
Retirement Income Plan. (11)
10.3 1981 Employee Non-Qualified Stock Option Plan of Triton Energy
Corporation. (2)
10.4 Amendment No. 1 to the 1981 Employee Non-Qualified Stock Option Plan
of Triton Energy Corporation. (6)
10.5 Amendment No. 2 to the 1981 Employee Non-Qualified Stock Option Plan
of Triton Energy Corporation. (2)
<PAGE>
PART II. OTHER INFORMATION
10.6 Amendment No. 3 to the 1981 Employee Non-Qualified Stock Option Plan
of Triton Energy Corporation. (11)
10.7 1985 Stock Option Plan of Triton Energy Corporation. (3)
10.8 Amendment No. 1 to the 1985 Stock Option Plan of Triton Energy
Corporation. (2)
10.9 Amendment No. 2 to the 1985 Stock Option Plan of Triton Energy
Corporation. (11)
10.10 Triton Energy Corporation Amended and Restated 1986 Convertible
Debenture Plan. (11)
10.11 1988 Stock Appreciation Rights Plan of Triton Energy Corporation.
(5)
10.12 Triton Energy Corporation 1989 Stock Option Plan. (8)
10.13 Amendment No. 1 to the Triton Energy Corporation 1989 Stock Option
Plan. (2)
10.14 Amendment No. 2 to the Triton Energy Corporation 1989 Stock Option
Plan. (11)
10.15 Triton Energy Amended and Restated 1992 Stock Option Plan . (11)
10.16 Form of Amended and Restated Employment Agreement by and among
Triton Energy Corporation and certain officers of Triton Energy
Corporation. (11)
10.17 Triton Energy Amended and Restated Restricted Stock Plan. (11)
10.18 Deed of Trust Note dated April 11, 1988, executed by Triton Aviation
Services, Inc. and API Terminal, Inc. and related documents,
including Guaranty of Triton Energy Corporation. (5)
10.19 Triton Energy Corporation Executive Life Insurance Plan. (4)
10.20 Triton Energy Corporation Long Term Disability Income Plan. (4)
10.21 Triton Energy Corporation Amended and Restated Retirement Plan for
Directors. (3)
10.22 Indenture dated as of November 13, 1992 between Triton and Chemical
Bank, with respect to the issuance of Senior Subordinated Discount
Notes due 1997. (9)
10.23 Supplemental Indenture dated as of July 1, 1993 between Triton
Energy Corporation and Chemical Bank. (5)
10.24 Supplemental Indenture dated as of August 16, 1993 between Triton
Energy Corporation and Chemical Bank. (5)
<PAGE>
PART II. OTHER INFORMATION
10.25 Underwriting Agreement dated June 18, 1993 among Triton Canada
Resources Ltd., Triton Energy Corporation and the underwriters named
therein. (10)
10.26 Purchase and Sale Agreement among Triton Oil and Gas Corp., Triton
Energy Corporation and Torch Energy Advisors Incorporated dated
effective as of January 1, 1993. (5)
10.27 Agreement for Purchase and Sale of Assets Among Triton Fuel Group,
Inc. and AVFUEL Corporation dated August 25, 1993. (5)
10.28 Contract for Exploration and Exploitation for Santiago de Atalayas I
with an effective date of July 1, 1982, between Triton Colombia,
Inc., and Empresa Colombiana De Petroleos. (5)
10.29 Contract for Exploration and Exploitation for Tauramena with an
effective date of July 4, 1988, between Triton Colombia, Inc., and
Empresa Colombiana De Petroleos. (5)
10.30 Summary of Assignment legalized by Public Instrument No. 1255 dated
September 15, 1987 (Assignment is in Spanish language). (5)
10.31 Summary of Assignment legalized by Public Instrument No. 1602 dated
June 11, 1990 (Assignment is in Spanish language). (5)
10.32 Summary of Assignment legalized by Public Instrument No. 2586 dated
September 9, 1992 (Assignment is in Spanish language). (5)
10.33 Guaranty between the company and Comerica Bank Texas. (11)
10.34 Triton Energy Corporation 401(K) Savings Plan. (11)
10.36 Contract between Malaysia-Thailand and Joint Authority and Petronas
Carigali SDN.BHD. and Triton Oil Company of Thailand relating to
Exploration and Production of Petroleum for Malaysia-Thailand Joint
Development Area Block A-18. (14)
15.1 Letter of Price Waterhouse LLP, acknowledging awareness of the use of
their report dated April 4, 1994, relating to the review of interim
financial information. (1)
99.1 Rio Chitamena Association Contract. (15)
99.2 Rio Chitamena Purchase and Sale Agreement. (15)
99.3 Integral Plan - Cusiana Oil Structure. (15)
99.4 Letter Agreements with co-investor in Colombia. (15)
99.5 Colombia Pipeline Memorandum of Understanding. (15)
<PAGE>
PART II. OTHER INFORMATION
____________________
(1) Filed herewith.
(2) Previously filed as an exhibit to the Company's Annual Report on Form
10-K for the fiscal year ended May 31, 1992 and incorporated herein by
reference.
(3) Previously filed as an exhibit to the Company's Annual Report on Form
10-K for the fiscal year ended May 31, 1990 and incorporated herein by
reference.
(4) Previously filed as an exhibit to the Company's Annual Report on Form
10-K for the fiscal year ended May 31, 1991 and incorporated herein by
reference.
(5) Previously filed as an exhibit to the Company's Annual Report on Form
10-K for the fiscal year ended May 31, 1993 and incorporated by
reference herein.
(6) Previously filed as an exhibit to the Company's Annual Report on Form
10-K for the fiscal year ended May 31, 1989 and incorporated by
reference herein.
(7) Previously filed as an exhibit to the Company's Registration Statement
on Form S-3 (No. 33-42430) and incorporated herein by reference.
(8) Previously filed as an exhibit to the Company's Quarterly Report on
Form 10-Q for the quarter ended November 30, 1988 and incorporated
herein by reference.
(9) Previously filed as an exhibit to the Company's Quarterly Report on
Form 10-Q for the quarter ended November 30, 1992 and incorporated
herein by reference.
(10) Previously filed as an exhibit to the Company's Current Report on
Form 8-K dated as of July 14, 1993 and incorporated herein by reference.
(11) Previously filed as an exhibit to the Company's Quarterly Report on
Form 10-Q for the quarter ended November 30, 1993 and incorporated by
reference herein.
(12) Previously filed as an exhibit to the Company's Registration
Statement on Form S-3 (No. 33-69230) and incorporated herein by
reference.
(13) Previously filed as an exhibit to the Company's Quarterly Report on
Form 10-Q for the quarter ended February 28, 1994 and incorporated by
reference herein.
(14) Previously filed as an exhibit to the Company's current report on
Form 8-K dated April 21, 1994 and incorporated by reference herein.
(15) Previously filed as an exhibit to the Company's current report on
Form 8-K/A dated July 15, 1994 and incorporated by reference herein.
<PAGE>
OTHER INFORMATION
(b) Reports on Form 8-K
On August 2, 1994, the Company filed Form 8-K dated July 15, 1994 with
respect to Item 5 of said form, relating to various Colombian contracts and of
financing from the Export-Import Bank of the United States. On August 5,
1994, the Company refiled in its entirety the August 2, 1994 Form 8-K as a
Form 8-K/A dated July 15, 1994.
<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.
TRITON ENERGY CORPORATION
/s/Peter Rugg
Peter Rugg
Senior Vice President and Chief Financial Officer
Date: October 14, 1994
Exhibit 15.1
October 3, 1994
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Dear Sirs:
We are aware that Triton Energy Corporation has included our report dated
October 3, 1994 (issued pursuant to the provisions of Statement of Auditing
Standards No. 71) in Form S-8 (Nos. 2-80978, 33-4042, 33-27203, 33-29498,
33-46968 and 33-51691) and in the Registration Statements on Form S-3 (Nos.
33-11920, 33-15793, 33-17614, 33-21984, 33-23058, 33-25634, 33-31319,
33-45847, 33-69230 and 33-46292). We are also aware of our responsibilities
under the Securities Act of 1933.
Yours very truly,
PRICE WATERHOUSE LLP
Dallas, Texas
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