Exhibit 99.1
SUMMARY UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL DATA
The summary unaudited pro forma statement of operations data presented below is based on the assumption that the mergers of Grey Wolf, Inc. (“Grey Wolf”) and Basic Energy Services, Inc. (“Basic”) occurred on January 1, 2007 and reflects only adjustments directly related to the transactions. The summary unaudited pro forma balance sheet data is prepared as if the mergers occurred on March 31, 2008. The pro forma adjustments are based on available information and assumptions that Basic’s and Grey Wolf’s management believes are (1) directly attributable to the mergers, (2) are factually supportable, and (3) with respect to the statements of operations, are expected to have a continuing impact on combined results. The summary unaudited pro forma condensed combined financial data are presented for illustrative purposes only and should not be read for any other purpose. This information should not be relied on as being indicative of the historical results that would have been achieved had the companies been combined for the period presented or the future results that the combined company will experience after the mergers. The summary unaudited pro forma condensed combined financial data:
| Ÿ | have been derived from and should be read in conjunction with the Unaudited pro forma condensed combined financial information and the related notes filed as Exhibit 99.1 to this Current Report on Form 8-K; and |
| Ÿ | should be read in conjunction with the historical consolidated financial statements of Basic and Grey Wolf presented in their respective filings with the Securities and Exchange Commission. |
| Twelve Months Ended | Three Months Ended | Year Ended | ||||||||||
| March 31, 2008 | March 31, 2008 | December 31, 2007 | ||||||||||
| (in thousands, except per share data) | ||||||||||||
Statement of Operations Data: | ||||||||||||
| Revenues | $ | 1,774,202 | $ | 431,395 | $ | 1,783,750 | ||||||
| Operating expenses (excluding depreciation and amortization) | 1,047,198 | 251,518 | 1,033,066 | |||||||||
| Depreciation and amortization | 240,412 | 62,066 | 234,067 | |||||||||
| General and administrative | 132,897 | 34,464 | 128,481 | |||||||||
| Interest expense(1) | 80,611 | 20,316 | 81,718 | |||||||||
| Net income | 182,981 | 41,118 | 205,514 | |||||||||
| EBITDA(2) | 609,301 | 148,639 | 637,631 | |||||||||
Net income per common share: | ||||||||||||
| Basic | $ | 2.24 | $ | 0.51 | $ | 2.49 | ||||||
| Diluted | 1.99 | 0.45 | 2.21 | |||||||||
Weighted average common shares outstanding: | ||||||||||||
| Basic | 81,794 | 81,355 | 82,584 | |||||||||
| Diluted | 96,064 | 95,598 | 96,858 | |||||||||
| As of | ||||
| March 31, 2008 | ||||
| (in thousands) | ||||
Balance Sheet Data: | ||||
| Cash and cash equivalents | $ | 194,527 | ||
| Working capital | 320,818 | |||
| Total assets | 3,104,573 | |||
| Long-term debt, net of current portion | 1,118,929 | |||
| Stockholders’ equity | 1,220,027 | |||
| (1) | If the interest rates on each of the Term Loan A Facility and the additional indebtedness increased or decreased by 0.125% from assumed rates, the interest expense would increase or decrease by $750,000 per annum, or $187,500 per quarter. | |
| (2) | EBITDA, a measure used by management to measure operating performance, is defined as income (loss) from continuing operations plus interest expense, income tax (benefit) expense, depreciation and amortization. EBITDA is computed using Grey Wolf’s (the accounting acquirer in the mergers) definition of EBITDA, which includes interest expense on a gross basis, whereas Basic includes interest expense net of interest income. EBITDA is not a recognized term under GAAP and does not purport to be an alternative to income from continuing operations as a measure of operating performance or to cash flows from operating activities as a measure of liquidity. Additionally, EBITDA is not intended to be a measure of free cash flow available for management’s discretionary use as it does not consider certain cash requirements such as interest payments, tax payments and debt service requirements. The presentation of EBITDA has limitations as an analytical tool, and you should not consider it in isolation, or as a substitute for analysis of our results as reported under GAAP. The following table presents a reconciliation of pro forma EBITDA to pro forma net income, which is the most directly comparable GAAP financial performance measure, for each of the periods indicated: |
| Twelve Months | Three Months | |||||||||||
| Ended | Ended | |||||||||||
| March 31, | March 31, | Year Ended | ||||||||||
| 2008 | 2008 | December 31, 2007 | ||||||||||
| (in thousands) | ||||||||||||
Earnings before interest expense, income taxes, depreciation and amortization | $ | 609,301 | $ | 148,639 | $ | 637,631 | ||||||
Depreciation and amortization | (240,412 | ) | (62,066 | ) | (234,067 | ) | ||||||
Interest expense | (80,611 | ) | (20,316 | ) | (81,718 | ) | ||||||
Income tax expense | (105,297 | ) | (25,139 | ) | (116,332 | ) | ||||||
Net income | 182,981 | 41,118 | 205,514 | |||||||||
Basic believes EBITDA is a useful supplemental financial measure used by its management and directors and by external users of its financial statements, such as investors, to assess:
| • | The financial performance of its assets without regard to financing methods, capital structure or historical cost basis; | |
| • | The ability of its assets to generate cash sufficient to pay interest on our indebtedness; and | |
| • | Its operating performance and return on invested capital as compared to those of other companies in the well servicing industry, without regard to financing methods and capital structure. |
EBITDA has limitations as an analytical tool and should not be considered an alternative to net income, operating income, cash flow from operating activities or any other measure of financial performance or liquidity presented in accordance with GAAP. EBITDA excludes some, but not all, items that affect net income and operating income, and these measures may vary among other companies. Limitations to using EBITDA as an analytical tool include:
| • | EBITDA does not reflect its current or future requirements for capital expenditures or capital commitments; | |
| • | EBITDA does not reflect changes in, or cash requirements necessary to service interest or principal payments on, its debt; | |
| • | EBITDA does not reflect income taxes; | |
| • | Although depreciation and amortization are non-cash charges, the assets being depreciated and amortized will often have to be replaced in the future, and EBITDA does not reflect any cash requirements for such replacements; and | |
| • | Other companies in its industry may calculate EBITDA differently than Basic does, limiting its usefulness as a comparative measure. |