SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of Earliest Event Reported): February 8, 1994
SANTA FE ENERGY RESOURCES, INC.
(Exact name of Registrant as specified in its charter)
Delaware 1-7687 36-2722169
(State or other (Commission (I.R.S. Employer
jurisdiction File Number) Identification No.)
of Incorporation)
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1616 South Voss, Suite 1000, Houston, Texas 77057
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (713) 783-2401
Item 5. Other Events.
On February 8, 1994, Santa Fe Energy Resources, Inc. (the "Company") reported results for the year ended December 31, 1993. The information set forth in the Company's press release dated February 8, 1994, which is filed as an exhibit hereto, is incorporated herein by reference.
Item 7. Financial Statements and Exhibits.
(c) Exhibits
Exhibit No. Description
----------- -----------
99.1 Press release dated
February 8, 1994
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SIGNATURE
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.
SANTA FE ENERGY RESOURCES, INC.
By: /s/ Mark A. Older
-------------------------------
Mark A. Older
Secretary
February 16, 1994
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EXHIBIT INDEX
SANTA FE ENERGY RESOURCES, INC.
CURRENT REPORT ON FORM 8-K DATED FEBRUARY 8, 1994
Sequential
Exhibit No. Description Page No.
- ----------- ----------- --------
99.1 Press release dated February 8, 1994 6
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EXHIBIT 99.1
[LOGO]
SANTA FE ENERGY
RESOURCES INC.
(NYSE-SFR)
NEWS
1616 South Voss, Suite 1000
Houston, Texas 77057
Media Contact: C. Ed Hall 713/783-2401
Analyst Contact: Kathy E. Hager
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SANTA FE ENERGY RESOURCES
REPORTS 1993 RESULTS
Houston, Texas - February 8, 1994
Santa Fe Energy Resources announced that it recorded non-recurring charges against fourth quarter operating income totaling $137.9 million, including $127.1 million of non-cash items. As a result, the Company reported a net loss for the full year 1993 in the amount of $77.1 million with a loss attributable to common shares of $84.1 million or $0.94 per share. Included in the non-recurring fourth quarter charges were about $39 million in costs primarily related to the disposition of non-core assets under the Company's previously announced restructuring program and approximately $99 million in property impairments which were principally a result of lower oil prices. Before the effect of the one-time charges, the Company recorded a gain of $7.5 million with a gain to common shares of $0.5 million or $0.01 per share. In 1992 the Company reported a net loss of $1.4 million with a loss attributable to common shares of $5.7 million or $0.07 per share.
James L. Payne, Chairman and CEO said, "The non-recurring charges recorded in the fourth quarter do not alter the productive quality of our resource base but instead significantly reduce the Company's cost structure. That lower cost structure combined with our strong balance sheet and our extensive, core area inventory of low risk, high return asset exploitation opportunities have positioned our Company for rapid growth in earnings and cash flow as prices improve".
The Company set another record production level in 1993 with a total of 34.4 million oil equivalent barrels produced, up 12% from the prior record in 1992 due in part to the entire year's effect of the merger with Adobe Resources in May 1992. Annualized average daily production records were established for both oil and gas during 1993, with production of 66,700 barrels of oil and 165.4 million cubic feet of gas. In 1992 the Company reported average daily production of 62,500 barrels of oil and 126.3 million cubic feet of gas.
The Company also continued its fine record of adding proved reserves in 1993. Improved recovery operations along with new drilling added more than enough new reserves to replace the year's total production; however, almost 17 million oil equivalent barrels were sold in the 1993 disposition program. As a result, year end proved reserves totaled 292 million oil equivalent barrels, 97% of the 301 million oil equivalent barrels at year end 1992.
- more -
Oil prices recognized by SFR during 1993 averaged $12.93 per barrel, $2.03 per barrel below the average hedged price of $14.96 recorded for 1992. The Company had no oil hedged in 1993. Hedged natural gas prices recognized by the Company averaged $1.89 per thousand cubic feet, up from the average of $1.70 per thousand cubic feet recognized in 1992. Unhedged natural gas prices received by SFR in 1993 averaged $2.03 per thousand cubic feet compared with an average of $1.71 per thousand cubic feet in 1992.
Revenues for the year totaled $436.9 million compared with $427.5 million in 1992. Total costs and expenses were $549.9 million, up from $370.0 million in 1992 principally due to the restructuring charges and impairments. When measured on a unit of production basis, production and operating costs were reduced for the third consecutive year. Overhead costs per unit of production were also reduced from the previous year.
Discretionary cash flow for 1993 was $166.2 million or $1.85 per share compared with $155.9 million or $1.97 per share in 1992.
RESULTS OF FOURTH QUARTER 1993
For the fourth quarter of 1993, SFR reported a net loss of $83.1 million with a loss attributable to common shares of $84.8 million or $0.95 per share due principally to the restructuring charges and impairments. The Company reported a net loss of $1.7 million with a loss attributable to common shares of $3.4 million or $0.04 per share in the fourth quarter of 1992.
Crude oil prices recognized by Santa Fe Energy Resources during the quarter averaged $11.15 per barrel compared with $15.13 per barrel in the 1992 period. Natural gas prices averaged $2.11 per thousand cubic feet during the 1993 period compared with $2.07 per thousand cubic feet during the same period of the earlier year. Oil production in the fourth quarter averaged 66,500 barrels per day, up from 65,100 barrels per day in the 1992 period. Natural gas production increased from 154.8 million cubic feet per day in the fourth quarter 1992 to 165.9 million cubic feet in the fourth quarter 1993.
Total costs and expenses, including the restructuring charges and impairments, rose to $244.2 million in the 1993 quarter from $111.9 million in the 1992 period. Production and operating costs when measured on a unit of production basis were reduced by more than 13% from the same period in 1992.
Discretionary cash flow for the fourth quarter of 1993 was $28.6 million or $0.32 per share compared with $47.2 million or $0.53 per share in the 1992 period due to the lower oil prices.
Santa Fe Energy Resources is an independent oil and gas exploration and production company with headquarters in Houston, Texas. It has production in the United States, Argentina and Indonesia with additional exploration activities in several other regions of the world. Its common stock is traded on the New York Stock Exchange under the symbol SFR.
- Financials follow -
SANTA FE ENERGY RESOURCES, INC.
FOURTH QUARTER 1993 SUMMARY STATISTICS
THREE MONTHS ENDED YEAR ENDED
DECEMBER 31, DECEMBER 31,
------------------ -------------------
1993 1992 1993 1992
------ ------ ------ ------
OPERATIONAL
Heavy Oil (MMBbls) 3.4 3.3 13.5 13.0
Other Oil (MMBbls) 2.6 2.7 10.8 9.9
Natural Gas (Bcf) 15.3 14.2 60.4 46.2
Total MMBOE 8.7 8.4 34.4 30.6
FINANCIAL (in millions, except as noted)
Revenues 102.6 123.4 436.9 427.5
Operating Income (141.6) 11.5 (113.0) 57.5
Net Income (Loss) (83.1) (1.7) (77.1) (1.4)
Income (Loss) to Common Shares (84.8) (3.4) (84.1) (5.7)
Income (Loss) Per Share (in dollars) (0.95) (0.04) (0.94) (0.07)
Discretionary Cash Flow 28.6 47.2 166.2 155.9
Discretionary Cash Flow Per Share (in dollars) 0.32 0.53 1.85 1.97
Average Shares Outstanding 89.8 89.5 89.7 79.0
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SANTA FE ENERGY RESOURCES, INC.
FOURTH QUARTER 1993 RESULTS OF OPERATIONS
THREE MONTHS ENDED YEAR ENDED
DECEMBER 31, DECEMBER 31,
------------------ ----------------
1993 1992 1993 1992
------ ------ ------ -------
CRUDE OIL AND LIQUIDS
Sales Volumes (MBbls/day)
Domestic
California Heavy 37.2 36.2 37.0 35.6
Other 23.1 23.6 23.2 22.7
---- ---- ---- ----
60.3 59.8 60.2 58.3
Argentina 2.3 2.6 2.4 2.4
Indonesia 3.9 2.7 4.1 1.8
---- ---- ---- ----
66.5 65.1 66.7 62.5
==== ==== ==== ====
Sales Prices ($/Bbl)
Unhedged
Domestic
California Heavy 9.63 12.94 11.24 12.74
Other 13.02 17.00 15.03 16.96
Total 10.93 14.53 12.70 14.38
Argentina 11.70 16.34 14.07 15.99
Indonesia 14.35 17.57 15.50 17.51
Average Unhedged 11.15 14.73 12.93 14.54
Hedged 11.15 15.13 12.93 14.96
Revenues ($/millions)
Sales
Domestic
California Heavy 33.0 43.1 151.7 165.7
Other 27.6 36.9 127.4 141.0
---- ---- ----- -----
60.6 80.0 279.1 306.7
Argentina 2.5 3.9 12.5 13.9
Indonesia 5.2 4.4 23.1 11.8
Hedging --- 2.4 --- 9.7
Net Profits Payments (0.8) (2.9) (7.4) (8.5)
---- ---- ----- -----
67.5 87.8 307.3 333.6
==== ==== ===== =====
NATURAL GAS
Sales Volumes (MMcf/day) 165.9 154.8 165.4 126.3
Sales Prices ($/Mcf)
Unhedged 2.11 2.09 2.03 1.71
Hedged 2.11 2.07 1.89 1.70
Revenues
Sales 32.1 29.9 122.3 79.1
Hedging --- (0.3) (8.2) (0.5)
Net Profits Payments (0.6) (1.6) (6.3) (3.8)
---- ---- ----- ----
31.5 28.0 107.8 74.8
==== ==== ===== ====
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SANTA FE ENERGY RESOURCES, INC.
CONSOLIDATED STATEMENT OF OPERATIONS
(IN MILLIONS OF DOLLARS, EXCEPT AS NOTED)
THREE MONTHS ENDED YEAR ENDED
DECEMBER 31, DECEMBER 31,
-------------------- --------------------
1993 1992 1993 1992
------ ------ ------ ------
REVENUES
Crude oil and liquids sales 67.5 87.8 307.3 333.6
Natural gas sales 31.5 28.0 107.8 74.8
Natural gas systems 0.3 3.0 8.2 7.3
Crude oil marketing and trading 2.6 2.8 9.9 5.9
Other 0.7 1.8 3.7 5.9
------ ----- ------ -----
Total Revenues 102.6 123.4 436.9 427.5
------ ----- ------ -----
COSTS AND EXPENSES
Production and operating 39.4 44.1 163.8 153.4
Oil and gas systems and pipelines 0.9 2.7 4.2 3.2
Exploration, including dry hole costs 7.7 9.1 31.0 25.5
Depletion, depreciation and amortization 40.6 41.6 152.7 146.3
Impairment of oil and gas properties 99.3 --- 99.3 ---
General and administrative 10.9 7.9 32.3 30.8
Taxes (other than income) 6.8 6.2 27.3 24.3
Restructuring charges 38.6 --- 38.6 ---
Loss (gain) on disposition of properties --- 0.3 0.7 (13.5)
------ ----- ------ -----
Total Costs and Expenses 244.2 111.9 549.9 370.0
------ ----- ------ -----
Income from Operations (141.6) 11.5 (113.0) 57.5
Interest income 0.3 1.0 9.1 2.3
Interest expense (12.7) (15.5) (45.8) (55.6)
Interest capitalized 1.0 1.4 4.3 4.9
Other income (expense) (3.7) 0.3 (4.8) (10.0)
------ ----- ------ -----
Income (Loss) Before Income Taxes (156.7) (1.3) (150.2) (0.9)
Income taxes 73.6 (0.4) 73.1 (0.5)
------ ----- ------ -----
Net Income (Loss) (83.1) (1.7) (77.1) (1.4)
Preferred dividend requirement (1.7) (1.7) (7.0) (4.3)
------ ----- ------ -----
Earnings (Loss) to Common Shares (84.8) (3.4) (84.1) (5.7)
====== ===== ====== =====
Earnings (Loss) per Share (0.95) (0.04) (0.94) (0.07)
====== ===== ====== =====
Average Shares Outstanding (in millions) 89.8 89.5 89.7 79.0
====== ===== ====== =====
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SANTA FE ENERGY RESOURCES, INC.
CONSOLIDATED CASH FLOWS
(IN MILLIONS OF DOLLARS, EXCEPT AS NOTED)
THREE MONTHS ENDED YEAR ENDED
DECEMBER 31, DECEMBER 31,
-------------------- --------------------
1993 1992 1993 1992
------ ------ ------ ------
Earnings (Loss) to Common (84.8) (3.4) (84.1) (5.7)
Depletion, Depreciation and Amortization 40.6 41.6 152.7 146.3
Impairment of Oil and Gas Properties 99.3 --- 99.3 ---
Deferred Income Taxes (72.5) 0.4 (71.9) (6.3)
Exploratory Dry Hole Costs 3.7 2.1 8.9 4.7
Exploration Expenses, other than dry holes 4.0 7.0 22.1 20.8
Net Loss (Gain) on Property Dispositions --- 0.3 0.7 (13.6)
Interest Capitalized (1.0) (1.4) (4.3) (4.9)
Restructuring Charges 38.6 --- 38.6 ---
Adobe Resources Acquisition Costs Expensed --- --- --- 10.9
Other 0.7 0.6 4.2 3.7
----- ----- ------ -----
DISCRETIONARY CASH FLOW 28.6 47.2 166.2 155.9
DISCRETIONARY CASH FLOW PER SHARE (IN DOLLARS) 0.32 0.53 1.85 1.97
Changes in Operating Assets and Liabilities 13.3 (0.8) 4.4 (1.1)
Cash Restructuring Charges (10.8) --- (10.8) ---
Capital Expenditures (excluding capitalized interest) (38.5) (20.3) (122.7) (71.9)
Acquisition of Producing Properties 0.8 (0.4) (4.4) (14.2)
Acquisition of Outsiders' Share of SFEP, L.P. --- --- (28.3) ---
Acquisition of Adobe Resources --- (2.5) --- (11.9)
Exploration Expenses, other than dry holes (4.0) (7.0) (22.1) (20.8)
Proceeds from Property Sales 43.3 69.7 51.1 89.1
Other --- (0.5) (1.6) (2.1)
----- ----- ------ -----
NET CASH FLOW BEFORE FINANCING ACTIVITIES 32.7 85.4 31.8 123.0
Net Change in Debt (28.3) (33.5) (96.5) (55.1)
Common Dividends (3.5) (3.6) (14.3) (12.3)
----- ----- ------ -----
Increase (Decrease) in Cash 0.9 48.3 (79.0) 55.6
===== ===== ====== =====
Cash at End of Period 4.8 83.8 4.8 83.8
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SANTA FE ENERGY RESOURCES, INC.
CONSOLIDATED BALANCE SHEETS
(IN MILLIONS OF DOLLARS)
DECEMBER 31, DECEMBER 31,
1993 1992
------------ ------------
ASSETS
Cash 4.8 83.8
Other Current Assets 108.2 121.6
------- -------
113.0 205.4
Property and Equipment, net 881.9 1,101.8
Other Assets 82.0 30.0
------- -------
1,076.9 1,337.2
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LIABILITIES AND SHAREHOLDERS' EQUITY
Current Portion of Long-Term Debt 44.3 53.4
Other Current Liabilities 121.8 119.0
------- -------
166.1 172.4
Long-Term Debt 405.4 492.8
Deferred Income Taxes 44.4 119.0
Other Long-Term Obligations 57.4 56.4
Convertible Preferred Stock 80.0 80.0
Shareholders' Equity 323.6 416.6
------- -------
1,076.9 1,337.2
======= =======
CAPITALIZATION
Long-Term Debt 52.7% 52.3%
Convertible Preferred Stock 9.4% 7.7%
Shareholders' Equity 37.9% 40.0%
------- -------
100.0% 100.0%
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