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8-K - 8-K - Venoco, Inc.a14-12896_18k.htm

Exhibit 99.1

 

 

GRAPHIC

NEWS RELEASE

 

 

FOR IMMEDIATE RELEASE

 

VENOCO, INC. ANNOUNCES FIRST QUARTER 2014 FINANCIAL

AND OPERATIONAL RESULTS

 

Adjusted EBITDA of $30.4 million;

Lease Operating Expenses Down 16% Compared to Fourth Quarter 2013;

Completion of Successful Seismic Survey at West Montalvo

 

DENVER, COLORADO, May 16, 2014 /Marketwire/Venoco, Inc. today reported financial and operational results for the first quarter 2014.  The company reported net income of $9.6 million for the quarter on total revenues of $63.0 million.

 

Adjusted Earnings, which adjusts for unrealized derivative gains and losses and certain other items, were $2.7 million for the quarter. Adjusted EBITDA was $30.4 million in the quarter, compared to $27.0 million in the fourth quarter of 2013.  Please see the end of this release for definitions of Adjusted Earnings and Adjusted EBITDA and a reconciliation of those measures to net income/loss.

 

Highlights include the following:

 

·                  Production of 700 thousand barrels of oil equivalent (MBOE) for the quarter, or 7,776 BOE per day (BOE/d).

 

·                  Lease operating expenses were $19.5 million for the quarter, down from $23.1 million during the fourth quarter of 2013.

 

·                  Resumption of normal operations at South Ellwood following a third-party pipeline shutdown; commenced well slot recovery efforts in preparation for the drilling of a development well into Coal Oil Point, which was spud in early April.

 

1



 

First Quarter Production

 

Production in the first quarter of 2014 was 7,776 BOE/d compared to 8,511 BOE/d in the fourth quarter of 2013 and 9,501 BOE/d in the first quarter of 2013, pro forma for the Sacramento Basin asset sale. Daily oil production in the first quarter 2014 of 7,278 Bbls/d was down 8% compared to 7,946 Bbls/d in the fourth quarter of 2013, primarily as a result of the 20-day shutdown of our South Ellwood field due to extended repair work conducted on the third-party common carrier pipeline that transports our oil from the field. In order to minimize field downtime for the year, the company performed its annual South Ellwood platform maintenance shutdown during the quarter concurrent with the third-party pipeline work.

 

“With the amendment of our revolving credit facility finalized, and the prolonged shutdown at South Ellwood behind us, we can continue our path to execute on our 2014 capital plan,” said Mark DePuy, Interim President and Chief Operating Officer.  “During the quarter we continued to drill and complete a package of wells at Montalvo, and recently completed our seismic survey over the field.  Preliminary seismic results will become available later this year, and we are excited to analyze the data so that we may better capitalize on drilling potential in the area.  We also completed well slot recovery efforts, and on April 9th spud the Coal Oil Point development well at the South Ellwood field.”

 

“Although the extended shutdown at South Ellwood affected production for the quarter, we have seen the platform return to production rates that we experienced prior to the shutdown,” stated Mr. DePuy. “Also, by having the annual maintenance shutdown of the platform behind us, we can remain focused on maximizing production at the field for the remainder of the year.”

 

“Finally, throughout the quarter we continued to analyze down-hole data relating to wellbore communication at South Ellwood. We’ve concluded that communication has occurred but data also suggests we’ll see continued stabilization in the rate of production decline,” Mr. DePuy continued. “We’ll continue to review the data to determine what, if any, impacts this will have on the design and location of future wells in the primary portion of the field, however, it will have no impact on our drilling at the Coal Oil Point structure,” Mr. DePuy said.

 

The following table details the company’s daily production by region (BOE(1)/d):

 

 

 

Quarter ended

 

Region

 

3/31/13

 

12/31/13

 

3/31/14

 

Southern California

 

9,501

 

8,511

 

7,776

 

Sacramento Basin(2)

 

1,127

 

 

 

Total

 

10,628

 

8,511

 

7,776

 

 


(1)         Barrel of oil equivalent (BOE) is calculated using the ratio of six Mcf of natural gas to one barrel of crude oil, condensate or natural gas liquids.

(2)         First quarter 2013 production from the Sacramento Basin relates to properties that were held in escrow pending the receipt of consents regarding the transfer of ownership.  As of May 1, 2013, title to all properties included in the sale had been transferred to the purchaser.

 

2



 

First Quarter Costs

 

Venoco’s first quarter 2014 lease operating expenses of $27.81 per BOE were down from $29.46 per BOE in the fourth quarter of 2013 and up from $21.05 per BOE in the first quarter of 2013, pro forma for the sale of the Sacramento Basin. The fourth quarter expenses were negatively affected by the scheduled annual maintenance performed at the South Ellwood field during the quarter, as well as higher non-recurring repairs at the field, which resulted in higher LOE costs and reduced production levels.

 

Venoco’s first quarter 2014 G&A costs, excluding non-cash share-based compensation, was $11.40 per BOE, down from $14.31 per BOE in the fourth quarter of 2013, and $14.71 per BOE in the first quarter of 2013, excluding production from the Sacramento Basin properties held in escrow during the first quarter of 2013.

 

 

 

Quarter Ended

 

UNAUDITED (per BOE)

 

3/31/13

 

12/31/13

 

3/31/14

 

Lease Operating Expenses

 

$

19.36

 

$

29.46

 

$

27.81

 

Property and Production Taxes

 

1.18

 

1.86

 

2.48

 

DD&A Expense

 

12.09

 

15.72

 

15.97

 

G&A Expense (1) 

 

13.14

 

14.31

 

11.40

 

 


(1)         Net of amounts capitalized and excluding non-cash share-based compensation costs.  See the end of this release for a reconciliation of G&A per BOE.

 

Capital Investment First Quarter 2014

 

Venoco’s first quarter capital expenditures for exploration, development and other spending were $26 million, including $20 million for drilling and rework activities, $1 million for facilities, and the remaining $5 million for land, seismic and capitalized G&A.

 

In the first quarter of 2014, the company spent $25 million or 96% of its capital expenditures on its Southern California legacy fields, primarily at the West Montalvo field. During the quarter, the company spud one proved undeveloped location and completed two wells spud in 2013 at Montalvo, and also initiated a seismic survey over the field, which was completed in April.  We plan to drill one additional proved undeveloped location and two probable locations at the field in the remainder of 2014.  We have put three wells drilled at the end of 2013 and the beginning of 2014 on artificial lift.

 

During the first quarter of the year at South Ellwood, the company spent $3 million, primarily on the 3120-14RD1 electric submersible pump conversion and on the well slot recovery operation in preparation for the drilling of our 3242-20 development well at Coal Oil Point.  We are currently drilling the 3242-20 well and plan to complete it in the second quarter of 2014.

 

We also had about $3 million in capital spending at Platform Gail during the quarter, primarily on a recompletion project, for a well in the M2 zone.

 

3



 

During the first quarter of 2014, the company had relatively minimal onshore Monterey capital expenditures of $1 million, incurred primarily for land and capitalized G&A.

 

Financing Update

 

In April 2014, the company entered into an amendment to the credit agreement governing its revolving credit facility, which resulted in an increase to the borrowing base to $280 million and revisions to the total debt leverage covenant ratio.

 

Recent Event

 

On May 2, 2014, Ed O’Donnell, Chief Executive Officer of Venoco, Inc. and President of Denver Parent Corporation (“DPC”), informed Venoco and DPC that he intended to retire from both Venoco and DPC. His retirement was effective May 9, 2014.  On May 5, 2014, Venoco named Mark DePuy, previously its Senior Vice President — Business Development and Acquisitions, to the positions of interim President and Chief Operating Officer.  DPC also appointed Mr. DePuy to the same positions.

 

“Mark DePuy has long been a valuable member of the Venoco family, and I am delighted that he will be taking over responsibility of the company’s operations on an interim basis,” said Tim Marquez, Venoco Founder and Executive Chairman of the Board.  “Mark’s deep experience and educational background make him very well suited to manage the company.”

 

“In order to focus our time and energies on determining the best possible CEO to direct our operations, and also to allow Mark additional time to transition into his new responsibilities, we will not be hosting a first quarter 2014 earnings conference call,” Mr. Marquez said.  “We expect to resume hosting earnings calls in the coming quarters following this transitional period.”

 

About the Company

 

Venoco is an independent energy company primarily engaged in the acquisition, exploitation and development of oil and natural gas properties primarily in California.  Venoco operates three offshore platforms in the Santa Barbara Channel, has non-operated interests in three other platforms and operates several onshore properties in Southern California.

 

4



 

Forward-looking Statements

 

Statements made in this news release relating to Venoco’s future production, capital expenditures and development projects, and all other statements except statements of historical fact, are forward-looking statements. These statements are based on assumptions and estimates that management believes are reasonable based on currently available information; however, management’s assumptions and the company’s future performance are both subject to a wide range of business risks and uncertainties and there is no assurance that these goals and projections can or will be met. Any number of factors could cause actual results to differ materially from those in the forward-looking statements, including, but not limited to, the timing and extent of changes in oil and gas prices, the timing and results of drilling and other development activities, the availability and cost of obtaining drilling equipment and technical personnel, risks associated with the availability of acceptable transportation arrangements and the possibility of unanticipated operational problems, delays in completing production, treatment and transportation facilities, higher than expected production costs and other expenses, and pipeline curtailments by third parties. The company’s activities with respect to the onshore Monterey Shale and other projects are subject to numerous operating, geological and other risks and may not be successful. The company’s results in the onshore Monterey Shale will be subject to greater risks than in areas where it has more data and drilling and production experience. Results from the company’s onshore Monterey Shale project will depend on, among other things, its ability to identify productive intervals and drilling and completion techniques necessary to achieve commercial production from those intervals. All forward-looking statements are made only as of the date hereof and the company undertakes no obligation to update any such statement. Further information on risks and uncertainties that may affect the company’s operations and financial performance, and the forward-looking statements made herein, is available in the company’s filings with the Securities and Exchange Commission, which are incorporated by this reference as though fully set forth herein.

 

References to reserve estimates other than proved are by their nature more uncertain than estimates of proved reserves, and are subject to substantially greater risk of not actually being realized by the company.

 

For further information, please contact Zach Shulman, Investor Relations, (303) 583-1637; http://www.venocoinc.com; E-Mail investor@venocoinc.com.

 

Source: Venoco, Inc.        

/////

 

5



 

OIL AND NATURAL GAS PRODUCTION AND PRICES

 

 

 

Quarter Ended

 

Quarter Ended

 

UNAUDITED

 

12/31/13

 

3/31/14

 

% Change

 

3/31/13

 

3/31/14

 

% Change

 

Production Volume:

 

 

 

 

 

 

 

 

 

 

 

 

 

Oil (MBbls) (1) 

 

731

 

655

 

-10

%

811

 

655

 

-19

%

Natural Gas (MMcf)

 

312

 

269

 

-14

%

873

 

269

 

-69

%

MBOE

 

783

 

700

 

-11

%

957

 

700

 

-27

%

Daily Average Production Volume:

 

 

 

 

 

 

 

 

 

 

 

 

 

Oil (Bbls/d)

 

7,946

 

7,278

 

-8

%

9,011

 

7,278

 

-19

%

Natural Gas (Mcf/d)

 

3,391

 

2,989

 

-12

%

9,700

 

2,989

 

-69

%

BOE/d

 

8,511

 

7,776

 

-9

%

10,628

 

7,776

 

-27

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Oil Price per Barrel Produced (in dollars):

 

 

 

 

 

 

 

 

 

 

 

 

 

Realized price before hedging

 

$

90.55

 

$

94.55

 

4

%

$

99.71

 

$

94.55

 

-5

%

Realized hedging gain (loss)

 

(5.63

)

(5.38

)

-4

%

(10.79

)

(5.38

)

-50

%

Net realized price

 

$

84.92

 

$

89.17

 

5

%

$

88.92

 

$

89.17

 

0

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Natural Gas Price per Mcf (in dollars):

 

 

 

 

 

 

 

 

 

 

 

 

 

Realized price before hedging

 

$

4.48

 

$

6.06

 

35

%

$

3.71

 

$

6.06

 

63

%

Realized hedging gain (loss)

 

 

 

0

%

 

 

0

%

Net realized price

 

$

4.48

 

$

6.06

 

35

%

$

3.71

 

$

6.06

 

63

%

Expense per BOE (in dollars):

 

 

 

 

 

 

 

 

 

 

 

 

 

Lease operating expenses

 

$

29.46

 

$

27.81

 

-6

%

$

19.36

 

$

27.81

 

44

%

Production and property taxes

 

$

1.86

 

$

2.48

 

33

%

$

1.18

 

$

2.48

 

110

%

Transportation expenses

 

$

0.06

 

$

0.08

 

33

%

$

0.04

 

$

0.08

 

100

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation, depletion and amortization

 

$

15.72

 

$

15.97

 

2

%

$

12.09

 

$

15.97

 

32

%

General and administrative (2) 

 

$

25.15

 

$

12.37

 

-51

%

$

15.65

 

$

12.37

 

-21

%

Interest expense

 

$

16.84

 

$

18.49

 

10

%

$

19.70

 

$

18.49

 

-6

%

 


(1) Amounts shown are oil production volumes for offshore properties and sales volumes for onshore properties (differences between onshore production and sales volumes are minimal). Revenue accruals are adjusted for actual sales volumes since offshore oil inventories can vary significantly from month to month based on pipeline inventories, oil pipeline sales nominations, and prior to February 2012, the timing of barge deliveries and oil in tanks.

 

(2)  Net of amounts capitalized.

 

 - more -

 

6



 

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

 

 

 

Quarter Ended

 

UNAUDITED (In thousands)

 

3/31/13

 

12/31/13

 

3/31/14

 

REVENUES:

 

 

 

 

 

 

 

Oil and natural gas sales

 

$

85,959

 

$

66,269

 

$

62,538

 

Other

 

1,304

 

666

 

459

 

Total revenues

 

87,263

 

66,935

 

62,997

 

EXPENSES:

 

 

 

 

 

 

 

Lease operating expense

 

18,531

 

23,067

 

19,468

 

Property and production taxes

 

1,127

 

1,459

 

1,736

 

Transportation expense

 

38

 

48

 

57

 

Depletion, depreciation and amortization

 

11,572

 

12,311

 

11,176

 

Accretion of asset retirement obligation

 

656

 

611

 

667

 

General and administrative

 

14,975

 

19,695

 

8,662

 

Total expenses

 

46,899

 

57,191

 

41,766

 

Income from operations

 

40,364

 

9,744

 

21,231

 

FINANCING COSTS AND OTHER:

 

 

 

 

 

 

 

Interest expense

 

18,854

 

13,185

 

12,940

 

Amortization of deferred loan costs

 

1,113

 

818

 

833

 

Loss on extinguishment of debt

 

21,297

 

465

 

 

Commodity derivative realized (gains) losses

 

14,617

 

4,118

 

3,525

 

Commodity derivative unrealized (gains) losses and amortization of derivative premiums

 

(11,274

)

10,926

 

(5,620

)

Total financing costs and other

 

44,607

 

29,512

 

11,678

 

Income (loss) before taxes

 

(4,243

)

(19,768

)

9,553

 

Income tax provision (benefit)

 

 

 

 

Net income (loss)

 

$

(4,243

)

$

(19,768

)

$

9,553

 

 

7



 

CONDENSED CONSOLIDATED BALANCE SHEET INFORMATION

 

UNAUDITED ($ in thousands)

 

12/31/13

 

3/31/14

 

ASSETS

 

 

 

 

 

Cash and cash equivalents

 

$

828

 

$

16,822

 

Accounts receivable

 

23,737

 

18,712

 

Inventories

 

5,166

 

4,735

 

Other current assets

 

4,587

 

3,428

 

Commodity derivatives

 

340

 

523

 

Total current assets

 

34,658

 

44,220

 

Net property, plant and equipment

 

662,629

 

677,386

 

Total other assets

 

17,569

 

16,569

 

TOTAL ASSETS

 

$

714,856

 

$

738,175

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

Accounts payable and accrued liabilities

 

$

32,966

 

$

36,161

 

Interest payable

 

17,408

 

6,026

 

Commodity derivatives

 

13,464

 

10,135

 

Share based compensation

 

20,723

 

5,263

 

Total current liabilities

 

84,561

 

57,585

 

LONG-TERM DEBT

 

705,000

 

747,000

 

COMMODITY DERIVATIVES

 

10,601

 

8,493

 

ASSET RETIREMENT OBLIGATIONS

 

35,982

 

37,627

 

SHARE BASED COMPENSATION

 

16,721

 

18,231

 

Total liabilities

 

852,865

 

868,936

 

Total stockholders’ equity

 

(138,009

)

(130,761

)

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY

 

$

714,856

 

$

738,175

 

 

8



 

GAAP RECONCILIATIONS

 

Adjusted Earnings and Adjusted EBITDA

 

In addition to net income (loss) determined in accordance with GAAP, we have provided in this release our Adjusted Earnings and Adjusted EBITDA for recent periods.  Both Adjusted Earnings and Adjusted EBITDA are non-GAAP financial measures that we use as supplemental measures of our performance.

 

We define Adjusted Earnings as net income (loss) before the effects of the items listed in the table below.  We calculate the tax effect of reconciling items by re-performing our period-end tax calculation excluding the reconciling items from earnings.  The difference between this calculation and the tax expense/benefit recorded for the period results in the tax effect disclosed below.  We believe that Adjusted Earnings facilitates comparisons to earnings forecasts prepared by stock analysts and other third parties. Such forecasts generally exclude the effects of items that are difficult to predict or to measure in advance and are not directly related to our ongoing operations. Adjusted Earnings should not be considered a substitute for net income (loss) as reported in accordance with GAAP.

 

We define Adjusted EBITDA as net income (loss) before the effects of the items listed in the table below.  Because the use of Adjusted EBITDA facilitates comparisons of our historical operating performance on a more consistent basis, we use this measure for business planning and analysis purposes, in assessing acquisition opportunities and in determining how potential external financing sources are likely to evaluate our business.

 

We present Adjusted Earnings and Adjusted EBITDA because we consider them to be important supplemental measures of our performance.  Neither Adjusted Earnings nor Adjusted EBITDA is a measurement of our financial performance under GAAP and neither should be considered as an alternative to net income (loss), operating income or any other performance measure derived in accordance with GAAP, as an alternative to cash flow from operating activities or as a measure of our liquidity. You should not assume that the Adjusted Earnings or Adjusted EBITDA amounts shown are comparable to similarly named measures disclosed by other companies.

 

 

 

Quarter Ended

 

UNAUDITED ($ in thousands)

 

3/31/13

 

12/31/13

 

3/31/14

 

Adjusted Earnings Reconciliation

 

 

 

 

 

 

 

Net Income

 

$

(4,243

)

$

(19,768

)

$

9,553

 

Plus:

 

 

 

 

 

 

 

Unrealized commodity (gains) losses

 

(12,223

)

9,908

 

(6,824

)

Loss on extinguishment of debt

 

21,297

 

465

 

 

Tax effects

 

 

 

 

Adjusted Earnings

 

$

4,831

 

$

(9,395

)

$

2,729

 

 

9



 

 

 

Quarter Ended

 

UNAUDITED ($ in thousands)

 

3/31/13

 

12/31/13

 

3/31/14

 

Adjusted EBITDA Reconciliation

 

 

 

 

 

 

 

Net income

 

$

(4,243

)

$

(19,768

)

$

9,553

 

Interest expense

 

18,854

 

13,185

 

12,940

 

DD&A

 

11,572

 

12,311

 

11,176

 

Accretion of asset retirement obligation

 

656

 

611

 

667

 

Amortization of deferred loan costs

 

1,113

 

818

 

833

 

Loss on extinguishment of debt

 

21,297

 

465

 

 

Non-cash share-based compensation expense

 

2,401

 

8,492

 

894

 

Amortization of derivative premiums

 

949

 

1,018

 

1,204

 

Unrealized commodity derivative (gains) losses

 

(12,223

)

9,908

 

(6,824

)

Adjusted EBITDA

 

$

40,376

 

$

27,040

 

$

30,443

 

 

We also provide per BOE G&A expenses excluding severance costs related to the sale of the Sacramento Basin assets and non-cash share-based compensation charges.  We believe that these non-GAAP measures are useful in that the items excluded do not represent cash expenses directly related to our ongoing operations.  These non-GAAP measures should not be viewed as an alternative to per BOE G&A expenses as determined in accordance with GAAP.

 

 

 

Quarter Ended

 

UNAUDITED ($ in thousands, except per BOE amounts)

 

3/31/13

 

12/31/13

 

3/31/14

 

G&A per BOE Reconciliation

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

G&A expense

 

$

14,975

 

$

19,695

 

$

8,662

 

Less:

 

 

 

 

 

 

 

Non-cash share-based compensation expense

 

(2,401

)

(8,492

)

(685

)

G&A Expense Excluding Non-Cash Share-Based Comp

 

12,574

 

11,203

 

7,977

 

MBOE

 

957

 

783

 

700

 

G&A Expense per BOE Excluding Non-Cash Share-Based Comp

 

$

13.14

 

$

14.31

 

$

11.40

 

MBOE excluding Sacramento Basin production

 

855

 

 

 

G&A Expense per BOE Excluding Non-Cash Share-Based Comp - Excluding Sacramento Basin Production

 

$

14.71

 

$

14.31

 

$

11.40

 

 

10



 

PV-10

 

The present value of future net cash flows (PV-10 value) is a non-GAAP measure because it excludes income tax effects. Management believes that before-tax cash flow amounts are useful for evaluative purposes since future income taxes, which are affected by a company’s unique tax position and strategies, can make after-tax amounts less comparable. We derive PV-10 value based on the present value of estimated future revenues to be generated from the production of proved reserves, net of estimated production and future development costs and future plugging and abandonment costs, using the arithmetic twelve-month average of the first of the month prices without giving effect to hedging activities or future escalation, and costs as of the date of estimate without future escalation, non-property related expenses such as general and administrative expenses, debt service and depreciation, depletion, amortization and impairment and income taxes, and discounted using an annual discount rate of 10%.

 

The following table reconciles the standardized measure of future net cash flows to PV-10 value (in thousands):

 

UNAUDITED ($ in thousands)

 

12/31/2011

 

12/31/2012

 

12/31/2013

 

 

 

 

 

 

 

 

 

Standardized measure of discounted future net cash flows

 

$

1,364,146

 

$

1,157,452

 

$

1,153,717

 

Add: Present value of future income tax discounted at 10%

 

442,355

 

352,281

 

304,185

 

PV-10 at year end SEC prices

 

$

1,806,501

 

$

1,509,733

 

$

1,457,902

 

 

- end -

 

11