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8-K - FORM 8-K - Forbes Energy Services Ltd.d399554d8k.htm

Exhibit 99.1

NEWS RELEASE

 

LOGO

 

     Contacts:    Forbes Energy Services Ltd.
     L. Melvin Cooper, SVP & CFO
     361-664-0549

Forbes Energy Services Reports 2012 Second Quarter Results

ALICE, Texas (August 14, 2012) – Forbes Energy Services Ltd. (NASDAQ: FES) and (TSX:FRB) today announced financial and operating results for the three months ended June 30, 2012. All share and per share amounts prior to August 12, 2011have been adjusted to reflect the four-to-one share consolidation completed on August 12, 2011.

Please note: The term “U.S. Operations” refers to continuing operations, which represent the Company’s financial results excluding its discontinued Mexico operations that were sold in January 2012.

Highlights for the quarter ended June 30, 2012:

 

   

Revenues from U.S. Operations decreased 8.9% to $119.8 million in the second quarter of 2012 as compared to $131.5 million in the first quarter of 2012, and increased 8.1% from the $110.8 million reported in the second quarter of 2011;

 

   

Gross profit from U.S. Operations decreased to $33.0 million, or 27.5% of revenues, in the second quarter of 2012 compared to $37.5 million, or 28.6% of revenues, in the first quarter of 2012, and $25.7 million, or 23.2% of revenues, in the second quarter of 2011;

 

   

GAAP net income from U.S. Operations attributable to common shares was $2.6 million, or $0.10 per diluted share, for the second quarter of 2012, compared to net income from U.S. Operations attributable to common shares of $5.2 million or $0.20 per diluted share for the first quarter of 2012, and a net loss from U.S. Operations attributable to common shares of $26.6 million or $1.22 per diluted share for the second quarter of 2011;

 

   

Adjusted EBITDA from U.S. Operations* totaled $26.8 million in the second quarter of 2012 compared to $28.6 million in the first quarter of 2012, and $20.1 million in the second quarter of 2011. Second quarter Adjusted EBITDA from U.S. Operations includes startup costs in the new coiled tubing division of $1.2 million.

 

* 

Adjusted EBITDA from U.S. Operations, a non-GAAP financial measure, is defined by the Company as income (loss) from continuing operations before interest, taxes, depreciation, amortization, gain or loss on early extinguishment of debt, non-cash stock based compensation, and litigation settlement. For a reconciliation of such measure to net income, please see the disclosures at the end of this release and on the Company’s Website.


Forbes Energy Services Reports 2012 Second Quarter Results

     Page 2   

 

Overview

John Crisp, president and CEO of Forbes Energy Services, stated, “While the company’s well servicing segment performed within expectations, our fluid logistics segment’s performance was challenged by uncontrollable market conditions, primarily an influx in competition.

“During the second quarter, equipment from dry gas markets transferred into the oil and liquids rich markets where the majority of our work is performed. We also observed start-up companies entering the fluids logistics market, some of which were able to attract some of our experienced workforce, causing additional pressure on utilization.

“We believe the increase in competitive pressure will continue through the balance of 2012. However we are taking the necessary steps to refocus our workforce and we feel that this action, coupled with our existing geographic footprint and our modern equipment will help stabilize our financial performance for the remainder of 2012.

“We have many positive events happening throughout the company, one of which is the delivery of our first coiled tubing spread late last month. Our initial performance in the field has been successful and we are moving towards solidifying long-term commitments for the first and remaining four units planned to be phased in by year end. Additionally, we will soon be launching our new fluid recycling business as we finalize field preparation of the unit.”

Business Segment Results

Well Servicing Segment

In the second quarter of 2012, Well Servicing segment revenues from U.S. Operations decreased $0.9 million, or 1.8%, to $51.3 million compared to $52.2 million in the first quarter of 2012, and $42.0 million in the prior year quarter. Segment gross profit totaled $13.9 million, or 27.0% of revenues, in the second quarter of 2012 compared to $13.2 million, or 25.2% of revenues, for the first quarter of 2012, and $7.6 million, or 18.2% of revenues, in the prior year quarter.

The Company recorded approximately 114,308 U.S. rig hours for the second quarter of 2012, compared to 117,633 U.S. rig hours in the first quarter of 2012, and 97,641 U.S. rig hours in the second quarter of 2011. Capital expenditures for U.S. Operations in the Well Servicing segment for the quarter ended June 30, 2012, were approximately $7.4 million comprised of $0.8 million for light trucks, $3.0 million for two well service rigs, and the balance for mud pumps, high-pressure pumps and related well service equipment.

As of June 30, 2012 the Company had 162 well service rigs, nine tubular testing systems and four pump-down units.

Fluid Logistics and Other Segment

In the second quarter of 2012, Fluid Logistics and Other segment revenues decreased $10.8 million, or 13.6%, to $68.5 million compared to $79.2 million in the first quarter of 2012, and $68.8 million in the second quarter of 2011. Gross operating profit for the Fluid Logistics and Other segment totaled $19.1 million, or 27.9% of revenues, in the second quarter of 2012 compared to $24.4 million, or 30.8% of revenues, in the first quarter of 2012, and $18.1 million, or 26.3% of revenues, in the prior year quarter.


Forbes Energy Services Reports 2012 Second Quarter Results

     Page 3   

 

The Company recorded 422,248 truck hours during the second quarter of 2012 compared to 473,061 hours in the first quarter of 2012, and 367,397 hours for the second quarter of 2011. The Company’s fluid transport segment heavy truck fleet totaled 580 at June 30, 2012. Capital expenditures for the Fluid Logistics and Other segment were approximately $30.1 million for the quarter ended June 30, 2012 comprised of $14.5 million for frac tanks, $14.5 million for salt water disposal wells, and the balance for other related equipment.

As of June 30, the Company utilized 475 vacuum trucks, 105 other heavy trucks, 3,114 frac tanks, and 23 salt water disposal wells.

Liquidity and Capital Resources

As of June 30, 2012, the Company had $9.8 million in unrestricted cash and $16.5 million of restricted cash. Also the Company had outstanding $280 million of 9.0% Senior Notes and $17.3 million of other notes. As of August 14, 2012, the Company had $7.4 million in unrestricted cash and the $75.0 million secured credit facility remained undrawn, except for the letters of credit in the amount of $1.7 million. New equipment to be added for the remainder of 2012 will primarily consist of four new coiled tubing spreads. The majority of this new equipment will be either financed or leased.

Conference Call

Company management will host a conference call to discuss its second quarter 2012 financial results starting at 10 a.m. EST (9 a.m. CDT) on Wednesday, August 15, 2012. Investors can participate in the call by phone, or listen to the call via audio webcast, as follows:

Via phone:

In the U.S. and Canada, dial (877) 303-1298 (Conference ID: 19785359). International callers dial (253) 237-1032 (Conference ID: 19785359). A telephone replay will be available through August 21, 2012. To access the replay, callers in the U.S. and Canada dial (855) 859-2056 (Conference ID: 19785359). International callers can access the replay by dialing (404) 537-3406 (Conference ID: 19785359).

Via webcast:

Visit www.ForbesEnergyServices.com and click on “Investor Relations,” then “Events and Presentations.” Shortly after the conclusion of the call, a webcast replay will be made available on the same page of the Company’s investor relations website.

About the Company

Forbes Energy Services Ltd. is an independent oilfield services contractor that provides a broad range of drilling-related and production-related services to oil and natural gas companies, primarily onshore in Texas, Mississippi and Pennsylvania. More information on the Company can be found by visiting www.ForbesEnergyServices.com.

Forward-Looking Statements and Regulation G Reconciliation

This press release contains “forward-looking statements,” as contemplated by the Private Securities Litigation Reform Act of 1995, in which the Company discusses factors it believes may affect its performance in the future. The accuracy of the Company’s assumptions, expectations, beliefs and projections depend on events or conditions that change over time and are thus susceptible to change based on actual experience, new developments and known and unknown risks. The Company gives no assurance that the forward-looking statements will prove to be correct and does not undertake any duty to update them. The Company’s actual future


Forbes Energy Services Reports 2012 Second Quarter Results

     Page 4   

 

results might differ from the forward-looking statements made in this press release for a variety of reasons, which include: supply and demand for oilfield services and the level of oil and natural gas prices; the continued uncertainty in the global financial markets and its effect on domestic spending in the oil and natural gas industry; the Company’s ability to maintain or improve pricing on its core services; the potential for excess capacity in the industry; and competition. Additional factors that you should consider are set forth in detail in the Risk Factors section of the Company’s Annual Report on Form 10-K for the year ended December 31, 2011 (the “Form 10-K”), as well as other filings the Company has made with the Securities and Exchange Commission. Should one or more of the foregoing risks or uncertainties materialize, or should the Company’s underlying assumptions prove incorrect, the Company’s actual results may vary materially from those anticipated in its forward-looking statements, and the Company’s business, financial condition and results of operations could be materially and adversely affected.

The Company’s financial statements and management’s discussion and analysis of financial condition and results of operations can be found in the Form 10-Q, which is being submitted for filing today with the Securities and Exchange Commission and posted on the Company’s website.

This press release also contains references to the non-GAAP financial measure of Adjusted EBITDA from U.S. Operations. For a reconciliation of such measure to net income, please see the table at the end of this release. Management’s opinion regarding the usefulness of Adjusted EBITDA from U.S. Operations to investors and a description of the ways in which management uses such measure can be found on the “Investor Relations” page of the Company’s website. www.forbesenergyservices.com.

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Forbes Energy Services Ltd.

Selected Statement of Operations Data

(Unaudited)

 

     Three Months Ended June 30,     Six Months Ended June 30,  
     2012     2011     2012     2011  

Revenues

        

Well servicing

   $ 51,314,385      $ 42,034,263      $ 103,554,199      $ 78,448,693   

Fluid logistics and other

     68,470,373        68,783,378        147,715,139        127,030,201   
  

 

 

   

 

 

   

 

 

   

 

 

 

Total revenues

     119,784,758        110,817,641        251,269,338        205,478,894   
  

 

 

   

 

 

   

 

 

   

 

 

 

Expenses

        

Well servicing

     37,452,713        34,387,657        76,541,120        64,149,205   

Fluid logistics and other

     49,354,319        50,690,794        104,210,101        92,913,371   

General and administrative

     8,074,710        13,106,901        18,744,461        18,796,604   

Depreciation and amortization

     12,465,442        9,541,539        23,886,158        19,216,212   
  

 

 

   

 

 

   

 

 

   

 

 

 

Total expenses

     107,347,184        107,726,891        223,381,840        195,075,392   
  

 

 

   

 

 

   

 

 

   

 

 

 

Operating income

     12,437,574        3,090,750        27,887,498        10,403,502   

Other income (expense)

        

Interest expense, net

     (6,840,816     (6,799,861     (13,713,000     (13,728,120

Loss on early estinguishment of debt

     —          (35,414,833     —          (35,414,833

Other income, net

     —          68,204        —          69,104   
  

 

 

   

 

 

   

 

 

   

 

 

 

Income (loss) from continuing operations before taxes

     5,596,758        (39,055,740     14,174,498        (38,670,347

Income tax expense (benefit)

     2,950,257        (12,489,453     6,317,008        (12,191,067
  

 

 

   

 

 

   

 

 

   

 

 

 

Income (loss) from continuing operations

     2,646,501        (26,566,287     7,857,490        (26,479,280

Income from discontinued operations, net of tax expense (benefit) of ($0.4 million), $1.2 million, $0.4 million, $2.0 million respectively

     (1,626,158     1,871,585        (494,537     3,689,096   
  

 

 

   

 

 

   

 

 

   

 

 

 

Net income (loss)

     1,020,343        (24,694,702     7,362,953        (22,790,184

Preferred shares dividends

     (194,139     1,084,271        (388,278     201,687   
  

 

 

   

 

 

   

 

 

   

 

 

 

Net income (loss) attributable to common shareholders

   $ 826,204      $ (23,610,431   $ 6,974,675      $ (22,588,497
  

 

 

   

 

 

   

 

 

   

 

 

 

Income (loss) per share of common stock from continuing operations

        

Basic

   $ 0.12      $ (1.22   $ 0.36      $ (1.26

Diluted

   $ 0.10      $ (1.22   $ 0.30      $ (1.26

Income (loss) per share of common stock from discontinued operations

        

Basic

   $ (0.08   $ 0.09      $ (0.02   $ 0.18   

Diluted

   $ (0.06   $ 0.09      $ (0.02   $ 0.18   

Income (loss) per share of common stock

        

Basic

   $ 0.04      $ (1.13   $ 0.33      $ (1.08

Diluted

   $ 0.04      $ (1.13   $ 0.28      $ (1.08

Weighted average number of shares outstanding

        

Basic

     21,055,642        20,918,400        21,020,628        20,918,400   

Diluted

     26,625,452        20,918,400        26,621,044        20,918,400   


Forbes Energy Services Ltd.

Selected Balance Sheet Data

(Unaudited)

 

     June 30,
2012
     December 31,
2011
 

Cash

   $ 9,806,995       $ 36,600,091   

Accounts receivable, net

     105,231,897         132,024,147   

Working Capital

     62,878,559         86,765,717   

Other intangibles, net

     29,445,791         30,876,389   

Total assets

     535,446,160         550,423,053   

Total debt

     297,319,866         296,150,274   

Deferred tax liability

     33,914,414         27,491,812   

Shareholders’ equity

     136,164,880         125,780,359   

Forbes Energy Services Ltd.

Selected Operating Data

 

     Three Months Ended June 30,      Six Months Ended June 30,  
     2012      2011      2012      2011  

Working days

     65         63         129         127   

Rig hours

     114,308         97,641         231,941         187,256   

Truck hours

     422,248         367,397         865,599         680,842   

Forbes Energy Services Ltd.

Reconciliation of Net Income from Continuing Operations to Adjusted EBITDA

(Unaudited)

 

     Three Months Ended June 30,     Six Months Ended June 30,  
     2012      2011     2012      2011  

Net Income (loss) from continuing operations

   $ 2,646,501       $ (26,566,287 )   $ 7,857,490       $ (26,479,280 )

Depreciation and amortization

     12,465,442         9,541,539        23,886,158         19,216,212   

Interest expense, net

     6,840,816         6,799,861        13,713,000         13,728,120   

Income tax expense (benefit)

     2,950,257         (12,489,453     6,317,008         (12,191,067

Share-based compensation

     1,870,606         570,402        3,637,608         1,348,278   

Loss on early estinguishment of debt

     —           35,414,833        —           35,414,833   

Litigation settlement and associated legal fees

     —           6,784,164        —           6,784,164   
  

 

 

    

 

 

   

 

 

    

 

 

 

Adjusted EBITDA from U. S. Operations

   $ 26,773,622       $ 20,055,059      $ 55,411,264       $ 37,821,260