-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, QRg0KSDSUxsfc8nMTQXHxg01n+B6CXeosgVIcvlDsC+9bFmrOOefSWf8XfSb5vt2 8S+mOa6QynMt6DFBvcW+nw== 0000906520-97-000001.txt : 19970506 0000906520-97-000001.hdr.sgml : 19970506 ACCESSION NUMBER: 0000906520-97-000001 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19970501 ITEM INFORMATION: Other events FILED AS OF DATE: 19970505 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMERICAN OILFIELD DIVERS INC CENTRAL INDEX KEY: 0000906520 STANDARD INDUSTRIAL CLASSIFICATION: OIL, GAS FIELD SERVICES, NBC [1389] IRS NUMBER: 720918249 STATE OF INCORPORATION: LA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-22032 FILM NUMBER: 97595410 BUSINESS ADDRESS: STREET 1: 900 TOWN & COUNTRY LANE SUITE 400 CITY: HOUSTON STATE: TX ZIP: 77024 BUSINESS PHONE: 7134613400 MAIL ADDRESS: STREET 1: 900 TOWN & COUNTRY LANE SUITE 400 CITY: HOUSTON STATE: TX ZIP: 77024 8-K 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 May 1, 1997 Date of Report (Date of earliest event reported) AMERICAN OILFIELD DIVERS, INC. (Exact name of Registrant as specified in its charter) LOUISIANA 0-22032 72-0918249 (State or other (Commission File (I.R.S. Employer jurisdiction Number) Identification of incorporation). Number) 130 East Kaliste Saloom Road Lafayette, Louisiana 70508 (Address of principal executive offices) (Zip Code) (318) 234-4590 (Registrant's telephone number, including area code) Not Applicable (Former name or former address, if changed since last report) Item 5. Other Events. On May 1, 1997, American Oilfield Divers, Inc. ("Registrant"), announced its first quarter earnings for the quarter ended March 31, 1997 and related matters. Such matters are described in the press release attached hereto as Exhibit 99.1. Item 7. Financial Statements and Exhibits. (a) No financial statements are filed with this report. (b) Exhibits. 99.1 Press release issued by the Registrant on May 1, 1997 announcing its first quarter earnings for the quarter ended March 31, 1997 and related matters. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. By: /s/ Cathy M. Green __________________________ Cathy M. Green Vice President and Chief Financial Officer Dated: May 2, 1997 EXHIBIT INDEX 99.1 Press release issued by the Registrant announcing its first quarter earnings for the quarter ended March 31, 1997 and related matters. EX-99 2 EXHIBIT 99.1 EXHIBIT 99.1 NEWS RELEASE For further information contact: Greg Rosenstein Cathy Green Manager of Investor Relations Chief Financial Officer (318) 234-4590 (318) 234-4590 FOR IMMEDIATE RELEASE THURSDAY, MAY 1, 1997 AMERICAN OILFIELD DIVERS, INC. ANNOUNCES FIRST QUARTER RESULTS Lafayette, LA -- American Oilfield Divers, Inc. (NASDAQ: DIVE) today reported revenue of $28.6 million and net income of approximately $226,000 (or $0.03 per share) for the first quarter ended March 31, 1997, compared with revenue of $19.2 million and net income of $104,000 (or $0.02 per share) for the same period a year ago. Weighted average shares outstanding increased from 6,709,497 shares at March 31, 1996 to 8,889,638 shares at March 31, 1997, reflecting the Company's secondary offering of 3,553,315 common shares which was completed during the first quarter of 1997. "During the first quarter, utilization of our dive crews and diving support vessels in the Gulf of Mexico and West Africa increased," stated Rod Stanley, AOD's President and Chief Executive Officer. "Despite increased revenue in the Company's four geographic sectors, rates for personnel, equipment and vessels remained relatively flat compared to rates for the same period a year ago, while vessel and personnel costs increased. Also during the first quarter our jackup derrick barge and our four West Coast diving support vessels experienced low utilization levels, contributing to lower gross profit margins." Companywide, AOD averaged 128 dive crews per day and 47 percent vessel utilization on 20 vessels during the first quarter of 1997 compared with 84 dive crews per day and 41 percent vessel utilization on 15 vessels during the comparable period in 1996. "The relatively flat rates experienced in the first quarter are typical for this period, reflecting the cyclical nature of the Gulf of Mexico market," Stanley said. "However, we have seen rates, on a case-by-case basis, starting to increase as we move closer to the traditional diving season. In fact, rates on current bids are currently higher than rates achieved during the height of last year's diving season, which typically runs from June to October. In addition, we are encouraged by the progress of our strategy to increase exposure in deepwater and international markets," Stanley stated. "We have exercised our option to purchase the Scorpion work- class remotely operated vehicle (ROV), which we were previously leasing. In addition, we will take delivery of a Triton 2,500 meter work-class ROV in September, and intend to increase this fleet when we see strategic opportunities." Through 30 days of the second quarter of 1997, the Company averaged approximately 109 dive crews per day and approximately 37 percent vessel utilization on 20 vessels. This compares to 82 dive crews per day and 33 percent vessel utilization on 15 vessels for the same period in 1996. U.S. Navy purchases $1.6 million Launch and Recovery System As part of the previously announced Omnibus contract between the U.S. Navy and the Company's subsidiary Hard Suits Inc. for the purchase of up to $10 million worth of equipment, the U.S. Navy ordered a launch and recovery system valued at $1.6 million, which is expected to be delivered by the third quarter of 1997. In addition, the U.S. Navy exercised an option to increase quantities of a previously executed contract for the purchase of engineering services, a launch and recovery skid, and miscellaneous ancillary equipment associated with the launch and recovery system. This increase totals $509,000. more . . . American Inland Divers awarded contract worth between $1.1 and $1.5 million American Inland Divers announced today that it has been awarded a dock rehabilitation project by the Port Isabel/San Benito (Texas) Navigation District worth between $1.1 million and $1.5 million, subject to finalization of the definitive contract. The turnkey project, scheduled to begin in May and end in December 1997, includes, among other things, demolition and installation of approximately 600 feet of sheetpile bulkhead, concrete placement and installation of mooring devices. Update on American Intrepid mishap The investigation into the previously reported American Intrepid mishap is continuing. Stanley said, "Although we are disappointed by the loss of the jackup derrick barge, we are grateful that no injuries were suffered. The safe evacuation of all personnel aboard is a testament to the character and skill of our offshore personnel, and their training and dedication." Statements in this press release that are not statements of historical fact are forward-looking statements involving risks and assumptions that could cause actual results to vary materially from those predicted, including, among other things, prices of crude oil and natural gas, weather conditions in offshore markets, capital expenditures by customers and the Company's ability to procure large turnkey projects and to penetrate deepwater markets. American Oilfield Divers, Inc., is a leading provider of diving services, subsea products, marine construction and environmental services to the offshore oil and gas industry, primarily in the U.S. Gulf of Mexico, U.S. West Coast, internationally and to certain U.S. inland customers. Tables follow . . . AMERICAN OILFIELD DIVERS, INC. Consolidated Results of Operations and Financial Position ($ in thousands except for per share amounts) (unaudited) Three Months Ended __________________ March 31, ________ Income Statement 1997 1996 ---- ---- Diving and related revenues $28,576 $19,228 ------ ------ Gross profit 8,754 6,607 ----- ----- Selling, general and administrative expenses 5,835 4,720 Depreciation and amortization 2,318 1,862 ------ ----- Operating income 601 25 Other income (expense), net (205) 149 ------ ----- Income before income taxes 396 174 Income tax provision 170 70 ------ ----- Net income $ 226 $ 104 ======= ====== Net income per share $ .03 $ .02 ======= ====== Weighted average shares outstanding 8,890 6,709 ======= ====== Operational Data Dive crew days 11,525 7,676 Dive crews per day 128 84 Diving support vessel utilization 47% 41% Earnings before interest, taxes, depreciation and amortization (EBITDA) $2,919 $1,887 EBITDA as % of revenue 10.2% 9.8% SG&A as % of revenue 20.4% 24.5% Gross Profit % 30.6% 34.4% More...
Three Months Ended March 31, 1997 ============================================================================================== Inland and Gulf International West Coast Subsea Services Services Services Products Total -------- ------------- ------------- ------------- ------- Diving and Related Revenues $13,461 $2,841 $7,789 $4,485 $28,576 Diving and Related Expenses $ 9,942 $1,607 $5,837 $2,436 $19,822 Gross Profit $ 3,519 $1,234 $1,952 $2,049 $ 8,754 Gross Profit Percentage 26.1% 43.4% 25.1% 45.7% 30.6% Three Months Ended March 31, 1996 ============================================================================================== Inland and Gulf International West Coast Subsea Services Services Services Products Total -------- ------------- ------------- ------------- ------- Diving and Related Revenues $10,804 $2,300 $4,965 $1,159 $19,228 Diving and Related Expenses $ 7,688 $1,022 $3,345 $ 566 $12,621 Gross Profit $ 3,116 $1,278 $1,620 $ 593 $ 6,607 Gross Profit Percentage 28.8% 55.6% 32.6% 51.2% 34.4% Includes diving and related services, pipelay/bury and derrick barge services provided by American Marine Construction, Inc. and environmental remediation and oil spill response services provided by American Pollution Control, Inc., all of which were performed in the Gulf of Mexico. The pipelay/bury barge was sold effective March 1, 1996. Includes all diving and related services performed outside the United States and its coastal waters except for Latin America, which is included in inland and west coast services. Includes diving and related services off the U.S. West Coast by American Pacific Marine, Inc. and diving and related services provided by American Inland Divers, Inc. Includes manufacturing and marketing of Big Inch pipeline connectors and Tarpon marginal well production systems. The three months ended March 31, 1997 also includes manufacturing and marketing of Tarpon concrete storage systems and Hard Suits Inc. products. ####
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