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8-K - FORM 8-K - PostRock Energy Corp | h85582e8vk.htm |
Exhibit 99.1
For Immediate Release
PostRock Reports Third Quarter Results
OKLAHOMA CITY November 9, 2011 PostRock Energy Corporation (NASDAQ: PSTR) today
announced results for the third quarter of 2011. Oil and gas revenues totaled $20.5 million, a 4.4%
decrease from the prior-year quarter. Lower revenue was the result of lower natural gas production
and prices. Excluding asset sales, production fell 3.6% to an average of 51.4 Mmcfe per day.
Gathering revenue decreased 3.8% to $1.4 million due to lower volumes. The Company expects
gathering revenue to decrease substantially following resolution of its Kansas royalty owner
litigation. Pipeline revenue rose 4.1% to $2.5 million on increased volumes. Realized hedging gains
in the quarter totaled $7.3 million, a 6.4% increase from the prior-year period.
Production costs, including lease operating expenses (LOE) and production taxes, totaled
$11.8 million. The Company spent $196,000 less on LOE than in the prior year period and expects
additional reductions in coming quarters. Production taxes increased $1.1 million as ad valorem
taxes in the prior- year quarter were revised to reflect lower reserve values assessed by taxing
authorities. Production costs, excluding production taxes, totaled $2.13 per Mcfe, compared to
$2.07 in the prior-year. Pipeline operating expense totaled $1.1 million, a 20.9% decrease from the
prior-year quarter, primarily due to a reduction in capacity expense. General and administrative
expenses totaled $4.2 million, an 8.6% decrease from the prior-year period. The decrease resulted
from lower legal and Board fees, partially offset by a one-time charge of $757,000 related to the
closure of the Companys Houston office.
In September, PostRock reached an agreement in principle, subject only to court approval, to
settle its Kansas royalty owner litigation. The litigation reserve was increased by $2 million to
$7 million to reflect the terms of the preliminary settlement. The reserve represents the present
value of a $3 million cash payment expected to be made in January 2012 and $4.5 million one year
thereafter. The Kansas royalty litigation represents the last material liability remaining from
PostRocks predecessors.
Several significant changes to the balance sheet occurred since year-end 2010. Inventory
decreased $1.7 million as a result of company initiatives to improve efficiency. Further reductions
in inventory are expected by year end. Other current assets increased primarily as a result of the
$3.6 million Appalachian asset sale escrow account moving from the other non-current assets
account. Accounts payable decreased $2.7 million due to reduced capital and operating expenses.
Accrued expenses increased $6 million primarily related to the Appalachian asset sale escrow
account. Other non-current liabilities are mostly comprised of the $4 million portion of the Kansas
royalty owner litigation reserve expected to be paid in 2013 and the Houston office closure
liability.
PostRock holds natural gas hedges covering 37 Mmcf a day for the fourth quarter of 2011 at an
average price of $6.51 per Mcf. Hedges covering 30.1 Mmcf a day in 2012 and 24.7 Mmcf a day in 2013
at an average price of $6.56 and $6.58 per Mcf, respectively, are also held. The fair value of
these hedges at September 30, 2011, totaled $54.3 million. This value changes daily based on oil and gas price
fluctuations and the monthly roll off of hedges.
Remainder of | ||||||||||||||||||||||||
2011 | 2012 | 2013 | ||||||||||||||||||||||
Price | Volume | Price | Volume | Price | Volume | |||||||||||||||||||
(Mmbtu) | (Mmbtu) | (Mmbtu) | (Mmbtu) | (Mmbtu) | (Mmbtu) | |||||||||||||||||||
Southern Star Gas Swaps |
$ | 6.53 | 1,256,241 | $ | 6.72 | 2,000,004 | | | ||||||||||||||||
NYMEX Gas Swaps |
$ | 7.19 | 2,155,068 | $ | 7.22 | 9,000,000 | $ | 7.28 | 9,000,003 | |||||||||||||||
Southern Star Basis Swaps |
($0.70 | ) | 2,155,068 | ($0.70 | ) | 9,000,000 | ($0.71 | ) | 9,000,003 | |||||||||||||||
(Bbl) | (Bbls) | (Bbl) | (Bbls) | (Bbl) | (Bbls) | |||||||||||||||||||
NYMEX Oil Swaps |
$ | 85.90 | 12,000 | $ | 87.90 | 42,000 | | |
Debt and Liquidity
At September 30, 2011, PostRock had $196 million of debt, consisting of $190 million of
Borrowing Base loans and $6 million of pipeline debt. The pipeline loan is being paid off in equal
monthly installments through March 2012. Debt increased $4 million during the quarter as pipeline
debt was reduced $3 million and an additional $7 million was drawn on the Borrowing Base Facility
to fund the investment in Constellation Energy Partners (CEP) and the settlement of the Oklahoma
royalty owner litigation. Including $1.6 million of outstanding letters of credit and $58,000 of
cash, available liquidity approximated $8.4 million. As of November 8, 2011, available liquidity
had increased to approximately $10.5 million.
PostRock elected to pay-in-kind the quarterly dividend to White Deer which increased the
liquidation value of PostRocks Series A Preferred Stock by $2.0 million to $67.7 million. This
resulted in White Deer receiving 636,335 additional warrants with a strike price of $3.10. This
raised White Deers overall holdings to 20.8 million warrants that are exercisable at a weighted
average price of $3.25.
December 31, | September 30, | |||||||
2010 | 2011 | |||||||
(in thousands) | ||||||||
Cash and equivalents |
$ | 730 | $ | 58 | ||||
Long-term debt (including current maturities) |
||||||||
Borrowing base facility |
$ | 187,000 | $ | 190,000 | ||||
Secured pipeline loan |
13,500 | 6,000 | ||||||
QER loan |
19,721 | | ||||||
Total |
$ | 220,221 | $ | 196,000 | ||||
Redeemable preferred stock |
$ | 50,622 | $ | 55,092 | ||||
Stockholders equity (deficit) |
(12,792 | ) | 24 | |||||
Total capitalization |
$ | 258,051 | $ | 251,116 | ||||
Capital Expenditures
During the first three quarters of the year, capital expenditures totaled $24.5 million, a
$1.7 million decrease from the prior-year period. Capital expenditures included $20.6 million spent
on development, $2.5 million on equipment and maintenance, $840,000 on land and $642,000 on the
interstate pipeline.
Management Comment
Terry Carter, PostRocks President and Chief Executive Officer said, We made additional
progress on our strategic plan in the third quarter. We are focused on reducing our ongoing costs
of operation: G&A, pipeline expense and lease operating expense. In total, these costs declined 4%
from the second quarter of 2011. At the same time, we are determining ways to improve individual
well performance on both existing producing wells and newly drilled wells in this challenging gas
price environment.
We reached an agreement resolving our Kansas royalty owner litigation and structured the
payments to reduce the near-term liquidity impact. When the settlement is finalized, no material
disputes from our predecessor entities will remain. We hope to use our acquisition of a 14.9%
voting interest in CEP to improve efficiency in the Cherokee Basin. Specifically, we asked CEP to
exchange operating, production and reserve data with the idea of exploring the possibility of joint
ventures, sales, exchanges or other commercial arrangements. To date, they have refused to share
such information unless we agree to be prohibited from making any disclosures to their or our
shareholders regarding the existence and substance of discussions or negotiations related to any
proposed transaction. As we have previously publicly announced our intention to pursue such a
transaction, CEPs condition of non-disclosure is not something that we are willing to accept.
Through September, we had drilled and connected 83 new development wells, completed 10 wells
drilled in prior periods, recompleted or connected 83 wells and returned 53 wells to production in
the Cherokee Basin. Aggregate production from the wells is meeting expectations. Given the decline
in gas prices, and the even greater need to better understand results, we have kept our drilling
activity below budgeted levels. Year-to-date drilling and development expenditures are 42% below
budget. We plan to drill, complete and connect approximately 15 wells in the fourth quarter.
Our interstate pipeline continues to benefit from cost reductions and increasing utilization.
The segments gross margin improved 41% from the year ago period. We believe the pipeline may well
have significant additional value due to its location in the emerging Mississippian play. We
continue to explore different options to try and capitalize on this.
PostRock Energy Corporation is engaged in the acquisition, exploration, development,
production and transportation of oil and natural gas, primarily in the Cherokee Basin of Kansas and
Oklahoma. The Company owns and operates over 3,000 wells and nearly 2,200 miles of gas gathering
lines in the Basin. It also owns a 1,120 mile interstate natural gas pipeline, which transports
natural gas from northern Oklahoma and western Kansas to Wichita and Kansas City.
Webcast and Conference Call
PostRock will host its quarterly webcast and conference call tomorrow, Thursday, November 10,
2011 at 10:00 a.m. Central Time. The live webcast will be accessible on the Investors page at
www.pstr.com, where it will also be available for replay. The conference call number
for participation is 866-516-1003.
Forward-Looking Statements
Opinions, forecasts, projections or statements, other than statements of historical fact, are
forward-looking statements that involve risks and uncertainties. Forward-looking statements in this
announcement are made pursuant to the safe harbor provisions of the Private Securities Litigation
Reform
Act of 1995. Although the Company believes that the expectations reflected in such
forward-looking statements are reasonable, it can give no assurance that such expectations will
prove to be correct. Actual results may differ materially due to a variety of factors, some of
which may not be foreseen by PostRock. These risks and other risks are detailed in the Companys
filings with the Securities and Exchange Commission, including risk factors listed in the Companys
Annual Report on Form 10-K and other filings with the SEC. The Companys filings with the SEC may
be found at www.pstr.com or www.sec.gov. By making these forward-looking statements, the Company
undertakes no obligation to update these statements for revisions or changes after the date of this
release.
Company Contacts |
||
Jack Collins
|
North Whipple | |
Chief Financial Officer
|
Manager, Corporate Development & Investor Relations | |
(405) 702-7460
|
(405) 702-7423 |
Reconciliation of Non-GAAP Financial Measures
The following table represents a reconciliation of net income (loss) to EBITDA and Adjusted
EBITDA, as defined, for the period presented.
Three Months Ended September 30, | ||||||||
2010 | 2011 | |||||||
Net income (loss) attributable to controlling interest |
$ | 28,189 | $ | 7,007 | ||||
Adjusted for: |
||||||||
Net income (loss) attributable to non-controlling
interest |
| | ||||||
Income taxes |
| | ||||||
Interest expense, net |
8,602 | 2,611 | ||||||
Depreciation, depletion and amortization |
4,874 | 6,755 | ||||||
EBITDA |
$ | 41,665 | $ | 16,373 | ||||
Other (income) expense, net |
(58 | ) | (23 | ) | ||||
(Gain) from troubled debt restructuring |
| | ||||||
Unrealized (gain) loss from derivative financial
instruments |
(25,445 | ) | (4,689 | ) | ||||
Recovery of misappropriated funds |
(997 | ) | | |||||
Stock based compensation |
353 | (156 | ) | |||||
(Gain) loss on disposal of assets |
(9 | ) | (28 | ) | ||||
Impairment |
| | ||||||
Office closure costs |
| 757 | ||||||
Loss from investment in affiliate |
| 859 | ||||||
Adjusted EBITDA |
$ | 15,509 | $ | 13,093 | ||||
Although adjusted EBITDA is not a measure of performance calculated in accordance with
generally accepted accounting principles, or GAAP, management considers it an important measure of
performance. Adjusted EBITDA is not a substitute for the GAAP measures of earnings or cash flow and
is not necessarily a measure of the Companys ability to fund its cash needs. In addition, it
should be noted that companies calculate adjusted EBITDA differently, and therefore adjusted EBITDA
as presented herein may not be comparable to adjusted EBITDA reported by other companies. Adjusted
EBITDA has material limitations as a performance measure because it excludes, among other things,
(a) interest expense, which is a necessary element of business to the extent that an entity incurs
debt, (b) depreciation, depletion and amortization, which are necessary elements of any business
that uses capital assets, (c) impairments of oil and gas properties, which may at times be a material element of
an independent oil companys business, and (d) income taxes, which may become a material element of
the Companys operations in the future. Because of its limitations, adjusted EBITDA should not be
considered a measure of discretionary cash available to us to invest in the growth of PostRocks
business.
POSTROCK ENERGY CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share data)
(Unaudited)
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share data)
(Unaudited)
Three Months Ended September 30, | ||||||||
2010 | 2011 | |||||||
Revenues |
||||||||
Oil and gas sales |
$ | 21,484 | $ | 20,543 | ||||
Gathering |
1,437 | 1,383 | ||||||
Pipeline |
2,402 | 2,501 | ||||||
Total |
25,323 | 24,427 | ||||||
Costs and expenses |
||||||||
Production expense |
10,904 | 11,845 | ||||||
Pipeline expense |
1,431 | 1,132 | ||||||
General and administrative |
4,638 | 4,241 | ||||||
Litigation reserve |
20 | 1,981 | ||||||
Depreciation, depletion and amortization |
4,874 | 6,755 | ||||||
(Gain) loss on sale of assets |
(9 | ) | (28 | ) | ||||
Recovery of misappropriated funds |
(997 | ) | | |||||
Total |
20,861 | 25,926 | ||||||
Operating income (loss) |
4,462 | (1,499 | ) | |||||
Other income (expense) |
||||||||
Gain from derivative financial instruments |
32,271 | 11,953 | ||||||
Loss from investment in affiliate |
| (859 | ) | |||||
Gain on forgiveness of debt |
| | ||||||
Other income (expense), net |
58 | 23 | ||||||
Interest expense, net |
(8,602 | ) | (2,611 | ) | ||||
Total |
23,727 | 8,506 | ||||||
Income before income taxes |
28,189 | 7,007 | ||||||
Income taxes |
| | ||||||
Net income |
28,189 | 7,007 | ||||||
Net income attributable to non-controlling interest |
| | ||||||
Net income attributable to controlling interest |
28,189 | 7,007 | ||||||
Preferred dividends |
(180 | ) | (1,973 | ) | ||||
Accretion of redeemable preferred stock |
(29 | ) | (406 | ) | ||||
Net income available to common stock |
$ | 27,980 | $ | 4,628 | ||||
Net income per common share |
||||||||
Basic |
$ | 3.47 | $ | 0.51 | ||||
Diluted |
$ | 3.21 | $ | 0.29 | ||||
Weighted average common shares outstanding |
||||||||
Basic |
8,063 | 9,009 | ||||||
Diluted |
8,719 | 16,009 | ||||||
POSTROCK ENERGY CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands)
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands)
December 31, | September 30, | |||||||
2010 | 2011 | |||||||
(Unaudited) | ||||||||
ASSETS |
||||||||
Current assets |
||||||||
Cash and equivalents |
$ | 730 | $ | 58 | ||||
Accounts receivable trade, net |
11,845 | 10,727 | ||||||
Other receivables |
1,153 | 777 | ||||||
Inventory |
6,161 | 4,499 | ||||||
Other current assets |
2,799 | 7,526 | ||||||
Derivative financial instruments |
31,588 | 35,366 | ||||||
Total |
54,276 | 58,953 | ||||||
Oil and gas properties, full cost, net |
116,488 | 121,973 | ||||||
Pipeline assets, net |
61,148 | 59,511 | ||||||
Other property and equipment, net |
15,964 | 15,109 | ||||||
Investment in affiliate |
| 10,673 | ||||||
Other noncurrent assets, net |
9,303 | 4,486 | ||||||
Derivative financial instruments |
39,633 | 29,229 | ||||||
Total assets |
$ | 296,812 | $ | 299,934 | ||||
LIABILITIES AND EQUITY |
||||||||
Current liabilities |
||||||||
Accounts payable |
$ | 7,030 | $ | 4,319 | ||||
Revenue payable |
5,898 | 5,359 | ||||||
Accrued expenses and other current liabilities |
7,190 | 13,150 | ||||||
Litigation reserve |
1,020 | 3,070 | ||||||
Current portion of long-term debt |
10,500 | 6,000 | ||||||
Derivative financial instruments |
3,792 | 4,737 | ||||||
Total |
35,430 | 36,635 | ||||||
Derivative financial instruments |
6,681 | 5,581 | ||||||
Long-term debt |
209,721 | 190,000 | ||||||
Asset retirement obligations |
7,150 | 7,726 | ||||||
Other noncurrent liabilities |
| 4,876 | ||||||
Total liabilities |
258,982 | 244,818 | ||||||
Commitments and contingencies |
| | ||||||
Series A cumulative redeemable preferred stock |
50,622 | 55,092 | ||||||
Stockholders equity |
||||||||
Preferred stock |
2 | 2 | ||||||
Common stock |
82 | 95 | ||||||
Additional paid-in capital |
377,538 | 379,664 | ||||||
Accumulated deficit |
(390,414 | ) | (379,737 | ) | ||||
Total equity (deficit) |
(12,792 | ) | 24 | |||||
Total liabilities and equity |
$ | 296,812 | $ | 299,934 | ||||
POSTROCK ENERGY CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
(Unaudited)
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
(Unaudited)
(Predecessors) | ||||||||||||
January 1, 2010 to | March 6, 2010 to | Nine Months Ended | ||||||||||
March 5, | September 30, | September 30, | ||||||||||
2010 | 2010 | 2011 | ||||||||||
Cash flows from operating activities |
||||||||||||
Net income |
$ | 21,736 | $ | 35,612 | $ | 10,677 | ||||||
Adjustments to reconcile net income to cash provided by
operations |
||||||||||||
Depreciation, depletion and amortization |
4,164 | 10,882 | 20,482 | |||||||||
Stock-based compensation |
808 | 987 | 1,184 | |||||||||
Amortization of deferred loan costs |
2,094 | 5,339 | 1,278 | |||||||||
Change in fair value of derivative financial instruments |
(21,573 | ) | (32,804 | ) | 6,471 | |||||||
Litigation reserve |
| | 6,031 | |||||||||
Loss (gain) on disposal of property and equipment |
| 131 | (12,385 | ) | ||||||||
(Gain) on forgiveness of debt |
| | (1,647 | ) | ||||||||
Loss from investment in affiliate |
859 | |||||||||||
Other non-cash changes to net income |
| 111 | 562 | |||||||||
Change in assets and liabilities |
||||||||||||
Receivables |
777 | 5,021 | 1,494 | |||||||||
Payables |
743 | 1,312 | (2,806 | ) | ||||||||
Other |
468 | (506 | ) | (2,725 | ) | |||||||
Cash flows from operating activities |
9,217 | 26,085 | 29,475 | |||||||||
Cash flows from investing activities |
||||||||||||
Restricted cash |
(1 | ) | 331 | 28 | ||||||||
Proceeds from sale of equity securities |
| | 1,634 | |||||||||
Investment in affiliate |
| | (6,864 | ) | ||||||||
Proceeds from sale of oil and gas properties |
| 110 | 10,706 | |||||||||
Equipment, development, leasehold and pipeline |
(2,282 | ) | (20,588 | ) | (23,398 | ) | ||||||
Cash flows from investing activities |
(2,283 | ) | (20,147 | ) | (17,894 | ) | ||||||
Cash flows from financing activities |
||||||||||||
Proceeds from issuance of preferred stock and warrants |
| 60,000 | | |||||||||
Proceeds from debt |
900 | 2,100 | 3,000 | |||||||||
Repayments of debt |
(41 | ) | (88,976 | ) | (15,319 | ) | ||||||
Proceeds from stock option exercise |
| | 66 | |||||||||
Refinancing and equity offering costs |
| (6,477 | ) | | ||||||||
Cash flows from financing activities |
859 | (33,353 | ) | (12,253 | ) | |||||||
Net increase (decrease) in cash |
7,793 | (27,415 | ) | (672 | ) | |||||||
Cash and equivalents-beginning of period |
20,884 | 28,677 | 730 | |||||||||
Cash and equivalents-end of period |
$ | 28,677 | $ | 1,262 | $ | 58 | ||||||