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Apache Reports Record Liquid Hydrocarbon Production, First-Quarter Earnings of $705 Million or $2.08 Per Share

April 29, 2010
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HOUSTON, April 29 /PRNewswire-FirstCall/ — Apache Corporation (NYSE, Nasdaq: APA) today reported first-quarter net income surged to $705 million or $2.08 per diluted common share as liquid hydrocarbon production climbed to a record 300,557 barrels per day, up 8 percent from the prior-year period.

Apache’s oil output — fueled by first production from two new oil developments in Australia — pushed first-quarter oil and gas revenues to $2.7 billion, up 68 percent from the first quarter of 2009.

Apache’s first-quarter adjusted earnings*, which exclude write-downs and certain other items that impact the comparability of operating results, totaled $712 million or $2.10 per share, up 226 percent from $218 million or 65 cents per share in the prior-year period. Using generally accepted accounting principles, Apache recorded a net loss of $1.76 billion or $5.25 per common share in the first quarter of 2009 as a result of a $1.98-billion non-cash, after-tax reduction in the carrying value of its oil and gas properties.

Cash from operations before changes in operating assets and liabilities* totaled $1.6 billion in the first quarter, up nearly 60 percent from $983 million in the year-earlier period.

“Apache is off to a fast start in 2010, with strong operational and financial results and two strategic steps that will add to the company’s future growth,” said G. Steven Farris, chairman and chief executive officer.

Operationally, first-quarter production totaled 585,877 barrels of oil equivalent (boe) per day, up 7 percent from the prior-year period as a result of the Australia developments and increased drilling worldwide. Natural gas production increased 5 percent to 1.7 billion cubic feet per day.

Apache’s worldwide production ramped up during the first quarter, rising to 608,000 boe per day in March. First-quarter net oil production in Australia surged nearly 250 percent to 27,090 barrels per day as production commenced at the Apache-operated Van Gogh and the BHP Billiton-operated Pyrenees developments. Apache owns a 52.5-percent interest in Van Gogh and a 28.57-percent interest in Pyrenees.

Apache’s exploration success in Egypt’s Faghur Basin continued during the first quarter. Gross productive capacity in the Faghur Basin is expected to rise to 40,000 barrels per day as new processing facilities and transportation infrastructure are brought on line by year-end.

“Financially, Apache’s strong results reflect rising production from our balanced portfolio,” Farris said. Liquids sales totaled 51 percent of production but accounted for 74 percent of revenue.”

“We continued to build cash during the quarter, putting us in a strong position for two strategic transactions that are expected to provide near-term production growth on the Gulf Shelf and an extensive inventory of opportunities in the deepwater Gulf of Mexico,” he said.

Apache recently announced that it has agreed to merge with Mariner Energy, a successful deepwater explorer with estimated proved reserves of 181 million boe (47 percent liquid hydrocarbons) as well as unbooked resource potential of 2 billion boe. In February, Mariner produced 63,000 boe per day from the Gulf Shelf and deepwater, the Permian Basin and other onshore plays.

Apache also announced it will acquire additional Gulf Shelf assets from Devon Energy Corp. that add production of 19,000 boe per day with year-end 2009 estimated proved and probable reserves of 83 million boe across 158 blocks. Some of the properties in this acquisition are subject to preferential rights by other interest owners.

“Apache strives continually to build shareholder value over the long term,” Farris said. “We are confident that these strategic steps — not unlike our entry into the Western Desert of Egypt and the Carnarvon Basin in Western Australia — will provide meaningful future value for our shareholders.”

As they are closed, production from the Mariner and Devon transactions will add to Apache’s previously announced forecast of 5-10 percent production growth.

Apache Corporation is an oil and gas exploration and production company with operations in the United States, Canada, Egypt, the United Kingdom North Sea, Australia and Argentina. From time to time, Apache posts announcements, updates and investor information, in addition to copies of all press releases, on its Web site, www.apachecorp.com.

*Adjusted earnings and cash from operations before changes in operating assets and liabilities are non-GAAP measures. Please see reconciliations below. For supplemental and non-GAAP information, please go to www.apachecorp.com/financialinfo.

NOTE: Apache will conduct a conference call to discuss its results at 1 p.m. Central time on Thursday, April 29. The conference call will be webcast from Apache’s Web site, www.apachecorp.com. The webcast replay and podcast will be archived on Apache’s Web site. The conference call will be available for delayed playback by telephone for one week beginning at approximately 4 p.m. on April 30. To access the telephone playback, dial (719) 457-0820 and provide Apache’s confirmation code, 4589281.

Additional information

This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval. Apache will file with the Securities and Exchange Commission (“SEC”) a registration statement on Form S-4 that will include a proxy statement of Mariner that also constitutes a prospectus of Apache. A definitive proxy statement/prospectus will be mailed to stockholders of Mariner. Apache and Mariner also plan to file other documents with the SEC regarding the proposed transaction. INVESTORS AND SECURITY HOLDERS OF MARINER ARE URGED TO READ THE PROXY STATEMENT/PROSPECTUS AND OTHER DOCUMENTS THAT WILL BE FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. Such documents are not currently available. Investors and security holders will be able to obtain the documents (when available) free of charge at the SEC’s web site, www.sec.gov. Copies of the documents filed with the SEC by Apache will be available free of charge on Apache’s website at www.apachecorp.com under the tab “Investors” or by contacting Apache’s Investor Relations Department at 713-296-6000. Copies of the documents filed with the SEC by Mariner will be available free of charge on Mariner’s website at www.mariner-energy.com under the tab “Investor Information” or by contacting Mariner’s Investor Relations Department at 713-954-5558. You may also read and copy any reports, statements and other information filed with the SEC at the SEC public reference room at 100 F Street N.E., Room 1580, Washington, D.C. 20549. Please call the SEC at (800) 732-0330 or visit the SEC’s website for further information on its public reference room.

Apache, Mariner, their respective directors and executive officers and other persons may be deemed, under SEC rules, to be participants in the solicitation of proxies from stockholders of Mariner in connection with the proposed transaction. Information regarding Apache’s directors and officers can be found in its proxy statement filed with the SEC on March 31, 2010 and information regarding Mariner’s directors and officers can be found in its proxy statement filed with the SEC on April 1, 2010. Additional information regarding the participants in the proxy solicitation and a description of their direct and indirect interests in the transaction, by security holdings or otherwise, will be contained in the proxy statement/prospectus and other relevant materials to be filed with the SEC when they become available.

Forward-looking statements and estimates of reserves

Statements in this document include “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. The opinions, forecasts, projections, future plans or other statements other than statements of historical fact, are forward-looking statements, and, accordingly, involve estimates, assumptions, risks and uncertainties. We can give no assurance that such statements will prove to have been correct. Actual results could differ materially as a result of a variety of risks and uncertainties, including, with respect to the Mariner merger: the timing to consummate the proposed merger agreement; the risk that a condition to closing of the proposed agreement may not be satisfied; the risk that a regulatory approval that may be required for the proposed agreement is not obtained or is obtained subject to conditions that are not anticipated; negative effects from the pendency of the merger; our ability to achieve the synergies and value creation contemplated by the proposed merger; our ability to promptly and effectively integrate the merged businesses; and the diversion of management time on agreement-related issues. Other risks and uncertainties and other factors that could materially affect actual results are discussed in Apache’s and Mariner’s most recent 10-Ks as well as each company’s other filings with the SEC available at the SEC’s website at www.sec.gov. Actual results may differ materially from those expected, estimated or projected. Forward-looking statements speak only as of the date they are made, and we undertake no obligation to publicly update or revise any of them in light of new information, future events or otherwise.

Effective January 1, 2010, the United States Securities and Exchange Commission (SEC) now permits oil and gas companies, in their filings with the SEC, to disclose not only “proved” reserves (i.e., quantities of oil and gas that are estimated to be recoverable with a high degree of confidence), but also “probable” reserves (i.e., quantities of oil and gas that are as likely as not to be recovered) as well as “possible” reserves (i.e., additional quantities of oil and gas that might be recovered, but with a lower probability than probable reserves). Statements of reserves are only estimates and may not correspond to the ultimate quantities of oil and gas recovered. Any reserve estimates provided in this presentation that are not specifically designated as being estimates of proved reserves may include estimated reserves not necessarily calculated in accordance with, or contemplated by, the SEC’s latest reserve reporting guidelines. Investors are urged to consider closely the disclosure in Apache’s Annual Report on Form 10-K for the fiscal year ended December 31, 2009, available from Apache at www.apachecorp.com or by writing Apache at: 2000 Post Oak Blvd., Suite 100, Houston, Texas 77056 (Attn: Corporate Secretary). You can also obtain this report from the SEC by calling 1-800-SEC-0330 or from the SEC’s website at www.sec.gov.


                               APACHE CORPORATION
                              FINANCIAL INFORMATION
                      (In thousands, except per share data)

                                                   For the Quarter
                                                   Ended March 31,
                                                   ---------------
                                                   2010               2009
                                                   ----               ----

    REVENUES AND OTHER:
      Oil and gas production revenues        $2,693,625         $1,603,614
      Other                                     (20,374)            30,211
                                                -------             ------
                                              2,673,251          1,633,825
                                              ---------          ---------

    COSTS AND EXPENSES:
      Depreciation, depletion and
       amortization
          Recurring                             638,498            580,617
          Additional                                  -          2,818,161
      Asset retirement obligation
       accretion                                 24,002             26,738
      Lease operating expenses                  440,246            397,489
      Gathering and transportation               40,365             33,339
      Taxes other than income                   176,938             87,339
      General and administrative                 87,150             85,046
      Financing costs, net                       59,267             58,587
                                              1,466,466          4,087,316
                                              ---------          ---------

    INCOME (LOSS) BEFORE INCOME TAXES         1,206,785         (2,453,491)
      Current income tax provision              342,974              2,494
      Deferred income tax provision
       (benefit)                                158,830           (699,045)
                                                -------           --------

    NET INCOME (LOSS)                           704,981         (1,756,940)
      Preferred stock dividends                       -              1,420
                                                    ---              -----

    INCOME (LOSS) ATTRIBUTABLE TO
     COMMON STOCK                              $704,981        $(1,758,360)
                                               ========        ===========

    NET INCOME (LOSS) PER COMMON SHARE:
      Basic                                       $2.09             $(5.25)
                                                  =====             ======
      Diluted                                     $2.08             $(5.25)
                                                  =====             ======

    WEIGHTED AVERAGE COMMON SHARES
     OUTSTANDING                                336,924            335,104
                                                =======            =======

    DILUTED SHARES OUTSTANDING                  339,135            335,104
                                                =======            =======


                                 APACHE CORPORATION
                               FINANCIAL INFORMATION
                                   (In thousands)

                                                      For the Quarter
                                                      Ended March 31,
                                                      ---------------
                                                       2010               2009
                                                       ----               ----
    COSTS INCURRED: (1)
      North America exploration and
       development                                 $528,389           $505,316
      International exploration and
       development                                  481,771            486,782
      Oil and gas property acquisitions               4,670             60,025
                                                 $1,014,830         $1,052,123
                                                 ==========         ==========

      (1) Includes noncash asset
       retirement costs and capitalized
       interest as follows:
            Capitalized interest                    $15,929            $16,009
            Asset retirement costs                  $22,234            $59,605

                                               March 31,         December 31,
                                                       2010               2009
                                                       ----               ----

    BALANCE SHEET DATA:
      Cash and Cash Equivalents                  $2,125,634         $2,048,117
      Other Current Assets                        2,912,621          2,537,732
      Property and Equipment, net                23,404,857         22,900,615
      Goodwill                                      189,252            189,252
      Other Assets                                  595,797            510,027
      Total Assets                              $29,228,161        $28,185,743
                                                ===========        ===========

      Short-Term Debt                              $113,634           $117,326
      Other Current Liabilities                   2,127,092          2,275,232
      Long-Term Debt                              4,950,755          4,950,390
      Deferred Credits and Other
       Noncurrent Liabilities                     5,278,144          5,064,174
      Shareholders' Equity                       16,758,536         15,778,621
      Total Liabilities and Shareholders'
       Equity                                   $29,228,161        $28,185,743
                                                ===========        ===========

      Common shares outstanding at end of
       period                                       337,127            336,437


                             APACHE CORPORATION
                           FINANCIAL INFORMATION

                                                    For the Quarter
                                                    Ended March 31,
                                                    ---------------
                                                      2010           2009
                                                      ----           ----

    PRODUCTION DATA:
      OIL VOLUME - Barrels per day
                Gulf Coast                         50,509         48,810
                Central                             2,371          2,272
                Permian                            35,875         35,663
                United States                     88,755         86,745
                Canada                             14,330         16,349

                North America                    103,085        103,094
                                                 -------        -------
                Egypt                               90,746         83,525
                Australia                          27,090          7,836
                North Sea                          57,847         60,494
                Argentina                           9,921         12,438

                International                    185,604        164,293
                                                 -------        -------
                       Total                      288,689        267,387
                                                  =======        =======

      NATURAL GAS VOLUME - Mcf per day
                Gulf Coast                        380,712        312,332
                Central                           190,481        210,846
                Permian                           100,626         89,500
                United States                    671,819        612,678
                Canada                            313,537        357,215

                North America                    985,356        969,893
                                                 -------        -------
                Egypt                              361,986        317,823
                Australia                         207,294        142,039
                North Sea                           2,563          2,681
                Argentina                         154,723        191,955

                International                    726,566        654,498
                                                 -------        -------
                       Total                    1,711,922      1,624,391
                                                =========      =========

      NGL VOLUME - Barrels per day
                Gulf Coast                          4,898          3,290
                Central                               493            358
                Permian                             1,452          1,262
                United States                      6,843          4,910
                Canada                              1,734          2,112

                North America                      8,577          7,022
                Argentina                           3,291          3,138

                       Total                       11,868         10,160
                                                   ======         ======

      BOE per day
                Gulf Coast                        118,859        104,155
                Central                            34,610         37,771
                Permian                            54,098         51,842
                United States                    207,567        193,768
                Canada                             68,320         77,997

                North America                    275,887        271,765
                                                 -------        -------
                Egypt                              151,077        136,496
                Australia                          61,639         31,509
                North Sea                          58,275         60,941
                Argentina                          38,999         47,568

                International                    309,990        276,514
                                                 -------        -------
                       Total                      585,877        548,279
                                                  =======        =======


                          APACHE CORPORATION
                        FINANCIAL INFORMATION

                                            For the Quarter
                                            Ended March 31,
                                            ---------------
                                            2010            2009
                                            ----            ----

    PRICING DATA:
      AVERAGE OIL PRICE PER BARREL
      Gulf Coast                          $76.94          $40.04
      Central                              75.24           35.96
      Permian                              75.06           34.74
        United States (1)                  74.33           42.67
      Canada                               75.39           37.98
        North America (1)                  74.47           41.93
      Egypt                                76.49           42.21
      Australia                            74.94           31.81
      North Sea                            74.34           44.26
      Argentina                            57.81           47.26
        International                      74.60           42.85
          Total (1)                        74.55           42.49

      AVERAGE NATURAL GAS PRICE PER
       MCF
      Gulf Coast                           $5.71           $4.92
      Central                               5.73            3.78
      Permian                               7.12            3.79
        United States (1)                   6.06            4.57
      Canada (1)                            5.29            4.67
        North America (1)                   5.82            4.61
      Egypt                                 3.57            3.60
      Australia                             2.22            1.60
      North Sea                            18.31            7.40
      Argentina                             2.17            1.98
        International                       2.94            2.71
          Total (1)                         4.60            3.84

      AVERAGE NGL PRICE PER BARREL
      Gulf Coast                          $54.30          $25.36
      Central                              50.06           20.89
      Permian                              44.50           22.35
        United States                      51.91           24.26
      Canada                               40.54           20.60
        North America                      49.61           23.16
      Argentina                            34.60           17.11
          Total                            45.45           21.29

      (1)  Prices reflect the impact of financial derivative
       hedging activities.


                                 APACHE CORPORATION
                               FINANCIAL INFORMATION
                       (In thousands, except per share data)

    NON-GAAP FINANCIAL MEASURES:

    Reconciliation of income attributable to common stock to adjusted
     earnings:
    -----------------------------------------------------------------
    The press release discusses Apache's adjusted earnings.  Adjusted
     earnings exclude certain items that management believes affect the
     comparability of operating results and are meaningful for the
     following reasons:

    --Management uses adjusted earnings to evaluate the company's
     operational trends and performance relative to other oil and gas
     producing companies.

    --Management believes this presentation may be useful to investors
     who follow the practice of some industry analysts who adjust
     reported company earnings for items that may obscure underlying
     fundamentals and trends.

    --The reconciling items below are the types of items management
     believes are frequently excluded by analysts when evaluating the
     operating trends and comparability of the company's results.

                                                      For the Quarter
                                                      Ended March 31,
                                                      ---------------
                                                      2010               2009
                                                      ----               ----

    Income (Loss) Attributable to Common
     Stock (GAAP)                                 $704,981        $(1,758,360)

    Adjustments:
      Foreign currency fluctuation impact on
       deferred tax expense                          6,584             (4,814)
      Additional depletion, net of tax                   -          1,981,398
                                                       ---          ---------
    Adjusted  Earnings  (Non-GAAP)                $711,565           $218,224
                                                  ========           ========

    Adjusted Earnings Per Share (Non-GAAP)
        Basic                                        $2.11              $0.65
                                                     =====              =====
        Diluted                                      $2.10              $0.65
                                                     =====              =====

    Average Number of Common Shares
        Basic                                      336,924            335,104
                                                   =======            =======
        Diluted                                    339,135            336,994
                                                   =======            =======

    Reconciliation of net cash provided by operating activities to cash
     from operations before changes in operating assets and liabilities:
    --------------------------------------------------------------------
    The press release discusses Apache's cash from operations before
     changes in operating assets and liabilities.  It is presented
     because management believes the information is useful for investors
     because it is used internally and widely accepted by those following
     the oil and gas industry as a financial indicator of a company's
     ability to generate cash to internally fund exploration and
     development activities, fund dividend programs, and service debt.
     It is also used by research analysts to value and compare oil and
     gas exploration and production companies, and is frequently included
     in published research when providing investment recommendations.
     Cash from operations before changes in operating assets and
     liabilities, therefore, is an additional measure of liquidity, but
     is not a measure of financial performance under GAAP and should not
     be considered as an alternative to cash flows from operating,
     investing, or financing activities.

    The following table reconciles net cash provided by operating
     activities to cash from operations before changes in operating
     assets and liabilities.

                                                      For the Quarter
                                                      Ended March 31,
                                                      ---------------

                                                      2010               2009
                                                      ----               ----
    Net cash provided by operating activities   $1,153,429           $543,216
    Changes in operating assets and
     liabilities                                   414,451            439,843
    Cash from operations before changes in
     operating assets and liabilities           $1,567,880           $983,059
                                                ==========           ========

APA-F

SOURCE Apache Corporation


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