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8-K - FORM 8-K - C&J Energy Services, Inc.d431390d8k.htm
EX-10.3 - SEPARATION AND RELEASE AGREEMENT - C&J Energy Services, Inc.d431390dex103.htm
EX-10.1 - EXECUTIVE EMPLOYMENT AGREEMENT - C&J Energy Services, Inc.d431390dex101.htm
EX-10.2 - FIRST AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENT - C&J Energy Services, Inc.d431390dex102.htm

Exhibit 99.1

 

  LOGO       NEWS RELEASE   
       

 

Investor Contacts

  
        Lisa Elliott, DRG&L   
        lelliott@drg-l.com   
        (713) 529-6600   
       

 

C&J Energy Services, Inc.

  
        John Fitzpatrick   
        investors@cjenergy.com   
        (713) 260-9986   

C&J Energy Services Announces Third Quarter 2012 Results

Diluted EPS of $0.91 on Revenues of $308 Million

HOUSTON, TEXAS, October 31, 2012 – C&J Energy Services, Inc. (NYSE: CJES) today reported net income of $49.3 million, or $0.91 per diluted share, for the third quarter of 2012, compared to net income of $46.3 million, or $0.89 per diluted share, in the third quarter of 2011. Net income for the second quarter of 2012 was $53.3 million, or $0.99 per diluted share.

Total revenue for the third quarter of 2012 was $307.8 million, an increase of 34% compared to $229.0 million for the third quarter of 2011 and up 11% compared to $278.4 million for the second quarter of 2012. The increase in revenue from the prior year quarter was attributable to our newly acquired wireline business, Casedhole Solutions, as well as the addition of hydraulic fracturing and coiled tubing equipment. The increase in revenue from the second quarter of 2012 was primarily the result of a full quarter impact from Casedhole and an uptick in revenue from our coiled tubing operations, partially offset by a decline in revenue from hydraulic fracturing services.

Adjusted EBITDA (defined as total earnings before net interest expense, income taxes, depreciation and amortization, and one-time items including loss on early extinguishment of debt, transaction costs and net gain or loss on disposal of assets) for the third quarter of 2012 was $89.1 million, compared to $81.2 million for the third quarter of 2011 and $92.6 million for the second quarter of 2012. Adjusted EBITDA is a non-GAAP financial measure and reconciled to the nearest comparable GAAP financial measure, net income, in the accompanying financial table at the end of this release.

Chairman and Chief Executive Officer Josh Comstock commented, “We are pleased to have achieved another solid quarter despite a challenging operating environment. We encountered further pricing pressure in hydraulic fracturing as a result of excess equipment capacity coupled with a slight U.S. onshore rig count decline, which we believe is largely attributable to customer budget constraints. Our margins remained healthy due to our operating efficiencies, despite pricing pressure. Our increased spot market exposure allowed us to demonstrate our superior operating model to a diverse new customer base, although at very competitive rates, impacting our revenue per horsepower and utilization figures quarter over quarter. We plan to maintain our competitive position and higher margin levels by leading with superior service and best-in-class efficiency. We are confident that our core strengths are well-aligned with the industry’s long term shift toward more complex unconventional wells that utilize advanced completion methods. We intend to grow our market share through service differentiation and efficiency rather than resorting to a lowest price bidding strategy.

 

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“Our coiled tubing operations experienced improvement quarter over quarter as equipment was more effectively utilized with the redeployment of assets into the Eagle Ford and Bakken shale plays. We also gained market share and attained higher utilization levels in West Texas, further establishing our coiled tubing presence in this recent area of expansion.

“Furthermore, our acquisition of Casedhole has significantly expanded our geographic reach and customer base. Casedhole’s well-established marketing team has been a key part of our cross-selling strategy as we capitalize on our unique position as an independent provider of best-in-class completion services that can be packaged without losing quality or efficiency. Our ability to deliver this level of performance across multiple service lines is an important point of differentiation when bidding against larger competitors. Additionally, Casedhole has helped to facilitate the accelerated expansion of our coiled tubing and fracturing services into the Bakken. Over the third quarter, Casedhole also grew its customer base for both wireline and pump down services in liquids and oil-rich basins.”

Operational Results

Hydraulic fracturing contributed $196.0 million of revenue, and we completed 1,486 fracturing stages during the third quarter of 2012, compared to $216.4 million of revenue and 1,667 fracturing stages for the previous quarter and $191.8 million of revenue and 1,065 fracturing stages for the same quarter last year. We averaged monthly revenue per unit of horsepower of $270 during the third quarter, down from $307 in the previous quarter and $407 in the same quarter a year ago. The decrease in average revenue per horsepower quarter over quarter was primarily due to the previously mentioned decline in utilization and pricing in connection with the increased supply of equipment in oily basins and a slight decrease in the average U.S. onshore rig count.

We have taken delivery of our eighth hydraulic fracturing fleet and expect to deploy it into Western Oklahoma during the latter part of the fourth quarter. Our ninth fleet will be delivered in the first quarter of 2013 and is being winterized in preparation for deployment into the Bakken. The addition and deployment of these two fleets will bring our total horsepower capacity to just over 300,000 and increase our market share in oil-rich shale plays.

Our coiled tubing operations contributed $35.1 million of revenue and completed 935 coiled tubing jobs during the third quarter of 2012, compared to $31.1 million of revenue and 866 coiled tubing jobs for the previous quarter. Coiled tubing revenue for the third quarter of 2011 was $25.6 million and 877 jobs were completed. Revenue and jobs were up quarter over quarter, primarily as a result of the previously mentioned redeployment of assets from gas-focused areas and greater utilization in West Texas. We expect to take delivery of six additional coiled tubing units between the fourth quarter of 2012 and early 2013 for deployment in new basins.

Our wireline operations contributed $61.6 million of revenue and completed approximately 8,600 runs during the third quarter of 2012. In the prior quarter, wireline revenue was $15.1 million with approximately 2,700 runs completed during the 23 days of June 2012 following our acquisition of Casedhole. This service line generated strong results, and we expect it to continue to do so for the foreseeable future. We currently have a fleet of 58 wireline units and 15 pumpdown units and plan to add seven new wireline units by the first quarter of 2013.

 

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Our equipment manufacturing business contributed $11.2 million of third party revenue during the third quarter of 2012, consistent with last quarter, and $6.4 million of revenues for the third quarter of 2011. While our equipment manufacturing business maintained solid performance for the quarter, we anticipate less third party demand in the fourth quarter given current market conditions.

Our general and administrative expense for the third quarter of 2012 was $30.2 million, up from $14.3 million in the third quarter of 2011 and $21.4 million in the second quarter of 2012. The quarter over quarter increase is primarily attributable to the Casedhole acquisition as Casedhole has a large sales force and sizable engineering staff, which we believe are instrumental in supporting the growth of our customer base and maintaining strong performance.

Depreciation and amortization expense in the third quarter of 2012 increased to $14.1 million from $6.7 million in the third quarter of 2011 and $9.6 million in the second quarter of 2012 primarily due to the addition of equipment and the acquisition of Casedhole.

Liquidity

As of September 30, 2012, we had $200 million outstanding under our $400 million revolving credit facility and we currently have $190 million in borrowings outstanding. The facility matures in April 2016 and our current cost of borrowings is less than 3%. Our debt to total capitalization is approximately 27%.

Capital expenditures totaled $58.0 million during the third quarter of 2012, the majority of which was expended for the growth of our business lines. We expect to invest a total of approximately $165 million to $175 million in 2012, of which $146.7 million has been incurred as of October 31, 2012. Our 2012 capital expenditures to date have consisted of construction costs for new hydraulic fracturing equipment, coiled tubing units and wireline units, together with routine capital expenditures. We anticipate funding our remaining 2012 capital expenditures with cash on hand and operating cash flow in excess of our working capital requirements.

Results for the Nine Months Ended September 30, 2012

For the nine months ended September 30, 2012, we reported net income of $151.9 million, or $2.82 per diluted share, on revenues of $825.2 million, compared to net income of $108.6 million, or $2.18 per diluted share, on revenues of $538.4 million for the nine months ended September 30, 2011. The results for the nine months ended September 30, 2012 included approximately $0.6 million in transaction costs incurred in connection with the acquisition of Casedhole, net of tax ($0.01 per diluted share). The results for the nine months ended September 30, 2011 included approximately $4.9 million in loss on early extinguishment of debt, net of tax ($0.10 per diluted share).

For the nine months ended September 30, 2012, we reported Adjusted EBITDA of $265.8 million compared to $199.2 million for the nine months ended September 30, 2011. Capital expenditures for the period totaled $135.9 million, which was primarily used for the growth of our business lines.

 

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Conference Call Information

We will host a conference call on Thursday, November 1, 2012 at 10:00 a.m. Eastern / 9:00 a.m. Central Time to discuss our third quarter 2012 financial and operating results. Interested parties may listen to the conference call via a live webcast accessible on our website at http://www.cjenergy.com or by dialing 480-629-9771 and asking for the “C&J Energy Services Conference Call.” Please dial-in a few minutes before the scheduled call time. A replay of the conference call will be available on our website for 12 months following the call or by dialing 303-590-3030 and entering passcode 4568694 for one week following the call.

About C&J Energy Services, Inc.

We are an independent provider of premium hydraulic fracturing, coiled tubing, pressure pumping, wireline and other complementary services with a focus on complex, technically demanding well completions. We also manufacture and repair equipment to fulfill our internal needs as well as for third party companies in the energy services industry. We operate in what we believe to be some of the most geologically challenging and active plays in the United States.

 

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Forward-Looking Statements and Cautionary Statements

This news release (and any oral statements made regarding the subjects of this release, including on the conference call announced herein) contains certain statements and information that may constitute “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements, other than statements of historical facts, that address activities, events or developments that we expect, believe or anticipate will or may occur in the future are forward-looking statements. The words “anticipate,” “believe,” “ensure,” “expect,” “if,” “intend,” “plan,” “estimate,” “project,” “forecasts,” “predict,” “outlook,” “aim,” “will,” “could,” “should,” “potential,” “would,” “may,” “probable,” “likely,” and similar expressions, and the negative thereof, are intended to identify forward-looking statements. Without limiting the generality of the foregoing, forward-looking statements contained in this press release specifically include statements, estimates and projections regarding our business outlook and plans, future financial position, liquidity and capital resources, operations, performance, acquisitions, returns, capital expenditure budgets, costs and other guidance regarding future developments. Forward-looking statements are not assurances of future performance. These forward-looking statements are based on management’s current expectations and beliefs, forecasts for our existing operations, experience, and perception of historical trends, current conditions, anticipated future developments and their effect on us, and other factors believed to be appropriate. Although management believes that the expectations and assumptions reflected in these forward-looking statements are reasonable as and when made, no assurance can be given that these assumptions are accurate or that any of these expectations will be achieved (in full or at all). Moreover, our forward-looking statements are subject to significant risks and uncertainties, many of which are beyond our control, which may cause actual results to differ materially from our historical experience and our present expectations or projections which are implied or expressed by the forward-looking statements. Important factors that could cause actual results to differ materially from those in the forward-looking statements include, but are not limited to, risks relating to economic conditions; volatility of crude oil and natural gas commodity prices; delays in or failure of delivery of our new fracturing fleets or future orders of specialized equipment; the loss of or interruption in operations of one or more key suppliers; oil and gas market conditions; the effects of government regulation, permitting and other legal requirements, including new legislation or regulation of hydraulic fracturing; operating risks; the adequacy of our capital resources and liquidity; weather; litigation; competition in the oil and natural gas industry; and costs and availability of resources.

For additional information regarding known material factors that could cause our actual results to differ from our present expectations and projected results, please see our filings with the Securities and Exchange Commission, including our Quarterly Reports on Form 10-Q for the periods ended September 30, 2012, June 30, 2012 and March 31, 2012, respectively, and Annual Report on Form 10-K for the year ended December 31, 2011. Readers are cautioned not to place undue reliance on any forward-looking statement which speaks only as of the date on which such statement is made. We undertake no obligation to correct, revise or update any forward-looking statement after the date such statement is made, whether as a result of new information, future events or otherwise, except as required by applicable law.

 

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C&J Energy Services, Inc.

Consolidated Statements of Income

(In thousands, except per share data)

(Unaudited)

 

     Three Months Ended     Nine Months Ended  
     September 30,     June 30,     September 30,     September 30,     September 30,  
     2012     2012     2011     2012     2011  

Revenue

   $ 307,797      $ 278,388      $ 229,027      $ 825,237      $ 538,403   

Costs and expenses:

          

Direct costs

     188,530        165,156        133,615        491,679        306,232   

Selling, general and administrative expenses

     30,219        21,393        14,254        68,467        33,296   

Depreciation and amortization expenses

     14,111        9,561        6,653        31,517        15,640   

(Gain)/loss on sale/disposal of assets

     14        212        53        623        (20
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Operating income

     74,923        82,066        74,452        232,951        183,255   

Other expense:

          

Interest expense, net

     (1,920     (891     (666     (3,191     (3,824

Loss on early extinguishment of debt

     —          —          —          —          (7,605

Other expense, net

     (48     —          (1     (120     (40
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total other expense, net

     (1,968     (891     (667     (3,311     (11,469
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Income before income taxes

     72,955        81,175        73,785        229,640        171,786   

Income tax expense

     23,689        27,900        27,511        77,720        63,189   
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Net income

   $ 49,266      $ 53,275      $ 46,274      $ 151,920      $ 108,597   
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Net income per common share:

          

Basic

   $ 0.95      $ 1.03      $ 0.92      $ 2.92      $ 2.24   
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Diluted

   $ 0.91      $ 0.99      $ 0.89      $ 2.82      $ 2.18   
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Weighted average common shares outstanding:

          

Basic

     52,026        51,957        50,315        51,963        48,448   
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Diluted

     54,166        53,833        52,205        53,905        49,863   
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

 

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C&J Energy Services, Inc.

Consolidated Balance Sheets

(In thousands, except share data)

 

     September 30,      December 31,  
     2012      2011  
     (Unaudited)         

ASSETS

     

Current assets:

     

Cash and cash equivalents

   $ 14,102       $ 46,780   

Accounts receivable, net of allowance of $1,154 at September 30, 2012 and $808 at December 31, 2011

     189,284         122,169   

Inventories, net

     73,587         45,440   

Prepaid and other current assets

     12,667         9,138   

Deferred tax assets

     2,042         789   
  

 

 

    

 

 

 

Total current assets

     291,682         224,316   

Property, plant and equipment, net of accumulated depreciation of $72,001 at September 30, 2012 and $46,539 at December 31, 2011

     398,884         213,697   

Other assets:

     

Goodwill

     196,512         65,057   

Intangible assets, net of accumulated amortization of $13,127 at September 30, 2012 and $8,151 at December 31, 2011

     126,043         25,419   

Deposits on equipment under construction

     2,508         6,235   

Deferred financing costs, net of accumulated amortization of $1,044 at September 30, 2012 and $411 at December 31, 2011

     4,138         2,528   

Other noncurrent assets, net

     1,031         597   
  

 

 

    

 

 

 

Total assets

   $ 1,020,798       $ 537,849   
  

 

 

    

 

 

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

     

Current liabilities:

     

Accounts payable

   $ 90,604       $ 57,564   

Payroll and related costs

     16,977         4,799   

Accrued expenses

     9,342         9,626   

Income taxes payable

     10,727         1,823   

Customer advances and deposits

     2,565         5,392   

Other current liabilities

     2,075         33   
  

 

 

    

 

 

 

Total current liabilities

     132,290         79,237   

Deferred tax liabilities

     121,823         62,471   

Long-term debt and capital lease obligations

     204,225         —     

Other long-term liabilities

     1,401         1,086   
  

 

 

    

 

 

 

Total liabilities

     459,739         142,794   

Commitments and contingencies

     

Stockholders’ equity

     

Common stock, par value of $0.01, 100,000,000 shares authorized, 52,864,175 issued and outstanding at September 30, 2012 and 51,886,574 issued and outstanding at December 31, 2011

     529         519   

Additional paid-in capital

     215,948         201,874   

Retained earnings

     344,582         192,662   
  

 

 

    

 

 

 

Total stockholders’ equity

     561,059         395,055   
  

 

 

    

 

 

 

Total liabilities and stockholders’ equity

   $ 1,020,798       $ 537,849   
  

 

 

    

 

 

 

 

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C&J Energy Services, Inc.

Consolidated Statements of Cash Flows

(In thousands)

 

     Nine Months Ended  
     September 30,  
     2012     2011  
     (Unaudited)  

Cash flows from operating activities:

    

Net income

   $ 151,920      $ 108,597   

Adjustments to reconcile net income to net cash provided by operating activities:

    

Depreciation and amortization

     31,517        15,640   

Deferred income taxes

     6,556        31,346   

Provision for doubtful accounts, net of write-offs

     450        205   

(Gain) loss on disposal of assets

     623        (20

Stock-based compensation expense

     12,401        7,346   

Excess tax benefit of stock-based award activity

     (1,075     (512

Amortization of deferred financing costs

     633        556   

Write-off of deferred financing costs related to early extinguishment of debt

     —          2,899   

Changes in operating assets and liabilities:

    

Accounts receivable

     (32,274     (38,622

Inventories

     (24,190     (10,715

Prepaid expenses and other current assets

     (1,576     (4,991

Accounts payable

     20,545        35,161   

Accrued liabilities

     3,514        4,482   

Accrued taxes

     9,761        (3,037

Deferred income

     400        (4,000

Other

     (1,854     (3,145
  

 

 

   

 

 

 

Cash provided by operating activities

     177,351        141,190   
  

 

 

   

 

 

 

Cash flows from investing activities:

    

Purchases of and deposits on property and equipment

     (135,887     (106,471

Proceeds from disposal of property and equipment

     434        2,384   

Payments made to acquire Casedhole, net of cash acquired

     (273,401     —     

Payments made to acquire Total E&S, Inc., net of cash acquired

     —          (27,225
  

 

 

   

 

 

 

Cash used in investing activities

     (408,854     (131,312
  

 

 

   

 

 

 

Cash flows from financing activities:

    

Proceeds (payments) on revolving debt, net

     200,000        (3,000

Proceeds from long-term debt

     —          12,750   

Repayments of long-term debt

     —          (81,789

Financing costs

     (2,243     (2,939

Proceeds from initial public offering, net of transaction fees

     —          112,286   

Proceeds from stock options exercised

     610        125   

Excess tax benefit of stock-based award activity

     1,075        512   

Repayments of capital lease obligations

     (617     —     
  

 

 

   

 

 

 

Cash provided by financing activities

     198,825        37,945   
  

 

 

   

 

 

 

Net (decrease) increase in cash and cash equivalents

     (32,678     47,823   

Cash and cash equivalents, beginning of period

     46,780        2,817   
  

 

 

   

 

 

 

Cash and cash equivalents, end of period

   $ 14,102      $ 50,640   
  

 

 

   

 

 

 

Supplemental cash flow disclosure:

    

Cash paid for interest

   $ 2,291      $ 2,901   
  

 

 

   

 

 

 

Cash paid for taxes

   $ 60,906      $ 33,788   
  

 

 

   

 

 

 

 

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C&J Energy Services, Inc.

Reconciliation of Adjusted EBITDA to Net Income

(In thousands)

(Unaudited)

 

     Three Months Ended     Nine Months Ended  
     September 30,     June 30,     September 30,     September 30,     September 30,  
     2012     2012     2011     2012     2011  

Adjusted EBITDA

   $ 89,132      $ 92,560      $ 81,165      $ 265,824      $ 199,183   

Interest expense, net

     (1,920     (891     (666     (3,191     (3,824

Loss on early extinguishment of debt

     —          —          —          —          (7,605

Costs to acquire Total E&S, Inc.

     —          —          (8     —          (348

Costs to acquire Casedhole

     (132     (721     —          (853     —     

Provision for income taxes

     (23,689     (27,900     (27,511     (77,720     (63,189

Depreciation and amortization

     (14,111     (9,561     (6,653     (31,517     (15,640

Gain (loss) on disposal of assets

     (14     (212     (53     (623     20   
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Net income

   $ 49,266      $ 53,275      $ 46,274      $ 151,920      $ 108,597   
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

 

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