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EX-99.2 - EX-99.2 - Triangle Petroleum Corpa15-19139_1ex99d2.htm

Exhibit 99.1

 

 

TRIANGLE PETROLEUM PROVIDES FINANCIAL RESULTS AND OPERATIONAL UPDATE FOR ALL BUSINESS SEGMENTS FOR SECOND QUARTER FISCAL YEAR 2016

 

DENVER, Colorado, September 8, 2015 — Triangle Petroleum Corporation (“Triangle” or the “Company”) (NYSE MKT: TPLM) today provides an operational update and reports its second quarter fiscal year 2016 financial results for the three-month period ended July 31, 2015 (“Q2 fiscal 2016” or “Q2 FY 2016”).

 

Second Quarter Highlights for Fiscal Year 2016 (ended July 31, 2015)

 

·                  Quarterly production volumes of ~1,242 Mboe (13,500 Boepd)

·                  Consolidated cash flow from operations (before working capital changes) of $36.1 million and operating cash flow of $40.8 million

·                  Consolidated adjusted revenue of $126.7 million including $17.0 million of cash receipts from hedge settlements

·                  Consolidated adjusted-EBITDA of $44.3 million

·                  11% quarter over quarter decrease in consolidated cash general and administrative expenses

·                  $286.7 million of total liquidity as of July 31, 2015, including $45.9 million of cash on hand and available borrowing capacity on the Triangle USA Petroleum (“TUSA”) and RockPile Energy Services (“RockPile”) credit facilities

 

·                  TUSA generated $72.3 million of revenue in Q2 FY 2016 including $17.0 million of cash receipts from hedge settlements as compared to $77.6 million of comparable revenue in Q2 FY 2015 (-7% y/y)

·                  TUSA’s pre-hedge oil price differential declined ~36% q/q to $4.92/Bbl

·                  Spud 5 gross (4.1 net) and completed 9 gross (6.6 net) operated wells while dropping to a one-rig operated program during Q2 FY 2016

·                  Released remaining operated rig due to current depressed commodity pricing

·                  Inventory of 18 gross (16.4 net) operated wells waiting on completion as of July 31, 2015 provides flexibility to manage production and capital spend

·                  TUSA’s cash operating expenses (LOE, Gathering, Transportation and Processing, production taxes, and G&A) per unit were $19.63/Boe in Q2 FY 2016 compared to $18.55/Boe in Q1 FY 2016 (+6% q/q) and $24.26/Boe in Q2 FY 2015 (-19% y/y)

 

·                  RockPile generated $69.4 million of stand-alone revenue in Q2 fiscal 2016 as compared to $102.1 million in Q2 fiscal 2015 (-32% y/y)

·                  RockPile generated $7.9 million of stand-alone EBITDA during the quarter as efforts to reduce operating and input costs began to offset price concessions passed along to date

·                  Completed 48 wells in the quarter including 39 for third parties and 9 for TUSA

·                  Completed 1,811 stages (+2% q/q) representing a new quarterly record

 



 

Segment Financial Results

 

Q2 fiscal 2016 stand-alone revenue and Adjusted-EBITDA (reference accompanying “Reconciliation Tables” and “Use of Segment Information and Non-GAAP Measures” disclosures at end of release).

 

Q2 FY 2016

 

Revenue

 

y/y % Change

 

Adj.-EBITDA

 

y/y % Change

 

E&P

 

$

55.3

 

-31

%

$

47.9

 

-11

%

RockPile

 

$

69.4

 

-32

%

$

7.9

 

-72

%

Total

 

$

124.7

 

-32

%

$

55.8

 

-33

%

 


*Dollars in U.S. millions.

*E&P revenue does not include realized hedge settlements.

*Exploration and production operating segment (“E&P”) Adjusted-EBITDA includes all exploration and production related business lines, and does not include TPC (parent company) other revenues and expenses.

 



 

Q2 Fiscal 2016 Summary Consolidated Statement of Operations (in thousands)

 

 

 

Quarter Ended July 31,

 

 

 

2014

 

2015

 

Revenues

 

 

 

 

 

Oil, natural gas and natural gas liquids sales

 

$

80,506

 

$

55,263

 

Oilfield services(a)

 

61,483

 

54,470

 

Total revenues

 

141,989

 

109,733

 

Expenses

 

 

 

 

 

Lease operating expenses

 

6,698

 

11,369

 

Gathering, transportation and processing

 

3,733

 

6,641

 

Production taxes

 

8,677

 

5,449

 

Depreciation and amortization(a)

 

26,707

 

32,244

 

Impairment of oil and natural gas properties

 

 

206,000

 

Accretion of asset retirement obligations

 

40

 

90

 

Oilfield services(a)

 

43,554

 

46,719

 

Corporate and other stock-based compensation

 

1,337

 

3,167

 

E&P stock-based compensation

 

343

 

375

 

RockPile stock-based compensation

 

127

 

84

 

Corporate and other cash G&A expenses

 

2,591

 

5,056

 

E&P cash G&A expenses

 

4,442

 

933

 

RockPile cash G&A expenses

 

5,251

 

4,974

 

Total operating expenses

 

103,500

 

323,101

 

 

 

 

 

 

 

Operating Income (Loss)

 

38,489

 

(213,368

)

 

 

 

 

 

 

Interest expense, net

 

(4,218

)

(9,866

)

Amortization of deferred loan costs

 

(1,167

)

(731

)

Gain on extinguishment of debt

 

 

1,156

 

Realized commodity derivative gains (losses)

 

(2,954

)

17,016

 

Unrealized commodity derivative gains (losses)

 

2,033

 

8,033

 

Equity investment income (loss)

 

190

 

1,210

 

Gain (loss) on equity investment derivatives

 

(7,534

)

4,516

 

Other income(a)

 

52

 

(1,312

)

Total other income (expense)

 

(13,598

)

20,022

 

 

 

 

 

 

 

Income (Loss) Before Income Taxes

 

24,891

 

(193,346

)

Income tax provision (benefit)(b)

 

10,339

 

 

Net Income (Loss) Attributable to Common Stockholders

 

$

14,552

 

$

(193,346

)

 

 

 

 

 

 

Net Income (Loss) per Common Share

 

 

 

 

 

Basic

 

$

0.17

 

$

(2.56

)

Diluted(c)

 

$

0.15

 

$

(2.56

)

 

 

 

 

 

 

Adjusted Net Income (Loss) per Common Share(d)

 

 

 

 

 

Basic

 

$

0.21

 

$

(0.01

)

Diluted(c)

 

$

0.18

 

$

(0.01

)

 

 

 

 

 

 

Weighted Average Common Shares

 

 

 

 

 

Basic

 

86,172

 

75,410

 

Diluted

 

103,774

 

75,410

 

 


(a) Includes intercompany eliminations; reference Note 3 — Segment Reporting in our Q2 fiscal year 2016 Form 10-Q for additional details

(b) The effective tax rate for the quarter ended July 31, 2014 was approximately 41.5%. Income tax provision is a non-cash expense

(c) Includes interest expense add-back of $1.0 million net of income taxes and amounts capitalized in Q2 fiscal 2015 related to outstanding convertible note

(d) Reference accompanying Reconciliation Tables and Use of Segment Information and Non-GAAP Measures at end of press release for additional detail

 



 

Q2 Fiscal 2016 Summary Consolidated Balance Sheet (in thousands)

 

 

 

January 31, 2015

 

July 31, 2015

 

Assets

 

 

 

 

 

Cash and equivalents

 

$

67,871

 

$

45,870

 

Other current assets

 

241,638

 

151,783

 

Net property and equipment

 

1,261,006

 

916,589

 

Other noncurrent assets

 

84,355

 

95,715

 

Total assets

 

$

1,654,870

 

$

1,209,957

 

 

 

 

 

 

 

Liabilities and Stockholders’ Equity

 

 

 

 

 

Current liabilities

 

$

271,842

 

$

190,767

 

5% convertible note

 

135,877

 

139,295

 

TUSA credit facility

 

119,272

 

172,272

 

TUSA 6.75% notes due July 2022

 

429,500

 

425,889

 

RockPile credit facility

 

104,887

 

86,920

 

Other notes and mortgages payable

 

10,102

 

12,687

 

Other noncurrent liabilities

 

38,372

 

4,435

 

Total stockholders’ equity

 

545,018

 

177,692

 

Total liabilities and stockholders’ equity

 

$

1,654,870

 

$

1,209,957

 

 

Q2 Fiscal 2016 Production Volumes and Average Pre-Hedging Realized Prices

 

 

 

Quarter Ended July 31,

 

 

 

2014

 

2015

 

Production volumes

 

 

 

 

 

Crude oil (Mbbls)

 

837

 

1,015

 

Natural gas (MMcf)

 

494

 

751

 

Natural gas liquids (Mbbls)

 

51

 

102

 

Total barrels of oil equivalent (Mboe)

 

970

 

1,242

 

 

 

 

 

 

 

Average daily production volumes (Boe/d)

 

10,543

 

13,500

 

 

 

 

 

 

 

Average realized prices:

 

 

 

 

 

Crude oil ($ per Bbl)

 

$

90.78

 

$

51.71

 

Natural gas ($ per Mcf)

 

$

5.49

 

$

2.56

 

Natural gas liquids ($ per Bbl)

 

$

35.29

 

$

8.36

 

Total average realized price ($ per Boe)

 

$

82.94

 

$

44.50

 

 



 

Use of Segment Information and Non-GAAP Measures

 

(1)         The Company often provides financial metrics for Triangle’s segments of operation. Revenues for each segment are disclosed in notes to the financial statements contained in the Company’s Form 10-K and Form 10-Q filings, but the sum of those stand-alone revenues differ from Triangle’s consolidated revenues for the corresponding reporting period. Triangle’s consolidated revenues would reflect segment revenues reduced for intercompany sales (i.e. for RockPile services to Triangle’s E&P segment).

 

Triangle also believes that stand-alone segment revenue assists investors in measuring RockPile’s performance as a stand-alone company without eliminating, on a consolidated basis, certain revenues attributable to services for Triangle’s economic interests in wells operated by Triangle’s E&P segment.

 

(2)         Adjusted-EBITDA represents income before interest expense, income taxes, depreciation and amortization, other non-cash items, and non-recurring items. Adjusted-EBITDA is not a calculation based upon generally accepted accounting principles in the U.S. (“GAAP”). Triangle has presented Adjusted-EBITDA by segment because it regularly reviews Adjusted-EBITDA by segment as a measure of the segment’s operating performance. Triangle also believes Adjusted-EBITDA assists investors in comparing segment performance on a consistent basis without regard to interest expense, income taxes, depreciation and amortization, other non-cash items, and non-recurring items which can vary significantly depending upon many factors.

 

The total of Adjusted-EBITDA by segment is not indicative of Triangle’s consolidated Adjusted-EBITDA, which reflects other matters such as (i) additional parent company administrative costs, (ii) intercompany eliminations, (iii) paid-in-kind interest expense on the 5% convertible note, and (iv) the use of the equity method, rather than consolidation, for Triangle’s investment in Caliber.  The Adjusted-EBITDA measures presented in the “Reconciliation Tables” may not always be comparable to similarly titled measures reported by other companies due to differences in the components of the calculation.

 

Triangle believes that net income before income taxes is the performance measure calculated and presented in accordance with GAAP that is most directly comparable to Adjusted-EBITDA. Net income before income taxes will be significantly affected by consolidated interest expense and full-cost pool amortization. Such amortization varies with changes in proved reserves, well costs during the year, and future plans in developing proved undeveloped reserves.

 

(3)         Adjusted net income (loss) is defined as net income (loss) applicable to common stockholders adjusted to exclude certain charges or amounts in order to provide users of this financial information with additional meaningful comparisons between current results and the results of prior periods. Triangle presents this measure because (i) it is consistent with the manner in which the Company’s performance is measured relative to the performance of its peers, (ii) this measure is more comparable to earnings estimates provided by securities analysts, and (iii) charges or amounts excluded cannot be reasonably estimated and guidance provided by the Company excludes information regarding these types of items. These adjusted amounts are not a measure of financial performance under GAAP. We believe that net income (loss) is the performance measure calculated and presented in accordance with GAAP that is most directly comparable to adjusted net income (loss).

 



 

About Triangle

 

Triangle (NYSE MKT: TPLM) is an independent energy company with a strategic focus on developing the Bakken Shale and Three Forks formations in the Williston Basin of North Dakota and Montana. For more information, visit Triangle’s website at www.trianglepetroleum.com.

 

Conference Call Information

 

As previously announced, Triangle will host a conference call Wednesday, September 9, 2015 at 8:30 AM MT (10:30 AM ET) to provide an operational update and financial results of Triangle’s Q2 fiscal 2016, followed immediately by a question and answer session. A live webcast of the conference call can be accessed by visiting the following link: https://www.webcaster4.com/Webcast/Page/1137/10181. Alternatively, interested parties may dial-in using the conference call number (888) 347-6610. International parties may dial-in using (412) 902-4292. The Company recommends dialing into the conference call at least ten minutes before the scheduled start time. A recording of the conference call will be available through September 16, 2015 at (877) 344-7529 (conference # 10071430). For international participants, the replay dial-in number is (412) 317-0088 (conference # 10071430).

 

Q2 Fiscal 2016 Segment Income and Elimination (in thousands)

 

 

 

Exploration and
Production

 

Oilfield
Services

 

Corporate
and Other(a)

 

Eliminations
and Other

 

Consolidated
Total

 

Revenues

 

 

 

 

 

 

 

 

 

 

 

Oil, natural gas and natural gas liquids sales

 

$

55,263

 

$

 

$

 

$

 

$

55,263

 

Oilfield services for third parties

 

 

54,830

 

 

(360

)

54,470

 

Intersegment revenues

 

 

14,601

 

 

(14,601

)

 

Total Revenues

 

55,263

 

69,431

 

 

(14,961

)

109,733

 

 

 

 

 

 

 

 

 

 

 

 

 

Expenses

 

 

 

 

 

 

 

 

 

 

 

LOE, GTP, Production Taxes and other expenses

 

23,459

 

 

 

 

23,459

 

Depreciation and amortization

 

24,617

 

8,718

 

407

 

(1,408

)

32,334

 

Impairment of oil and natural gas properties

 

206,000

 

 

 

 

206,000

 

Cost of oilfield services

 

 

56,353

 

(1,238

)

(8,396

)

46,719

 

General and administrative

 

1,308

 

5,058

 

8,223

 

 

14,589

 

Total operating expenses

 

255,384

 

70,129

 

7,392

 

(9,804

)

323,101

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating Income

 

(200,121

)

(698

)

(7,392

)

(5,157

)

(213,368

)

Other income (expense), net

 

18,290

 

(845

)

3,116

 

(539

)

20,022

 

Net Income (Loss) Before Income Taxes

 

$

(181,831

)

$

(1,543

)

$

(4,276

)

$

(5,696

)(b)

$

(193,346

)

 


(a) Corporate and Other includes Triangle’s corporate office and several subsidiaries that management does not consider to be part of the exploration and production or oilfield services segments.  Also included are results from Triangle’s investment in Caliber, including any changes in the fair value of equity investment derivatives.  Other than Caliber, these subsidiaries have limited activity

 

(b) $5.7 million RockPile, Caliber, and other services consolidated elimination results in a $5.7 million reduction in oil and natural gas property expenditures.

 

*Reference Note 3 — Segment Reporting in our Q2 fiscal year 2016 Form 10-Q for additional details

 



 

Reconciliation Tables (in thousands)

 

A.            Consolidated Adjusted net income per common stockholder (reference disclosure (3) in “Use of Segment Information and Non-GAAP Measures”).

 

 

 

Quarter Ended July 31,

 

 

 

2014

 

2015

 

Net Income (Loss) Attributable to Common Stockholders

 

$

14,552

 

$

(193,346

)

Impairment of oil and natural gas properties

 

 

206,000

 

Unrealized (gain) loss on commodity derivatives

 

(2,033

)

(8,033

)

(Gain) loss on equity investment derivatives

 

7,534

 

(4,516

)

Gain on extinguishment of debt

 

 

(1,156

)

Tax adjustment(a)

 

(2,285

)

 

Adjusted Net Income (Loss)

 

$

17,768

 

$

(1,051

)

 

 

 

 

 

 

Adjusted Net Income (Loss) Per Common Share

 

 

 

 

 

Basic

 

$

0.21

 

$

(0.01

)

Diluted(b)

 

$

0.18

 

$

(0.01

)

 

 

 

 

 

 

Weighted Average Common Shares

 

 

 

 

 

Basic

 

86,172

 

75,410

 

Diluted

 

103,774

 

75,410

 

 


(a) Tax adjustment is calculated by applying Company’s effective tax rate of 41.5% for Q2 fiscal 2015 to pre-tax effected adjusting items

 

(b) Includes interest expense add-back of $1.0 million net of income taxes and amounts capitalized for Q2 fiscal 2015 related to outstanding convertible note

 

B.            E&P stand-alone Adjusted-EBITDA (reference disclosure (1) and (2) in “Use of Segment Information and Non-GAAP Measures”).

 

 

 

Quarter Ended July 31,

 

 

 

2014

 

2015

 

Net Income (Loss) Before Income Taxes

 

$

26,019

 

$

(181,831

)

Depreciation and amortization

 

26,287

 

24,527

 

Impairment of oil and natural gas properties

 

 

206,000

 

Net interest expense

 

2,279

 

7,289

 

Stock-based compensation

 

343

 

375

 

Accretion of asset retirement obligations

 

40

 

90

 

Other

 

1,072

 

(530

)

Unrealized commodity derivative losses (gains)

 

(2,033

)

(8,033

)

Adjusted-EBITDA

 

$

54,007

 

$

47,887

 

 



 

C.            Oilfield Services stand-alone Adjusted-EBITDA (reference disclosure (1) and (2) in “Use of Segment Information and Non-GAAP Measures”).

 

 

 

Quarter Ended July 31,

 

 

 

2014

 

2015

 

Net Income (Loss) Before Income Taxes

 

$

22,453

 

$

(1,543

)

Depreciation and amortization

 

4,690

 

8,718

 

Stock-based compensation

 

127

 

84

 

Net interest expense

 

564

 

754

 

Other

 

930

 

(76

)

Adjusted-EBITDA(c)

 

$

28,764

 

$

7,937

 

 

*RockPile Adjusted-EBITDA calculated per RockPile credit facility

 

Forward-Looking Statements Disclosure

 

The information presented in this press release may contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. All statements, other than statements of historical facts, included in this press release that address activities, events or developments that the Company expects, believes or anticipates will or may occur in the future are forward-looking statements.  These forward-looking statements are not guarantees of future performance and are subject to risks and uncertainties that could cause actual results to differ materially from the results contemplated by the forward-looking statements. Factors that could cause actual results to differ materially from the results contemplated by the forward-looking statements include, but are not limited to, the risks discussed in the Company’s annual report on Form 10-K and its other filings with the Securities and Exchange Commission. The forward-looking statements in this press release are made as of the date of this press release, and the Company undertakes no obligation to update any forward-looking statement as a result of new information, future developments, or otherwise.

 

Contact

 

Triangle Petroleum Corporation
Joe Magner, Vice President, Capital Markets
303-260-7125
info@trianglepetroleum.com