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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 10-K
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934 [FEE REQUIRED]
For the fiscal year ended DECEMBER 31, 1993
or
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 [FEE REQUIRED]
For the transition period from _______________ to _______________
Commission file number 1-8590
MURPHY OIL CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 71-0361522
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification Number)
200 Peach Street, P. O. Box 7000, 71731-7000
El Dorado, Arkansas (Zip Code)
(Address of principal executive offices)
Registrant's telephone number, including area code (501) 862-6411
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Name of each exchange on which registered
Common Stock, $1.00 Par Value New York Stock Exchange
The Toronto Stock Exchange
Series A Participating Cumulative
Preferred Stock Purchase Rights New York Stock Exchange
The Toronto Stock Exchange
Securities registered pursuant to Section 12(g) of the Act: NONE
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months, and (2) has been subject to such filing requirements
for the past 90 days. [X] Yes [_] No.
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. [ X ]
Aggregate market value of the voting stock held by non-affiliates of the
registrant, based on average price at February 28, 1994 as quoted by the New
York Stock Exchange, was approximately $1,276,693,000.
Number of shares of Common Stock, $1.00 Par Value, outstanding at February 28,
1994, was 44,806,705.
Documents incorporated by reference
The Registrant's definitive Proxy Statement relating to the Annual Meeting of
Stockholders on May 11, 1994 (Part III)
===============================================================================
TABLE OF CONTENTS--1993 FORM 10-K REPORT
Page
Numbers
-------
PART I
Item 1. Business 3
Item 2. Properties 3
Item 3. Legal Proceedings 9
Item 4. Submission of Matters to a Vote of Security Holders 9
PART II
Item 5. Market for Registrant's Common Equity and
Related Stockholder Matters 10
Item 6. Selected Financial Data 10
Item 7. Management's Discussion and Analysis of
Financial Condition and Results of Operation 10
Item 8. Financial Statements and Supplementary Data 10
Item 9. Changes in and Disagreements With Accountants
on Accounting and Financial Disclosure 10
PART III
Item 10. Directors and Executive Officers of the Registrant 10
Item 11. Executive Compensation 10
Item 12. Security Ownership of Certain Beneficial Owners
and Management 10
Item 13. Certain Relationships and Related Transactions 10
PART IV
Item 14. Exhibits, Financial Statement Schedules, and
Reports on Form 8-K 11
Signatures 18
Exhibit Index 19
2
PART I
ITEMS 1. AND 2. BUSINESS AND PROPERTIES.
Murphy Oil Corporation is a natural resources company that operates through
subsidiaries in the United States and internationally to conduct the
various business activities of the enterprise. As used in this report, the
terms Murphy, we, our, its, and Company may refer to any one or more of the
consolidated subsidiaries as well as to Murphy Oil Corporation.
The Company was originally incorporated in Louisiana in 1950 as Murphy
Corporation; reincorporated in Delaware in 1964, at which time it adopted
the name Murphy Oil Corporation; and reorganized in 1983 to operate solely
as a holding company of its various businesses. Its activities are
classified into two business segments: (1) "Petroleum," which comprises
its international integrated oil and gas operations and is further
subdivided into "Exploration and Production" and "Refining, Marketing, and
Transportation," and (2) "Farm, Timber, and Real Estate," which has
operations primarily in Arkansas and North Louisiana. Additionally,
"Corporate and Other" activities include interest income, interest expense,
and overhead not allocated to business segments.
The information appearing on pages 4 through 62 of the 1993 Annual Report
to Security Holders (1993 Annual Report) is incorporated in this Annual
Report on Form 10-K as Exhibit 13 and is deemed to be filed as part of this
10-K report as indicated under Items 1, 2, 3, 5, 6, 7, 8, and 14. A
narrative of the graphic and image information that appears in the paper
format version of Exhibit 13 on pages 4 through 62 is included in the
electronic Form 10-K document as an appendix to Exhibit 13 (pages A-1
through A-9).
In addition to the following information about each business segment, data
relative to Murphy's continuing operations, properties, and industry
segments, including revenues by class of products and financial information
by geographic areas, are described on pages 23 through 30 and 50 through 53
of the 1993 Annual Report, which is filed in this 10-K report as Exhibit
13.
PETROLEUM--EXPLORATION AND PRODUCTION
During 1993, Murphy's principal exploration and/or production activities
were conducted in the United States, Ecuador, Spain, Gabon, and Peru by
Murphy Exploration & Production Company (Murphy Expro) and its
subsidiaries; in Canada by Murphy Oil Company Ltd. (MOCL); and in the U.K.
North Sea by Murphy Petroleum Limited. Murphy's crude oil and natural gas
liquids production is in the United States, Canada, the U.K. North Sea,
Gabon, and Spain; its natural gas is produced and sold in the United
States, Canada, the U.K. North Sea, and Spain. In December 1993, MOCL
acquired a five-percent interest in a project (Syncrude) that extracts
synthetic crude oil from oil sand deposits in northern Alberta.
Murphy's estimated net quantities of proved oil and gas reserves and proved
developed oil and gas reserves at January 1, 1991 and at December 31, 1991,
1992, and 1993 by geographic area are reported on pages 55 and 56 of the
1993 Annual Report, which is filed in this 10-K report as Exhibit 13.
Murphy has not filed, and is not required to file, any estimates of its
total proved net oil or gas reserves on a recurring basis with any federal
or foreign governmental regulatory authority or agency other than the SEC.
Annually, Murphy reports gross reserves of U.S. operated properties to the
U.S. Department of Energy; such reserves are derived from the same data
from which estimated total proved net reserves of such properties are
determined.
In 1993, essentially all of Murphy's U.S. crude oil, condensate, and
natural gas liquids production was delivered, either directly or indirectly
through exchanges, to its own refineries. Net crude oil, condensate, and
gas liquids production and net natural gas sales by geographic area with
weighted average sales prices for each of the five years ended December 31,
1993 appear on page 60 of the 1993 Annual Report, which is filed in this
10-K report as Exhibit 13.
3
PETROLEUM - EXPLORATION AND PRODUCTION (Contd.)
Production costs in U.S. dollars per equivalent barrel produced, including
natural gas volumes converted to equivalent barrels of crude oil on the
basis of approximate relative energy content, are shown in the following
table.
United United
Year States Canada Kingdom Ecuador Other
---- ------ ------ ------- ------- -----
1993 $ 3.21 3.70 6.80 - 8.42
1992 3.00 4.18 8.73 - 7.01
1991 3.42 4.90 7.25 - 3.62
Supplemental disclosures about oil and gas producing activities are reported on
pages 54 through 59 of the 1993 Annual Report, which is filed in this report as
Exhibit 13.
At December 31, 1993, Murphy held leases, concessions, or permits on
nonproducing and producing acreage in the following countries (thousands of
acres).
Nonproducing Producing Total
--------------- --------------- ---------------
Country Gross Net Gross Net Gross Net
------- ------ ----- ------- ----- ------- -----
United State - Onshore 79 36 285 60 364 96
- Gulf of Mexico 600 352 442 162 1,042 514
- Frontier 259 139 - - 259 139
------ ----- ----- --- ------ -----
Total United States 938 527 727 222 1,665 749
------ ----- ----- --- ------ -----
Canada - Onshore 748 346 443 180 1,191 526
- Offshore 83 5 - - 83 5
- Oil sands 126 42 27 3 153 45
------ ----- ----- --- ------ -----
Total Canada 957 393 470 183 1,427 576
------ ----- ----- --- ------ -----
United Kingdom 615 124 80 11 695 135
Gabon 2 - 34 9 36 9
Spain 61 11 28 5 89 16
Ecuador 494 99 - - 494 99
Pakistan 6,720 6,720 - - 6,720 6,720
Peru 2,471 988 - - 2,471 988
Somalia 4,023 402 - - 4,023 402
Tunisia 165 42 - - 165 42
------ ----- ----- --- ------ -----
Totals 16,446 9,306 1,339 430 17,785 9,736
====== ===== ===== === ====== =====
Oil and gas wells producing or capable of producing at December 31, 1993 are
summarized as follows.
Oil Wells Gas Wells
---------------- ----------------
Country Gross Net Gross Net
------- ----- ------- ----- -------
United States 1,585 567.9 426 146.4
Canada 4,041 630.0 607 206.0
United Kingdom 80 7.9 16 1.1
Gabon 7 3.1 - -
Spain - - 2 .3
Ecuador (under development) 13 2.6 - -
----- ------- ----- -----
Totals 5,726 1,211.5 1,051 353.8
===== ======= ===== =====
Wells included above with multiple
completions and counted as one well each 120 49.9 115 65.4
===== ======= ===== =====
Gross wells are wells in which all or part of the working interest is owned by
Murphy. Net wells are the portions of the gross wells applicable to Murphy's
working interest.
4
PETROLEUM - EXPLORATION AND PRODUCTION (Contd.)
Murphy's net wells drilled in the last three years are summarized in the
following table.
United States Canada United Kingdom Ecuador Other Totals
---------------- ---------------- ---------------- ---------------- ---------------- -----------------
Productive Dry Productive Dry Productive Dry Productive Dry Productive Dry Productive Dry
---------- --- --------- --- ---------- --- ---------- --- ---------- --- ---------- ----
1993
Exploratory 7.4 6.5 3.9 4.2 .1 - - - - .5 11.4 11.2
Development 4.1 - 24.5 2.7 .7 .1 1.2 - - - 30.5 2.8
1992
Exploratory 7.8 5.2 3.1 1.3 .5 1.0 - - - 1.0 11.4 8.5
Development 2.2 - 18.4 1.3 .3 - - - - - 20.9 1.3
1991
Exploratory 13.4 5.3 3.7 5.0 .3 1.1 - - .3 .3 17.7 11.7
Development 1.7 .6 7.7 1.9 .3 - - - - - 9.7 2.5
The wells that Murphy was drilling at December 31, 1993 are summarized as
follows.
Exploratory Development Totals
------------- ------------- -------------
Country Gross Net Gross Net Gross Net
- - - -------------- ----- --- ----- --- ----- ---
United States 4 1.6 - - 4 1.6
Canada 5 2.5 5 3.1 10 5.6
United Kingdom 2 .4 - - 2 .4
-- --- -- --- -- ---
Totals 11 4.5 5 3.1 16 7.6
== === == === == ===
Additional information about current exploration and production activities is
reported on pages 4 through 14 of the 1993 Annual Report, which is filed in this
10-K report as Exhibit 13.
PETROLEUM - REFINING, MARKETING, AND TRANSPORTATION
Murphy Oil USA, Inc. (Murphy USA), a wholly owned subsidiary, owns and operates
two refineries in the United States. The refinery at Superior, Wisconsin, is
located on fee land. The Meraux, Louisiana, refinery is located on both fee and
leased land; these leases expire at varying times from 2010 to 2022, and at such
times the Company has options to purchase all leased acreage at fixed prices.
Murco Petroleum Limited (Murco), a wholly owned U.K. subsidiary serviced by
Murphy Eastern Oil Company, has an effective 30-percent interest in a 108,000-
barrel-a-day refinery at Milford Haven, Wales. Refinery capacities at December
31, 1993 are shown in the following table.
5
PETROLEUM--REFINING, MARKETING, AND TRANSPORTATION (Contd.)
Milford Haven,
Meraux, Superior, Wales
Louisiana Wisconsin (Murco's 30%) Totals
--------- --------- -------------- ---------
Crude capacity - b/sd* 100,000 35,000 32,400 167,400
Process capacities - b/sd*
Vacuum distillation 40,000 20,000 16,500 76,500
Catalytic cracking - fresh feed 40,000 11,000 9,960 60,960
Pretreating cat-reforming feeds 29,000 9,000 5,400 43,400
Catalytic reforming 23,000 8,000 5,400 36,400
Distillate hydrotreating 15,000 5,800 9,000 29,800
Gas oil hydrotreating 28,000 - - 28,000
Solvent deasphalting 14,000 - - 14,000
Isomerization - 2,000 2,250 4,250
Production capacities - b/sd*
Alkylation 9,500 1,600 1,680 12,780
Asphalt - 13,500 - 13,500
Crude oil and product storage
capacities - bbls. 4,257,000 2,852,000 2,638,000 9,747,000
*Barrels per stream day.
Murphy distributes refined products in the U.S. (by Murphy USA) and Canada (by
MOCL) under the brand name SPUR and to unbranded wholesale accounts from 47
terminals. Four of these are marine terminals, two are supplied by truck, two
are adjacent to the refineries, and 38 are supplied by pipeline. Eight terminals
are wholly owned and operated by Murphy USA, 15 are jointly owned and operated
by others, and the remaining 24 are owned by others. Murphy USA receives
products at the terminals owned by others in exchange for deliveries from the
Company's wholly owned and jointly owned terminals. At the end of 1993, refined
products were marketed at wholesale and/or retail through 606 branded outlets in
14 southeastern and upper midwestern states and eight branded outlets in the
Thunder Bay area of Ontario, Canada.
At the end of 1993, Murco distributed refined products in the United Kingdom
through three wholly owned terminals, 10 terminals owned by others where
products are received in exchange for deliveries from the Company's wholly owned
terminals, and 428 retail outlets under the brand names MURCO and EP.
Murphy owns a 20-percent interest in a 120-mile, 165,000-barrel-a-day refined
products pipeline that transports products from the Meraux refinery to two
common carrier pipelines serving Murphy's marketing area in the southeastern
United States. The Company also owns a 22-percent interest in a 312-mile crude
oil pipeline in Montana and Wyoming with a capacity of 120,000 barrels a day and
a 3.2-percent interest in LOOP Inc., which provides deep-water off-loading
accommodations off the Louisiana coast for oil tankers and onshore facilities
for storage of crude oil. In addition, Murphy owns 29.4 percent of a 22-mile,
300,000-barrel-a-day crude oil pipeline between LOOP storage at Clovelly,
Louisiana, and Alliance, Louisiana, and 100 percent of a 24-mile,
200,000-barrel-a-day crude oil pipeline from Alliance to the Meraux refinery.
The pipeline from Alliance to Meraux is also connected to another company's
pipeline system, thus allowing crude oil from wells serviced by that system to
be shipped to the refinery.
MOCL has a 52.5-percent interest in a 114-mile dual pipeline in Canada that
transports heavy crude oil from Blackfoot, Alberta, to Kerrobert, Saskatchewan,
where access to a major crude trunk line is available. This pipeline has a
throughput capacity of 50,000 barrels a day. MOCL also owns a 13.1-percent
interest in a 40-mile, 38,000-barrel-a-day dual pipeline to transport heavy
crude oil from Cactus Lake, Saskatchewan, to Kerrobert; a 26.3-percent interest
in a 15-mile, 9,000-barrel-a-day dual crude oil pipeline from Bodo, Alberta, to
Cactus Lake; a 100-percent interest in a 10.5-mile, 48,000-barrel-a-day dual
crude oil pipeline from Milk River, Alberta, to the U.S. border; a 100-percent
interest in a 108-mile, 36,000-barrel-a-day crude oil pipeline from Regina,
Saskatchewan, to the U.S. border; and a 100-percent interest in a 28-mile,
15,000-barrel-a-day heavy crude oil pipeline from Eyehill, Saskatchewan, to
Unity, Saskatchewan. MOCL is operator of these pipelines.
6
PETROLEUM--REFINING, MARKETING, AND TRANSPORTATION (Contd.)
Additional information about current refining, marketing, and transportation
activities and a statistical summary of key operating and financial indicators
for each of the five years ended December 31, 1993 are reported on pages 15
through 20 and 61 of the 1993 Annual Report, which is filed in this 10-K report
as Exhibit 13.
FARM, TIMBER, AND REAL ESTATE
Deltic Farm & Timber Co. Inc. (Deltic), a wholly owned subsidiary, is engaged in
farming and timber and land management in Arkansas and North Louisiana, lumber
manufacturing and marketing in Arkansas, and real estate development in western
Little Rock, Arkansas.
Deltic owns sawmills at Ola in central Arkansas and at Waldo in southern
Arkansas. The mills have a combined annual capacity to produce 122.6 million
board feet of lumber. The Ola mill is designed for maximum utilization of small
stem timber, while the Waldo mill can process both small and large diameter
timber.
Deltic owned 341,000 acres of timberland at year-end 1993. Its estimated
standing timber inventories on this acreage are calculated for each tract by
utilizing growth formulas based on representative sample tracts and tree counts
for various diameter classifications. The calculations of pine inventories are
subject to periodic adjustments based on sample cruises or actual volumes
harvested from related tracts. The hardwood inventories shown in the following
table are only approximations, so physical quantities of such timber may vary
significantly from these approximations. Estimated inventories of standing
timber at year-end for each of the last three years were as follows.
1993 1992 1991
------- ------- -------
Pine sawtimber - MBF* 810,162 805,260 766,130
Hardwood sawtimber - MBF* 113,290 114,000 111,104
Pine pulpwood - cords 962,563 940,477 988,790
Hardwood pulpwood - cords 417,293 448,100 436,208
======= ======= =======
*Thousand board feet - Doyle scale.
At Deltic's farms, which comprise 36,000 acres in northeastern Louisiana and
southeastern Arkansas, the primary crops grown and harvested are cotton,
soybeans, corn, wheat, and rice. In recent years, Deltic has been developing in
stages a 4,300-acre planned community centered around an 18-hole golf course
(voted in 1991 by "Golf Digest" as being one of the three best new private
courses in the United States) and selling real estate, primarily residential
lots thus far, in this area of western Little Rock, Arkansas. The golf course
and associated country club are in a nonprofit corporation not owned by the
Company.
Additional information about current farm, timber, and real estate activities
and a statistical summary of key operating and financial indicators for each of
the five years ended December 31, 1993 are reported on pages 21, 22, and 62 of
the 1993 Annual Report, which is filed in this 10-K report as Exhibit 13.
DISCONTINUED OPERATIONS
Prior to the sale effective January 1, 1992 of its wholly owned subsidiary Odeco
Drilling Inc., Murphy was engaged in contract drilling in offshore waters
throughout the world. Further information about the sale is reported by Note D
on page 39 of the 1993 Annual Report, which is filed in this 10-K report as
Exhibit 13.
Effective December 31, 1984, Murphy Expro, at that time named Ocean Drilling &
Exploration Company (ODECO) and owned 59.4 percent by Murphy, elected to cease
the operations of Mentor Insurance Limited, its wholly owned subsidiary that was
engaged in the international insurance and reinsurance business. Events related
to the liquidation of this business are reported by Note E on page 39 of the
1993 Annual Report, which is filed in this 10-K report as Exhibit 13.
EMPLOYEES
Murphy had 1,803 full-time employees at December 31, 1993.
7
COMPETITION AND OTHER CONDITIONS WHICH MAY AFFECT BUSINESS
Murphy operates principally in the oil industry, in which it experiences intense
competition from other oil and gas companies, many of which have substantially
greater resources. In addition, the oil industry as a whole competes with other
industries in supplying energy requirements around the world. Murphy is a net
purchaser of crude oil and other refinery feedstocks and occasionally purchases
refined products and may therefore be required to respond to operating and
pricing policies of others, including producing country governments from whom it
makes purchases.
The operations and earnings of Murphy have been and continue to be affected by
worldwide political developments. Many governments, including those that are
members of the Organization of Petroleum Exporting Countries (OPEC),
unilaterally intervene at times in the orderly market of crude oil and natural
gas produced in their countries through such actions as fixing prices and
determining rates of production and who may sell and buy the production. Until
1993, the United States also regulated prices for certain categories of natural
gas production. In addition, prices and availability of crude oil, natural gas,
and refined products could be influenced by political unrest and by various
governmental policies to restrict or increase petroleum usage and supply. Other
governmental actions that could affect Murphy's operations and earnings include
tax changes and regulations concerning: currency fluctuations, protection of the
environment (See Management's Discussion and Analysis - Environmental
Obligations, page 30 of the 1993 Annual Report, which is filed in this 10-K
report as Exhibit 13.), preferential and discriminatory awarding of oil and gas
leases, restraints and controls on imports and exports, safety, and
relationships between employers and employees. Because these and other
government-influenced factors too numerous to list are subject to constant
changes dictated by political considerations and are often made in great haste
in response to changing internal and worldwide economic conditions and to
actions of other governments or specific events, it is not practical to attempt
to predict the effects of such factors on Murphy's future operations and
earnings.
Murphy's policy is to insure against risks when insurance is available at costs
and terms Murphy considers reasonable. Certain existing risks are insured by
Murphy only through Oil Insurance Limited (OIL), which is operated as a mutual
insurance company by certain participating oil companies including Murphy. OIL
was organized to insure risks for which commercial insurance is unavailable or
for which the cost of commercial insurance is prohibitive.
EXECUTIVE OFFICERS OF THE REGISTRANT
The age (at January 1, 1994), present corporate office, and length of service in
office of each of the Company's executive officers and persons chosen to become
officers are reported in the following listing. Executive officers are elected
annually but may be removed from office at any time by the Board of Directors.
C. H. Murphy Jr - Age 73; Chairman of the Board since 1972. He has been a
Director and Member of the Executive Committee since incorporation of the
Company in 1950 and was Chief Executive Officer from incorporation until 1984.
Jack W. McNutt - Age 59; President, Chief Executive Officer, Director, and
Member of the Executive Committee since 1988. Mr. McNutt was Executive Vice
President, Director, and Member of the Executive Committee from 1981 to 1988;
he was named Chief Operating Officer in 1986.
Claiborne P. Deming - Age 39; Executive Vice President and Chief Operating
Officer, Director, and Member of the Executive Committee since February 1993.
Mr. Deming had been Executive Vice President and Chief Operating Officer since
March 1992. Prior to that, he was President of Murphy USA from 1989 to 1992
and Vice President, Petroleum Operations, for Murphy from 1988 to 1989.
R. Madison Murphy - Age 36; Executive Vice President and Chief Financial and
Administrative Officer, Director, and member of the Executive Committee since
February 1993. Mr. Murphy had been Executive Vice President and Chief
Financial Officer since March 1992. Prior to that, he was Vice President,
Planning/Treasury, from 1991 to 1992 and Vice President, Planning, from 1988
to 1991, with additional duties as Treasurer from 1990 until August 1991.
8
EXECUTIVE OFFICERS OF THE REGISTRANT (Contd.)
Steven A. Cosse - Age 46; Vice President and General Counsel since February
1993. Mr. Cosse was General Counsel from August 1991 to February 1993. For the
eight years prior to that, he was General Counsel for ODECO.
Odie F. Vaughan - Age 57; Treasurer since August 1991. From 1975 through July
1991, he was with ODECO as Vice President of Taxes and Treasurer.
Ronald W. Herman - Age 56; Controller since August 1991. He was Controller of
ODECO from 1977 through July 1991.
W. Bayless Rowe - Age 41; Secretary and General Attorney since 1988. He has
been an attorney with the Company since 1977.
ITEM 3. LEGAL PROCEEDINGS.
Information contained in Note E, page 39, and Note S, pages 49 through 50, of
the 1993 Annual Report, which is filed in this 10-K report as Exhibit 13, is
incorporated herein. Also, Murphy Oil USA, Inc., which owns and operates two
oil refineries in the U.S., is a defendant in three governmental actions that:
(1) seek monetary sanctions of $100,000 or more, and (2) arise under enacted
provisions that regulate the discharge of materials into the environment or
have the purpose of protecting the environment. These actions individually or
in the aggregate are not material to the financial condition of the Company.
In addition, Murphy and its subsidiaries are engaged in a number of other
legal proceedings, all of which Murphy considers routine and incidental to its
business and none of which is material as defined.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
No matters were submitted to a vote of security holders during the fourth
quarter of 1993.
9
PART II
ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER
MATTERS.
Information required by this item is reported on pages 31 and 44 through
46, Notes K and L, of the 1993 Annual Report, which is filed in this 10-K
report as Exhibit 13.
ITEM 6. SELECTED FINANCIAL DATA.
Information required by this item appears on page 23 of the 1993 Annual
Report, which is filed in this 10-K report as Exhibit 13.
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATION.
Information required by this item appears on pages 24 through 30 of the
1993 Annual Report, which is filed in this 10-K report as Exhibit 13.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.
Information required by this item appears on pages 31 through 59 of the
1993 Annual Report, which is filed in this 10-K report as Exhibit 13.
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE.
None
PART III
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT.
Certain information regarding executive officers of the Company is included
in Part I, pages 8 and 9, of this 10-K report. Other information required
by this item is incorporated by reference to the Registrant's definitive
proxy statement for the annual meeting of stockholders on May 11, 1994,
under the caption "Election of Directors."
ITEM 11. EXECUTIVE COMPENSATION.
Information is incorporated by reference to the Registrant's definitive
proxy statement for the annual meeting of stockholders on May 11, 1994,
under the captions "Compensation of Directors," "Executive Compensation,"
"Option Exercises and Fiscal Year-End Values," "Option Grants,"
"Compensation Committee Report for 1993," "Shareholder Return Performance
Presentation," and "Retirement Plans."
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.
Information is incorporated by reference to the Registrant's definitive
proxy statement for the annual meeting of stockholders on May 11, 1994,
under the caption "Certain Stock Ownerships."
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.
Information is incorporated by reference to the Registrant's definitive
proxy statement for the annual meeting of stockholders on May 11, 1994,
under the caption "Compensation Committee Interlocks and Insider
Participation."
10
PART IV
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K.
(a) 1. FINANCIAL STATEMENTS
The following consolidated financial statements of Murphy Oil
Corporation and consolidated subsidiaries are included on the pages
indicated of Exhibit 13 to this 10- K report.
Exhibit 13
Page Nos.
-------------
Independent Auditors' Report 32
Consolidated Statements of Income 33
Consolidated Balance Sheets 34
Consolidated Statements of Cash Flows 35
Consolidated Statements of Stockholders' Equity 36
Notes to Consolidated Financial Statements 37 through 53
(a) 2. FINANCIAL STATEMENT SCHEDULES
The following financial statement schedules of Murphy Oil Corporation
and consolidated subsidiaries are included in this 10-K report on the
pages as indicated below. All other schedules are omitted because either
they are not applicable or the required information is included in the
consolidated financial statements or notes thereto.
10-K
Page Nos.
---------
Independent Auditors' Report on Schedules 12
Schedule I --Marketable Securities 13
Schedule V --Property, Plant, and Equipment 14
Schedule VI--Accumulated Depreciation,
Depletion, and Amortization
of Property, Plant, and Equipment 15
Schedule IX--Short-term Borrowings 16
Schedule X --Supplementary Income
Statement Information 17
(a) 3. EXHIBITS
The Exhibit Index on page 19 of this 10-K report lists the exhibits that
are hereby filed.
(b) REPORTS ON FORM 8-K
No reports on Form 8-K were filed during the quarter ended December 31,
1993.
11
INDEPENDENT AUDITORS' REPORT ON SCHEDULES
-----------------------------------------
The Board of Directors
Murphy Oil Corporation:
Under date of March 4, 1994, we reported on the consolidated balance sheets of
Murphy Oil Corporation and Consolidated Subsidiaries as of December 31, 1993 and
1992, and the related consolidated statements of income, stockholders' equity,
and cash flows for each of the years in the three-year period ended December 31,
1993, as contained in the 1993 annual report to stockholders. These consolidated
financial statements and our report thereon are included in Exhibit 13 in the
annual report on Form 10-K for the year 1993. In connection with our audits of
the aforementioned consolidated financial statements, we also have audited the
financial statement schedules as listed under Item 14 (a) 2. These financial
statement schedules are the responsibility of the Company's management. Our
responsibility is to express an opinion on these financial statement schedules
based on our audits.
In our opinion, such financial statement schedules, when considered in relation
to the basic consolidated financial statements taken as a whole, present fairly,
in all material respects, the information set forth therein.
As discussed in Note B to the consolidated financial statements, the Company
adopted the provisions of Financial Accounting Standards Board's Statement of
Financial Accounting Standards No. 106, "Employers' Accounting for
Postretirement Benefits Other Than Pensions," and Statement of Financial
Accounting Standards No. 109, "Accounting for Income Taxes," in 1993.
KPMG PEAT MARWICK
Shreveport, Louisiana
March 4, 1994
12
MURPHY OIL CORPORATION AND CONSOLIDATED SUBSIDIARIES
SCHEDULE I - MARKETABLE SECURITIES
December 31, 1993
----------------------------------------------------
(Thousands of dollars)
Approx.
Market
Value at Balance
Principal Above Sheet
Name of Issuer and Title of Issue Amount Cost Date* Amount*
- - - ---------------------------------- --------- ------ -------- -------
United States Government - Treasury bills $ 91,608 90,620 90,932 90,932
Government of Canada - Treasury bills 8,259 8,227 8,242 8,242
Reverse repurchase agreements 15,170 15,170 15,175 15,175
-------- ------- ------- -------
Total Marketable Securities $115,037 114,017 114,349 114,349
======== ======= ======= =======
*Includes accrued interest.
13
MURPHY OIL CORPORATION AND CONSOLIDATED SUBSIDIARIES
SCHEDULE V--PROPERTY, PLANT, AND EQUIPMENT
Three years ended December 31, 1993
----------------------------------------------------
(Thousands of dollars)
Balance at Other Balance at
beginning Additions changes - end of
Classification of period at cost Retirements add/(deduct) period
- - - -------------- ---------- --------- ----------- ------------- ----------
YEAR ENDED DECEMBER 31, 1991
Exploration and production $2,233,477 116,758 27,528 55 (1)
111,960 (2)
(10,648) (3)
161 (4)
9,636 (5) 2,433,871
Refining 349,664 44,588 114 8 (1)
(1,556) (3) 392,590
Marketing 122,394 15,184 5,769 (20) (1)
(1,352) (3)
853 (6) 131,290
Transportation 57,666 3,371 46 (43) (1)
79 (3) 61,027
Farms, timber, and real estate 155,685 2,858 1,923 (5,225) (7) 151,395
Corporate and other 60,220 2,203 324 (48) (3) 62,051
---------- ------- ------- -------- ---------
$2,979,106 184,962 35,704 103,860 3,232,224
========== ======= ======= ======== =========
YEAR ENDED DECEMBER 31, 1992
Exploration and production $2,433,871 115,296 112,353 41,742 (1)
(129,363) (3)
1,494 (4) 2,350,687
Refining 392,590 47,942 224 (21,011) (3) 419,297
Marketing 131,290 14,111 3,592 (12,462) (3) 129,347
Transportation 61,027 6,020 125 (5,026) (1)
(2,997) (3) 58,899
Farms, timber, and real estate 151,395 6,017 2,619 (928) (7) 153,865
Corporate and other 62,051 1,477 362 (36,716) (1)
(878) (3) 25,572
---------- ------- ------- -------- ---------
$3,232,224 190,863 119,275 (166,145) 3,137,667
========== ======= ======= ======== =========
YEAR ENDED DECEMBER 31, 1993
Exploration and production $2,350,687 503,018 56,768 (140) (1)
(44,585) (3)
97 (4)
107,515 (8)
(828) (9) 2,858,996
Refining 419,297 66,364 58 209 (1)
(1,769) (3) 484,043
Marketing 129,347 16,941 4,723 93 (1)
(1,180) (3) 140,478
Transportation 58,899 3,580 148 134 (1)
(1,337) (3)
580 (8) 61,708
Farms, timber, and real estate 153,865 9,674 3,737 (6) (1)
(1,045) (7)
(11)(10) 158,740
Corporate and other 25,572 4,034 3,089 (291) (1)
(209) (3) 26,017
---------- ------- ------- -------- ---------
$3,137,667 603,611 68,523 57,227 3,729,982
========== ======= ======= ======== =========
(1) Transfers between classifications.
(2) Fair value in excess of book value of properties acquired from minority
interest.
(3) Amounts applicable to foreign currency translations.
(4) Depreciation applicable to used well equipment included in purchase of
producing properties.
(5) Reclassified from investments.
(6) Cancellation or reclassification of capitalized lease obligations.
(7) Reclassified to investments and deferred charges.
(8) Effect of SFAS No. 109 on prior business combinations.
(9) Reclassified from deferred income tax liability.
(10) Other.
14
MURPHY OIL CORPORATION AND CONSOLIDATED SUBSIDIARIES
SCHEDULE VI - ACCUMULATED DEPRECIATION, DEPLETION, AND
AMORTIZATION OF PROPERTY, PLANT, AND EQUIPMENT
Three years ended December 31, 1993
------------------------------------------------------
(Thousands of dollars)
Additions
Balance at charged to Other Balance at
beginning costs and changes - end of
Classification of period expenses Retirements add/(deduct) period
- - - -------------- ---------- ---------- ----------- ------------ ----------
YEAR ENDED DECEMBER 31, 1991
Exploration and production $1,593,936 159,448 24,557 (184) (1)
(8,397) (2)
161 (3)
9,128 (4) 1,729,535
Refining 215,012 17,358 95 5 (1)
(793) (2) 231,487
Marketing 40,969 5,988 2,370 3 (1)
(421) (2)
853 (5) 45,022
Transportation 24,375 2,638 35 177 (1)
35 (2) 27,190
Farms, timber, and real estate 43,513 3,221 346 - 46,388
Corporate and other 20,476 3,673 257 (1) (1)
(29) (2)
99 (4) 23,961
---------- ------- ------- -------- ----------
$1,938,281 192,326 27,660 636 2,103,583
========== ======= ======= ======== ==========
YEAR ENDED DECEMBER 31, 1992
Exploration and production $1,729,535 147,407 111,051 15,964 (1)
(91,893) (2)
1,494 (3) 1,691,456
Refining 231,487 20,623 193 (14) (1)
(8,487) (2) 243,416
Marketing 45,022 6,696 3,076 45 (1)
(4,817) (2) 43,870
Transportation 27,190 2,560 120 (3,220) (1)
(1,262) (2) 25,148
Farms, timber, and real estate 46,388 3,120 710 - 48,798
Corporate and other 23,961 1,432 297 (12,775) (1)
(644) (2)
123 (7) 11,800
---------- ------- ------- -------- ----------
$2,103,583 181,838 115,447 (105,486) 2,064,488
========== ======= ======= ======== ==========
YEAR ENDED DECEMBER 31, 1993
Exploration and production $1,691,456 148,689 49,518 (421) (1)
(32,965) (2)
97 (3)
26,003 (6) 1,783,341
Refining 243,416 19,873 56 119 (1)
(764) (2) 262,588
Marketing 43,870 7,014 4,552 20 (1)
(432) (2) 45,920
Transportation 25,148 2,698 101 433 (1)
(552) (2) 27,626
Farms, timber, and real estate 48,798 3,500 1,381 (11) (7) 50,906
Corporate and other 11,800 1,582 2,709 (151) (1)
(171) (2) 10,351
---------- ------- ------- -------- ----------
$2,064,488 183,356 58,317 (8,795) 2,180,732
========== ======= ======= ======== ==========
(1) Transfers between classifications.
(2) Amounts applicable to foreign currency translations.
(3) Depreciation applicable to used well equipment included in purchase of
producing properties.
(4) Reclassified from investments.
(5) Cancellation or reclassification of capitalized lease obligations.
(6) Effect of SFAS No. 109 on prior business combinations.
(7) Other.
15
MURPHY OIL CORPORATION AND CONSOLIDATED SUBSIDIARIES
SCHEDULE IX - SHORT-TERM BORROWINGS
Three years ended December 31, 1993
----------------------------------------------------
(Thousands of dollars)
At end of period Outstanding during the period
------------------------ ------------------------------------
Weighted Weighted
average average
Category of aggregate interest Maximum Average interest
short-term borrowings Balance (1) rate amount amount (2) rate (2)
- - - --------------------- ----------- -------- -------- ---------- --------
Year ended December 31, 1991
Payable to banks for borrowings $ 37,680 6.2% $ 88,663 15,576 7.7%
Year ended December 31, 1992
Payable to banks for borrowings 2,795 7.2% (3) 123,886 27,418 5.7%
Year ended December 31, 1993
Payable to banks for borrowings - -% 3,104 1,355 6.2%
(1) The unused lines of credit can be withdrawn by the banks at any time.
Outstanding amounts are normally repayable within one year and bear
interest based on the banks' prime lending rates or costs of funds rates.
(2) Average interest rates and average amounts outstanding are based on daily
rates and amounts.
(3) Primarily borrowings in the U.K., with a corresponding deposit earning
interest at a rate that may be up to .5% lower.
16
MURPHY OIL CORPORATION AND CONSOLIDATED SUBSIDIARIES
SCHEDULE X - SUPPLEMENTARY INCOME STATEMENT INFORMATION
Three years ended December 31, 1993
-------------------------------------------------------
(Thousands of dollars)
Charged to Costs and Expenses
------------------------------
Item 1993 1992 1991
---- ------- ------- -------
Maintenance and repairs $88,618 90,238 72,840
======= ====== ======
No other items required to be reported on this schedule exceeded one percent of
total revenues.
17
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
MURPHY OIL CORPORATION
By JACK W. McNUTT Date: March 29, 1994
-------------------------------------- ----------------------------------
Jack W. McNutt, President
Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below on March 29, 1994 by the following persons on behalf of
the registrant and in the capacities indicated.
C. H. MURPHY JR. VESTER T. HUGHES JR.
--------------------------------------- ---------------------------------------
C. H. Murphy Jr., Chairman of the Board Vester T. Hughes Jr., Director
and Director
JACK W. McNUTT MICHAEL W. MURPHY
--------------------------------------- ---------------------------------------
Jack W. McNutt, President and Director Michael W. Murphy, Director
(Principal Executive Officer)
CLAIBORNE P. DEMING WILLIAM C. NOLAN JR.
--------------------------------------- ---------------------------------------
Claiborne P. Deming, Executive William C. Nolan Jr., Director
Vice President and Director
R. MADISON MURPHY CAROLINE G. THEUS
--------------------------------------- ---------------------------------------
R. Madison Murphy, Executive Vice Caroline G. Theus, Director
President and Chief Financial and
Administrative Officer and Director
(Principal Financial Officer)
B. R. R. BUTLER LORNE C. WEBSTER
--------------------------------------- ---------------------------------------
B. R. R. Butler, Director Lorne C. Webster, Director
JOHN W. DEMING RONALD W. HERMAN
--------------------------------------- ---------------------------------------
John W. Deming, Director Ronald W. Herman, Controller
(Principal Accounting Officer)
H. RODES HART
---------------------------------------
H. Rodes Hart, Director
18
EXHIBIT INDEX
Exhibit Page Number or Incorporation by
No. Reference to
- - - ------- -------------------------------
3.1 Certificate of Incorporation of Murphy Oil Corporation as of Exhibit 3.1, Page Ex. 3.1-0 of
September 25, 1986 Murphy's Annual Report on
Form 10-K for the year ended
December 31, 1991
3.2 Bylaws of Murphy Oil Corporation at February 3, 1993 Exhibit 3.3, Page 3.3-0 of
Murphy's Annual Report on
Form 10-K for the year ended
December 31, 1992
3.3 Bylaws of Murphy Oil Corporation at February 2, 1994 Ex. 3.3-1
4 Instruments Defining the Rights of Security Holders.
Murphy Oil Corporation is party to several long-term debt
instruments, none of which authorizes securities that
exceed 10 percent of the total assets of Murphy Oil
Corporation and its subsidiaries on a consolidated basis.
Pursuant to Regulation S-K, Item 601(b), paragraph 4(iii)(A),
Murphy agrees to furnish a copy of each such instrument to
the Securities and Exchange Commission upon request.
4.1 Rights Agreement dated as of December 6, 1989 between Murphy Exhibit 4.1, Page 4.1-0 of Murphy's
Oil Corporation and Harris Trust Company of New York, as Annual Report on Form 10-K for
Rights Agent the year ended December 31, 1989
10.1 1982 Management Incentive Plan Exhibit 10.2, Page Ex. 10.2-0 of
Murphy's Annual Report on
Form 10-K for the year ended
December 31, 1991
10.2 1987 Management Incentive Plan (adopted May 13, 1987, Exhibit 10.3, Page 10.3-0 of
amended February 7, 1990 retroactive to February 3, 1988) Murphy's Annual Report on Form
10-K for the year ended December
31, 1989
10.3 1992 Stock Incentive Plan Exhibit 10.3, Page 10.3-0 of
Murphy's Annual Report on Form
10-K for the year ended December
31, 1992.
13 1993 Annual Report to Security Holders Ex. 13-0 - pages 4 through 62
Appendix - Narrative of Graphic and Image Material A-1
21 Subsidiaries of the Registrant Ex. 21-1
23 Independent Auditors' Consent Ex. 23-1
99.1 Undertakings Ex. 99.1-1
99.2 Form 11-K, Annual Report for the fiscal year ended To be filed as an amendment of
December 31, 1993 covering Combined Thrift Plans for this Annual Report on Form 10-K
Employees of Murphy Oil USA, Inc., and Deltic Farm & not later than 180 days after
Timber Co., Inc. December 31, 1993.
Exhibits other than those listed above have been omitted since they either are
not required or are not applicable.
19