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
Date of Report (Date of earliest event reported): January 19, 2000
McMoRan Exploration Co.
(Exact name of registrant as specified in its charter)
Delaware 001-07791 72-1424200
(State or other (Commission File (IRS Employer
jurisdiction of Number) Identification
incorporation or Number)
organization)
1615 Poydras Street
New Orleans, Louisiana 70112
(Address of principal executive offices)
(504) 582-4000
(Registrant's telephone number, including area code)
Item 5. Other Events
--------------
The following news release was made by McMoRan Exploration Co. on January 19,
2000:
HIGHLIGHTS
. McMoRan Exploration Co. (NYSE: MMR) acquired from Texaco the
right to explore all or parts of 89 offshore Gulf of Mexico
leases covering 391,000 gross acres. We have committed to
spend $110 million for exploration of these leases through
June 30, 2003.
. MMR purchased from Shell Offshore Inc. interests in 56
exploratory leases containing approximately 260,000 gross
acres primarily in Gulf of Mexico offshore Louisiana for a
total of $37.7 million.
. The transactions with Texaco and Shell have provided us the
foundation for an aggressive exploration program and the
opportunity for MMR to experience significant growth.
. MMR purchased certain oil and gas interests from Phosphate
Resource Partners Limited Partnership (PLP) for $32 million.
A lawsuit brought by PLP and its parent, IMC Global Inc., was
withdrawn.
. MMR commenced drilling of the Vermilion Block 408 #1
exploratory well on December 11, 1999. The well reached a
total depth of 8,000 feet and encountered 167 feet of net oil
pay.
. Initial production of Brazos A-19 commenced at a rate in
excess of 80 million cubic feet (MMCF) of gas per day in
October 1999. The well is currently shut-in pending remedial
action for damage associated with a shut-down of the well in
November 1999.
. MMR's fourth-quarter 1999 oil and gas sales volumes totaled
approximately 3,400 MMCF of gas and 298,000 barrels of oil
and condensate, including approximately 248,000 barrels from
Main Pass 299.
. Sulphur sales for the fourth quarter of 1999 totaled
approximately 731,000 long tons, representing MMR's share of
mine production at Main Pass 299 and purchased sulphur.
. MMR's preliminary year-end 1999 proved oil and gas reserves,
including Main Pass 299 oil, totaled 92.5 billion cubic feet
of gas equivalents (BCFE). Main Pass 299 proved sulphur
reserves at year-end 1999 totaled 13.7 million long tons,
reduced to reflect a decreased production rate and lower
price outlook. A future increase in sulphur prices could
result in a restoration of the reserves being reduced at
year-end 1999.
Fourth Quarter Twelve Months
------------------ -------------------
1999 1998 1999 1998 a
-------- -------- --------- --------
(In thousands, except per share amounts)
Revenues $ 58,529 $ 29,977 $ 244,031 $ 45,902
Operating income (loss) (883) (2,224) 111 (19,324)
Net income (loss) (773) (2,136) 109 (18,116)
Diluted net income (loss )per share (0.06) (0.16) 0.01 (1.96)
Diluted average shares outstanding 12,807 13,283 13,651 9,230
a. Our 1998 financial statements reflect the historical assets,
liabilities and operating results of McMoRan Oil & Gas Co.,
as the acquiring entity in the merger with Freeport-McMoRan
Sulphur Inc. Freeport Sulphur's operating results, assets
acquired and liabilities assumed are included on and after
November 17, 1998.
b. Includes special charges of $1.1 million representing
additional depreciation expense, including abandonment and
reclamation accruals, resulting from the downward revision of
reserves for the Main Pass 299 sulphur mine; and an inventory
adjustment of $2.7 million to record our inventory at its
expected sales value. These charges were partially offset by
a $3.1 million decrease in an obligation whose value is tied
to expected sulphur market prices.
NEW ORLEANS, LA, January 19, 2000 - McMoRan Exploration Co.
today reported a net loss of $0.8 million, $0.06 per share,
for the fourth quarter of 1999 compared with a net loss of $2.1
million, $0.16 per share, for the fourth quarter of 1998. For
the twelve months ended December 31, 1999, we recorded net
income of $0.1 million, $0.01 per share compared to a net loss
of $18.1 million, $1.96 per share for the comparable twelve
month period in 1998.
OPERATIONAL ACTIVITIES:
Effective January 1, 2000, we acquired from Texaco
Exploration and Production Inc. the right to explore 89 oil and
gas tracts. The properties cover 391,000 gross acres located
in water depths ranging from 10 to 2,600 feet, in federal and
state waters offshore Louisiana and Texas. We committed to
spend $110 million for exploration activities on these
properties through June 30, 2003. If we drill successful
exploratory wells to specified depths and commit to install
development facilities, we will earn varying interests in the
prospects, depending on the options elected by Texaco. We will
earn at least a majority of Texaco's working interest in the
property, and Texaco can elect to retain either a working
interest or an overriding royalty.
On January 14, 2000, MMR purchased from Shell Offshore Inc.
(Shell), Shell's interest in 56 exploratory leases containing
approximately 260,000 gross acres located primarily in the
Louisiana offshore Gulf of Mexico area for a total of $37.7
million. Shell retained an overriding royalty interest in the
properties. The leases are located in water depths up to 2,000
feet. Shell's ownership interests in the leases acquired range
from 25 to 100 percent. MMR's acquisition of four of the
leases is subject to preferential rights.
The Texaco and Shell transactions significantly enhance our
presence on the continental shelf of the Gulf of Mexico where
we have conducted oil and gas exploration, development, and
production operations for more than 25 years. These two
transactions along with our current lease inventory, give us
exploratory rights to approximately 170 blocks covering
approximately 750,000 gross acres. We now have a substantial
foundation for an aggressive exploration program with one of
the broadest exploration acreage positions in the Gulf of
Mexico held by an independent. We believe there are
significant opportunities to discover meaningful oil and gas
reserves by using advanced 3-D seismic data and other state-of-
the-art technology in selecting exploration prospects. With
our seasoned explorationists and our existing large data base,
we are focused on providing our shareholders significant
opportunities for growth.
In November 1999, MMR entered into an agreement with
Phosphate Resource Partners Limited Partnership which
terminated PLP's participation in the McMoRan Exploration
Program (Exploration Program). Under the agreement, we
purchased Phosphate Resource Partners' 47 percent interest in
the Exploration Program, which included three producing
properties and an inventory of exploration properties and
leases, for $32 million. The sale was effective October 1,
1999 and MMR now owns a 95 percent interest in the Exploration
Program with an individual investor owning the remaining five
percent. Additionally, both Phosphate Resource Partners and
its parent, IMC Global Inc., dismissed with prejudice their
lawsuit against MMR.
REVENUES / PRODUCTION:
MMR's fourth-quarter 1999 oil and gas revenues totaled
$15.6 million, including $5.1 million from Main Pass Block 299
oil, compared to $5.7 million during the fourth quarter of
1998, which included $1.8 million from Main Pass from November
17, 1998 through year end 1998. Our fourth quarter revenues
reflected higher average realized prices for both oil and gas
which were $21.41 per barrel and $2.68 per thousand cubic feet
(MCF) of gas, respectively, compared with $8.93 per barrel and
$2.06 per MCF during the year-ago period. Average net daily
production was approximately 37 million cubic feet of gas and
3,250 barrels of oil and condensate, including Main Pass 299
which had daily oil production during the fourth quarter of
approximately 2,700 barrels.
Fourth-quarter 1999 revenues from sulphur operations
totaled $42.9 million compared with $24.3 million during the
fourth quarter of 1998, which included operations from November
17, 1998 through year end 1998. We sold approximately 731,000
long tons of mined and recovered sulphur during the 1999
quarter. The Tampa sulphur market price decreased $5.00 per
ton during the period to $62.50 per long ton. Although sulphur
market prices for the first half of 2000 have not been
established, sulphur demand in the U.S. domestic market has
been negatively affected by production curtailments of major
phosphate fertilizer producers in response to the cyclical
nature of the fertilizer market. As a result of these market
conditions, we expect that sulphur prices may decline further
during the first half of 2000. Recovery of phosphate
fertilizer demand and re-start of idled U.S. phosphate
fertilizer plants would favorably influence sulphur prices.
DRILLING ACTIVITIES:
Vermilion Block 408 #1. We commenced drilling of the
Vermilion Block 408 #1 exploratory well in December 1999. The
well reached a total depth of 8,000 feet and encountered 167
feet of net oil pay. The well is in the process of being flow
tested and will be saved for future development. We own a 28.5
percent working interest and a 22.9 percent net revenue
interest in the #1 exploratory well. Vermilion Block 408
covers 5,000 acres located in approximately 380 feet of water
115 miles offshore Louisiana.
Grass Island Prospect. During the third quarter of 1999, we
farmed-in the Grass Island prospect located in the shallow
onshore waters of Espiritu Santo Bay, Calhoun County, Texas.
We began drilling the State Tract 210 #6 exploratory well on
November 1, 1999. The well reached an approximate total depth
of 12,000 feet in December. As operator, we set a liner and
have saved and temporarily abandoned the well. We are
evaluating the sands encountered in the well to assess future
operating alternatives, including the possibility of future
testing of the well and additional drilling. By drilling this
well, we earned an approximate 46.6 percent working interest
and a 32.1 percent net revenue interest after payout.
Vermilion Block 144/145. We plan to commence drilling an
exploratory well to a total depth of 17,000 feet on the
Vermilion Block 144/145 prospect during the first quarter of
2000. The prospect is located in 90 feet of water and is
adjacent to our producing field at Vermilion 160. We own a 95
percent net working interest and a 76.3 percent net revenue
interest in the two leases which cover 9,063 acres.
Grand Isle 40/41. We farmed-in this prospect and plan to
commence drilling of an exploratory well to a total depth of
16,500 feet during the first quarter of 2000. We can earn up to
a 95 percent working interest and a 68.5 percent net revenue
interest under the terms of the agreement. These two blocks are
located in 90 feet of water and are 20 miles offshore Grand Isle,
Louisiana and cover 10,625 acres.
Brazos A-19. Development of the Brazos Block A-19 JC #1 well
was completed in the third quarter of 1999. Initial production
of the well commenced early in the fourth quarter at a rate in
excess of 80 MMCF of gas per day. During a shut-down of the
well in November 1999, the operator detected a pressure buildup
in the production casing and subsequently found significant
damage to the production tubing. The well currently remains
shut-in, pending remedial action for damage associated with the
shut-in. While the estimates of proved reserves for the well
remain unchanged, additional costs will be required to restore
production, and revenues from the well will be delayed. We
have an approximate 26.4 percent net revenue interest in Brazos
Block A-19, which covers 5,760 acres and is located in
approximately 135 feet of water, 35 miles offshore Texas. We,
along with our partners, have acquired the adjacent leases
located at Brazos Blocks A-9 and A-26.
RESERVES: MMR's preliminary year-end 1999 proved oil and gas
reserves totaled approximately 92.5 BCFE composed of 62.3 BCF
of gas and 5.0 million barrels of oil and condensate, including
Main Pass 299. This represents an increase of approximately 12
percent from proved reserves of 82.4 BCFE at December 31, 1998,
which was comprised of 58.5 BCF of gas and 4.0 million barrels
of oil and condensate.
MMR's Main Pass 299 proved sulphur reserves at year-end
1999 totaled 13.7 million long tons compared with 52.4 million
long tons at December 31, 1998. Although our estimate of
physically producible sulphur has not changed, we have reduced
our estimates of commercially recoverable reserves primarily
based on our expectations of a decreased production rate at the
mine, partially offset by an anticipated decrease in costs.
These factors have also caused us to reduce the expected useful
life of the mine from 30 years to 10 years, which will result
in an increase in abandonment and reclamation accruals by
approximately $3.0 million per year. The price of sulphur is a
critical factor in the determination of commercially
recoverable reserves. A future increase in sulphur prices
could result in a restoration of the reserves being reduced at
year-end 1999. Changes in our sulphur reserve estimates are
expected to have no impact on the amount of sulphur we produce
and sell from Main Pass in 2000, and any shortfall from
production in the future is expected to be offset by increases
in our purchases of recovered sulphur.
OTHER:
Homestake Mining Company (Homestake), our 16.7 percent partner
in the Main Pass 299 sulphur mine, has elected to waive its
right to produce its share of sulphur for 2000. We have
advised Homestake that in our opinion the conditions necessary
to make the election do not exist. Homestake has filed suit
seeking a declaratory judgement supporting its position and has
not paid the first monthly installment for operating expenses
for 2000. We believe that the election, even if effectively
made, will not have a material adverse effect on our financial
condition or results of operations, except that we may lose
approximately $500,000 per quarter of operating income from
fees in 2000 under our processing and marketing agreement with
Homestake.
SHARE PURCHASES: During the fourth quarter of 1999, we
purchased 64,800 shares of our common stock for approximately
$1.4 million, an average of $21.05 per share. We purchased an
additional 191,200 shares for $3.9 million, an average of
$20.33 per share through January 18, 2000. As of January 18,
2000, approximately 364,000 of the total 2 million shares
authorized remain available for purchase. On December 31,
1999, we had 12,785,169 shares of common stock outstanding.
MMR is an independent public company engaged in the
exploration, development and production of oil and natural gas
offshore in the Gulf of Mexico and onshore in the Gulf Coast
area; and the mining, purchasing, transporting, terminaling,
and marketing of sulphur.
CAUTIONARY STATEMENT. This press release contains certain
forward-looking statements regarding exploration, development
and acquisition activities, production rates, sulphur prices
and the possible loss of processing and marketing fees from
Homestake. Important factors that might cause future results
to differ from these projections include: variations in the
market prices of oil, natural gas and sulphur; drilling
results; unanticipated fluctuations in flow rates of producing
wells; oil, natural gas and sulphur reserves expectations; the
ability to satisfy future cash obligations and environmental
costs; general exploration and development risks and hazards;
and mine closure costs. Such factors and others are more fully
described in more detail in MMR's 1998 Form 10-K filed with the
Securities and Exchange Commission.
A copy of this release is available by calling 1-800-469-1252
and on our web site at http://www.mcmoran.com.
McMoRan EXPLORATION CO.
STATEMENTS OF OPERATIONS (Unaudited)
Three Months Ended Years Ended
December 31, December 31,
------------------ ---------------------
1999a 1998a 1999a 1998a
-------- -------- --------- --------
(In Thousands, Except Per Share Amounts)
Revenues $ 58,529 $ 29,977 $ 244,031 $ 45,902
Costs and expenses:
Production and delivery 44,884b 25,198 188,548b,c 27,728
Depreciation and amortization 9,237d 3,842 37,059d 17,733
Exploration expenses 1,478 698 6,411 14,533e
General and administrative
expenses 4,368 2,463 15,007 5,679
Gain on sale of property,
plant and equipment (555) - (3,105) (447)
-------- -------- --------- --------
Total costs and expenses 59,412 32,201 243,920 65,226
-------- -------- --------- --------
Operating income (loss) (883) (2,224) 111 (19,324)
Interest expense (388) (238) (679) (238)
Other income, net 82 326 748 1,446
-------- -------- --------- --------
Net income (loss) before
income taxes (1,189) (2,136) 180 (18,116)
Income tax (provision) benefit 416 - (71) -
-------- -------- --------- --------
Net income (loss) $ (773) $ (2,136) $ 109 $(18,116)
======== ======== ========= ========
Net income (loss) per share
of common stock:
Basic $(0.06) $(0.16) $0.01 $(1.96)
====== ====== ===== ======
Diluted $(0.06) $(0.16) $0.01 $(1.96)
====== ====== ===== ======
Average common shares
outstanding:
Basic 12,807 13,283 13,385 9,230
====== ====== ====== =====
Diluted 12,807 13,283 13,651 9,230
====== ====== ====== =====
a. Includes the results of Freeport-McMoRan Sulphur Inc.
(Freeport Sulphur), on and after November 17, 1998.
b. Includes $2.7 million charge to record inventory at its
expected sales value at December 31, 1999.
c. Includes $3.9 million of business interruption insurance
proceeds associated with the Main Pass mine claim.
d. Includes $1.1 million associated with the acceleration of
depreciation expense and abandonment and reclamation accruals
for the Main Pass mine as a result of a downward revision of
its proved reserves.
e. Includes $9.1 million of unsuccessful exploratory drilling and
leasehold costs.
OPERATING DATA (Unaudited)
Three Months Ended Years Ended
December 31, December 31,
-------------------- ----------------------
1999 1998 1999 1998a
--------- --------- ---------- ---------
Sales volumes:
Gas (thousand cubic feet,
or MCF) 3,407,000 1,767,800 14,026,000 8,634,100
Oil (barrels) b 298,000 222,500 1,353,600 304,100
Sulphur (long tons) b 730,600 386,600 2,973,100 386,600
Average realization:
Gas (per MCF) $ 2.68 $ 2.06 $ 2.30 $ 2.14
Oil (per barrel) b 21.41 8.93 15.92 10.33
Sulphur (per long ton) b 58.06 62.40 63.16 62.40
a. The prior period effects of the re-determination of ownership
interests in Vermilion Block 160 were excluded from the above
table, which would have reduced annual volumes of gas and oil
by approximately 150,400 mcf and 6,200 barrels, respectively,
and reduced the combined revenues from gas and oil by
approximately $486,000.
b. Includes operating data of Freeport Sulphur on and after
November 17, 1998. Main Pass oil operations contributed
approximately 248,000 and 1,102,600 barrels at average
realizations of $20.63 and $15.50 for the three months and
year ended December 31, 1999, respectively. Main Pass oil
contributed 202,700 barrels at an average realization of $8.60
per barrel for the period November 17, 1998 through December
31, 1998.
McMoRan EXPLORATION CO.
CONDENSED BALANCE SHEETS (Unaudited)
December 31,
-----------------------
1999 a 1998 a
--------- ---------
(In Thousands)
ASSETS
Cash and cash equivalents $ - $ 17,816
Accounts receivable 25,652 32,076
Inventories 16,619 14,915
Deferred tax asset and prepaid expenses 4,236 4,762
--------- ---------
Total current assets 46,507 69,569
Property, plant and equipment, net 198,532b 187,137
Deferred tax asset 32,370 31,834
Goodwill (net of accumulated amortization
of $451 and $144, respectively) 11,602 18,078
Other assets 12,270 13,770
--------- ---------
Total assets $ 301,281 $ 320,388
========= =========
LIABILITIES AND STOCKHOLDERS' EQUITY
Accounts payable and accrued liabilities $ 44,797 $ 41,444
Current portion of reclamation and mine
shutdown reserves and other 4,818 7,145
--------- ---------
Total current liabilities 49,615 48,589
Reclamation and mine shutdown reserves 55,126 60,047
Long-term debt 14,000 -
Other long-term liabilities 27,469 32,952
Stockholders' equity 155,071c 178,800
--------- ---------
Total liabilities and stockholders' equity $ 301,281 $ 320,388
========= =========
a. Includes the assets acquired and liabilities assumed following
the acquisition of Freeport Sulphur on November 17, 1998.
b. Reflects a revision of the initial purchase price assigned to
certain assets acquired from Freeport Sulphur. Recorded
values of the Main Pass sulphur mine were reduced by $19.6
million, while recorded values of Freeport Sulphur's
transportation and terminaling assets were increased by $22.1
million.
c. Includes the purchase of approximately 1.4 million shares of
McMoRan common stock for $26.5 million.
McMoRan EXPLORATION CO.
STATEMENTS OF CASH FLOW (Unaudited)
Years Ended
December 31,
-----------------------
1999 a 1998 a
-------- ---------
(In Thousands)
Cash flow from operating activities:
Net income (loss) $ 109 $ (18,116)
Adjustments to reconcile net income (loss) to net
cash provided by (used in) operating activities:
Depreciation and amortization 37,059 17,733
Exploration expenses 6,411 14,533
Gain on sale of property, plant and equipment (3,105) (447)
Reclamation and mine shutdown expenditures (7,351) -
Change in assets and liabilities, net of effects
of acquisitions:
(Increase) decrease in working capital
Accounts receivable 2,244 10,291
Accounts payable and accrued liabilities 6,691 (1,120)
Inventories and prepaid expense (4,274) 585
Other (2,256) 2,753
-------- ---------
Net cash provided by operating activities 35,528 26,212
-------- ---------
Cash flow from investing activities:
Exploration and development expenditures (28,960) (49,750)
Cash and cash equivalents acquired from
Freeport Sulphur, net of Merger costs - 17,699
Purchase of oil and gas properties,
net of properties sold (26,408)b (5,037)
Proceeds from the disposition of sulphur
property, plant and equipment 11,059 -
Other 1,692 157
-------- ---------
Net cash used in investing activities (42,617) (36,931)
-------- ---------
Cash flow from financing activities:
Purchase of McMoRan common stock (26,367) -
Borrowings on revolving credit facility, net 14,000 -
Proceeds from exercise of stock options 1,973 293
Merger costs and other (333) (907)
-------- ---------
Net cash used in financing activities (10,727) (614)
-------- ---------
Net decrease in cash and cash equivalents (17,816) (11,333)
Cash and cash equivalents at beginning of year 17,816 29,149
-------- ---------
Cash and cash equivalents at end of year $ - $ 17,816
======== =========
a. Includes the results of Freeport Sulphur on and after November
17, 1998.
b. Includes the $32.8 million purchase of oil and gas interests
from Phosphate Resource Partners Limited Partnership, less
sales of other oil and gas interests.
SIGNATURE
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.
McMoRan Exploration Co.
By: /s/ C. Donald Whitmire, Jr.
--------------------------
C. Donald Whitmire, Jr.
Vice President & Controller -
Financial Reporting
(Authorized signatory)
Date: January 20, 2000