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8-K - FORM 8-K - PostRock Energy Corpd393311d8k.htm

Exhibit 99.1

 

LOGO

PostRock Reports Second Quarter Results

OKLAHOMA CITY – August 8, 2012 – PostRock Energy Corporation (NASDAQ: PSTR) today announced its second quarter 2012 results. Oil and gas revenues fell 50% from the prior-year period to $10.7 million. The decline paralleled a 51% drop in the Company’s realized gas price which averaged $2.06 per Mcf in the period. This price does not reflect the benefits of hedging which are included in Other Income. As substantially all gas development was suspended in September 2011 due to falling prices, gas production fell 11.1% from the prior-year period to an average of 45.2 MMcf a day. Oil production, which remains modest but is benefiting from current development efforts, increased 22.5% to an average of 265 Bbls a day. Gathering revenue fell by almost 70% to $474,000. More than two-thirds of the decline resulted from the royalty settlement. A further $125,000 can be tracked to the Company’s production decline and $175,000 related to a 26% reduction in third party volumes. Pipeline revenue rose 14.1% to $2.8 million as growing associated gas volumes from Osage County, OK increased throughput.

Realized hedging gains, including gains on settling June, July and August 2012 gas swaps, totaled $18.6 million for the quarter. Unfortunately, as the settlement was structured as a re-pricing, a portion of these gains were subsequently lost. Due to the declining unit price of Constellation Energy Partners (“CEP”) in the quarter, the Company recorded a mark-to-market loss of $6.6 million. In June 2012, a $5.7 million escrow related to a 2011 property sale was released. Of this amount, $1.3 million was retained by the Company and $4.4 million was paid to the Royal Bank of Canada. At June 30, 2012, a $564,000 escrow balance remained and is scheduled for release in December 2012. Only $164,000 of this will remain with PostRock.

Production costs, consisting of lease operating expenses, gathering costs and production taxes, totaled $10.7 million, a 6.2% decrease from the prior-year period. The decrease was in part due to field optimization projects. Labor, vehicle and equipment costs decreased $691,000 and gathering costs fell $470,000. A $702,000 reduction in production taxes also contributed. These reductions were offset by the absence of capitalized costs, increased workover expenses of $319,000 and increased maintenance expenses of $241,000 driven by April weather issues. Production costs totaled $2.51 an Mcfe, a 4.1% increase from the prior-year quarter. Pipeline operating expense totaled $765,000, a 43.7% decrease. The decrease was due to the timing of integrity tests and the elimination of a contractual payment to another pipeline that had been reduced in January 2011 and eliminated in October. General and administrative expenses totaled $3.9 million, a 24.7% decrease from the prior-year period. The decrease was primarily due to a $900,000 reduction in compensation costs and a $185,000 drop in legal fees.

In April, PostRock re-priced its June, July and August NYMEX gas swap contracts, raising $10.8 million. This was effected by selling hedges to help reduce its bank debt and simultaneously entering into new contracts. Since the transaction, the new contracts have experienced $1.6 million in losses. Of this amount, $476,000 rolled into 2016 hedges, $514,000 was paid in July and $617,000 in August. PostRock holds gas hedges covering 30 MMcf a day for the remainder of 2012 at an average price of $5.12 per Mcf and 25 MMcf a day in 2013 at an average price of $6.58 per Mcf. The fair value of these hedges at June 30, 2012


totaled $43.2 million. This value changes daily based on price fluctuations and monthly due to roll off of hedges. The following table summarizes the hedges at June 30, 2012.

 

      July - Dec.
2012
    2013     2014      2015      2016  

Gas Hedges

            

Southern Star Gas Swaps

            

Volume (Mmbtu)

     1,000,002        —          —           —           —     

Weighted Average Price (Mmbtu)

     $6.63        —          —           —           —     

NYMEX Gas Swaps

            

Volume (Mmbtu)

     4,524,590        9,000,003        —           —           1,047,000   

Weighted Average Price (Mmbtu)

     $5.51        $7.28        —           —           $4.00   

Southern Star Basis Swaps

            

Volume (Mmbtu)

     4,524,590        9,000,003        —           —           —     

Weighted Average Price (Mmbtu)

     ($0.72     ($0.71     —           —           —     

Oil Hedges

            

NYMEX Oil Swaps

            

Volume (Bbls)

     33,342        65,892        61,680         58,164         53,892   

Weighted Average Price (Bbl)

     $93.86        $101.70        $97.00         $93.40         $91.10   
  

 

 

   

 

 

   

 

 

    

 

 

    

 

 

 

Debt

At June 30, 2012, PostRock’s only debt was $167.4 million drawn on its bank facility. Debt decreased $11.7 million during the quarter. The reduction was largely funded with proceeds from settling June, July and August gas swaps. At August 8th, debt totaled $161.8 million.

On June 1, 2012, the borrowing base was redetermined based on December 31, 2011 reserves. Values for the KPC pipeline and the 26.5% ownership in CEP were also included. Primarily as a result of lower gas prices and the roll off of hedges, the borrowing base was reduced $24 million to $176 million. Through the October 2012 redetermination, the borrowing base will decline $1 million a month. Additional interest at the rate of 1.5% is payable on borrowings above $120 million. The $120 million figure appears to be the lenders’ consensus on the value of a conforming borrowing base on proved reserves. With White Deer’s equity investment on August 1, 2012, the borrowing base was permanently reduced to $166.5 million. Given current gas prices, the Company does not anticipate having meaningful liquidity for some time without a refinancing. Working capital needs and capital expenditures are expected to be funded with cash flow from operations.

On August 1, 2012, White Deer invested a further $12 million in Company equity, comprised of 50% common and 50% preferred stock. Simultaneously, it extended the period during which PostRock may pay-in-kind the dividends on all preferred stock held by White Deer by 18 months to December 2014. Proceeds from the investment were used to reduce debt and provide working capital.

At June 30, 2012, PostRock elected to pay-in-kind the quarterly dividend to White Deer which increased the liquidation value of Series A Preferred Stock outstanding by $2.2 million to $74.0 million. White Deer also received 1.4 million additional warrants with a strike price of $1.56 a share. Following the investment and the June 30th dividend, White Deer holds $80 million at liquidation preference of Series A Preferred, 26.7 million warrants exercisable at an average price of $3.00 a share and 5.3 million common shares.


      December 31,
2011
     June 30,
2012
 
     (in thousands)  

Cash and equivalents

   $ 349       $ 105   
  

 

 

    

 

 

 

Long-term debt (including current maturities)

     

Borrowing base facility

   $ 190,000       $ 167,355   

Secured pipeline loan

     3,000         —     
  

 

 

    

 

 

 

Total

   $ 193,000       $ 167,355   
  

 

 

    

 

 

 

Redeemable preferred stock

   $ 56,736       $ 60,463   

Stockholders’ equity

     7,810         1,451   
  

 

 

    

 

 

 

Total capitalization

   $ 257,546       $ 229,269   
  

 

 

    

 

 

 

Capital Expenditures

During the first half of 2012, capital expenditures totaled $9.2 million. This included $4.1 million spent on oil directed drilling and recompletions, $1.6 million to complete vehicle and equipment efficiency projects, $1.2 million to connect two sections of the gathering system, $1.8 million to complete facility and IT projects, $377,000 on KPC and $100,000 to extend leases.

Management Comment

Terry W. Carter, PostRock’s President and Chief Executive Officer, said, “Gas prices remain depressed and, despite the recent rebound, they remain at unprofitable levels. As a result, we are focused on retiring debt and reducing our cost structure. White Deer’s recent $12 million investment and extension of the PIK period on our Preferred was an important step in giving us time to return to profitability.”

“All drilling and development capital is currently being directed to oil projects. Since March, we have performed 30 Cherokee Basin recompletions. The projects are low cost and should not add significant operating costs. It appears the projects have a 50% success rate and, in aggregate including those that prove unsuccessful, a rate of return greater than 75% at current prices. During the quarter, we also drilled three oil wells in southeast Kansas at a combined cost of only $316,000. Production from the three averaged 20 net barrels a day for the first 30 days. We expect to pursue additional such opportunities shortly. Oil production has increased over 20% since last year. We plan ten to twelve workovers a month for the remainder of the year.”

“In June, our borrowing base was redetermined, dropping from $200 million to $176 million. At June 30, 2012, the outstanding balance became current as the facility expires on June 30, 2013. Recently, we have had discussions with a number of lenders and firms about a refinancing. We hope to have something to report on that front shortly.”

“KPC is continuing to slightly exceed expectations due to transportation contracts related to the development of the oil-rich Mississippian play. Volumes and revenues have increased while we have been successful at continuing to lower operating costs. Meanwhile, the strategic discussion about the pipeline continues.”


Webcast and Conference Call

PostRock will host its quarterly webcast and conference call tomorrow, Thursday, August 9, 2012, 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.

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 and operates minor oil producing properties in Oklahoma, oil and gas producing properties in the Appalachian Basin and a 1,120 mile interstate natural gas pipeline, which transports natural gas from northern Oklahoma and western Kansas to Wichita and Kansas City.

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 Company’s filings with the Securities and Exchange Commission, including risk factors listed in the Company’s Annual Report on Form 10-K and other filings with the SEC. The Company’s 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 Contact:

North Whipple

Director, Finance & Investor Relations

nwhipple@pstr.com

(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 periods presented.

 

      Three Months Ended June 30,  
     2011     2012  
     (in thousands)  

Net income (loss)

   $ 7,531      $ (18,508

Adjusted for:

    

Interest expense, net

     2,633        2,524   

Depreciation, depletion, accretion and amortization

     6,836        7,781   
  

 

 

   

 

 

 

EBITDA

   $ 17,000      $ (8,203
  

 

 

   

 

 

 

Other income (expense), net

     164        (7

Loss on equity investment

     —          6,636   

Unrealized loss from derivative financial instruments

     1,103        18,777   

Gain on forgiveness of debt

     (1,647     (255

(Gain) loss on disposal of assets

     (2,435     266   

Litigation reserve

     100        —     

Stock based compensation

     1,042        649   
  

 

 

   

 

 

 

Adjusted EBITDA

   $ 15,327      $ 17,863   
  

 

 

   

 

 

 

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 Company’s 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 company’s business, and (d) income taxes, which may become a material element of the Company’s 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 PostRock’s business.


POSTROCK ENERGY CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except per share data)

(Unaudited)

 

      Three Months Ended June 30,  
     2011     2012  

Revenue

    

Oil and gas sales

   $ 21,525      $ 10,650   

Gathering

     15,33        474   

Pipeline

     2,466        2,814   
  

 

 

   

 

 

 

Total

     25,524        13,938   

Costs and expenses

    

Production expense

     11,406        10,699   

Pipeline expense

     1,356        765   

General and administrative

     5,148        3,878   

Litigation reserve

     100        —     

Depreciation, depletion and amortization

     6,836        7,781   

(Gain) loss on disposal of assets

     (2,435     266   
  

 

 

   

 

 

 

Total

     22,411        23,389   
  

 

 

   

 

 

 

Operating income (loss)

     3,113        (9,451

Other income (expense)

    

Realized gain from derivative financial instruments

     6,671        18,618   

Unrealized loss from derivative financial instruments

     (1,103     (18,777

Loss on equity investment

     —          (6,636

Gain on forgiveness of debt

     1,647        255   

Other income (expense), net

     (164     7   

Interest expense, net

     (2,633     (2,524
  

 

 

   

 

 

 

Total

     4,418        (9,057
  

 

 

   

 

 

 

Income (loss) before income taxes

     7,531        (18,508

Income taxes

     —          —     
  

 

 

   

 

 

 

Net income (loss)

     7,531        (18,508

Preferred stock dividends

     (1,915     (2,155

Accretion of redeemable preferred stock

     (380     (501
  

 

 

   

 

 

 

Net income (loss) available to common stock

   $ 5,236      $ (21,164
  

 

 

   

 

 

 

Net income (loss) per common share

    

Basic

   $ 0.63      $ (1.71
  

 

 

   

 

 

 

Diluted

   $ 0.28      $ (1.71
  

 

 

   

 

 

 

Weighted average common shares outstanding

    

Basic

     8,311        12,403   
  

 

 

   

 

 

 

Diluted

     18,792        12,403   
  

 

 

   

 

 

 


POSTROCK ENERGY CORPORATION

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands)

(Unaudited)

 

     December 31,
2011
    June 30,
2012
 
ASSETS   

Current assets

    

Cash and equivalents

   $ 349      $ 105   

Accounts receivable – trade, net

     9,123        6,151   

Other receivables

     1,267        200   

Inventory

     1,788        1,568   

Other

     7,492        3,884   

Derivative financial instruments

     42,803        34,234   
  

 

 

   

 

 

 

Total

     62,822        46,142   

Oil and gas properties, full cost, net

     124,068        118,897   

Pipeline assets, net

     59,088        58,069   

Other property and equipment, net

     14,726        15,673   

Equity investment

     12,994        10,471   

Other, net

     3,497        1,051   

Derivative financial instruments

     29,516        17,360   
  

 

 

   

 

 

 

Total assets

   $ 306,711      $ 267,663   
  

 

 

   

 

 

 
LIABILITIES AND EQUITY   

Current liabilities

    

Accounts payable

   $ 6,286      $ 3,978   

Revenue payable

     4,972        3,529   

Accrued expenses and other

     8,700        5,571   

Litigation reserve

     3,081        4,415   

Current portion of long-term debt

     3,000        167,355   

Derivative financial instruments

     5,223        5,424   
  

 

 

   

 

 

 

Total

     31,262        190,272   

Derivative financial instruments

     4,611        2,999   

Long-term debt

     190,000        —     

Asset retirement obligations

     11,733        12,130   

Other

     4,559        348   
  

 

 

   

 

 

 

Total liabilities

     242,165        205,749   

Commitments and contingencies

    

Series A cumulative redeemable preferred stock

     56,736        60,463   

Stockholders’ equity

    

Preferred stock

     2        2   

Common stock

     99        124   

Additional paid-in capital

     378,093        382,870   

Accumulated deficit

     (370,384     (381,545
  

 

 

   

 

 

 

Total equity

     7,810        1,451   
  

 

 

   

 

 

 

Total liabilities and equity

   $ 306,711      $ 267,663   
  

 

 

   

 

 

 


POSTROCK ENERGY CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

(Unaudited)

 

      Six Months Ended June 30,  
     2011     2012  

Cash flows from operating activities

    

Net income (loss)

   $ 3,670      $ (11,161

Adjustments to reconcile net income (loss) to net cash from operations

    

Depreciation, depletion and amortization

     13,727        14,794   

Stock-based compensation

     1,341        1,091   

Amortization of deferred loan costs

     848        797   

Change in fair value of derivative financial instruments

     11,160        19,314   

Litigation reserve

     9,600        —     

(Gain) loss on disposal of assets

     (12,357     157   

Loss from equity investment

     —          2,467   

Gain on forgiveness of debt

     (1,647     (255

Other non-cash changes to net income (loss)

     (100     259   

Change in assets and liabilities

    

Receivables

     (426     4,039   

Payables

     (2,859     (6,591

Other

     (1,486     1,757   
  

 

 

   

 

 

 

Net cash flows from operating activities

     21,471        26,668   
  

 

 

   

 

 

 

Cash flows from investing activities

    

Restricted cash

     28        —     

Proceeds from sale of assets

     10,682        293   

Equipment, development, leasehold and pipeline

     (15,287     (8,998
  

 

 

   

 

 

 

Net cash flows from investing activities

     (4,577     (8,705
  

 

 

   

 

 

 

Cash flows from financing activities

    

Repayments of debt

     (16,319     (25,645

Proceeds from issuance of common stock

     —          7,514   

Equity issuance costs

       (76
  

 

 

   

 

 

 

Net cash flows from financing activities

     (16,319     (18,207
  

 

 

   

 

 

 

Net increase (decrease) in cash

     575        (244

Cash and equivalents – beginning of period

     730        349   
  

 

 

   

 

 

 

Cash and equivalents – end of period

   $ 1,305      $ 105