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): May 1, 2003
CARRIZO OIL & GAS, INC.
(Exact name of registrant as specified in its charter)
TEXAS 000-22915 76-0415919
(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation) File Number) Identification No.)
14701 ST. MARY'S LANE
SUITE 800
HOUSTON, TEXAS 77079
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code: (281) 496-1352
ITEM 5. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits
The following exhibit is furnished pursuant to Item 12:
99.1 Press Release, dated May 1, 2003, Announcing First Quarter
2003 Financial Results
ITEM 9. INFORMATION PROVIDED UNDER ITEM 12 (RESULTS OF OPERATIONS AND FINANCIAL
CONDITION).
Our press release dated May 1, 2003, announcing first quarter 2003
financial results, furnished as Exhibit 99.1 to this report, is incorporated by
reference herein. The press release contained certain measures which may be
deemed to be "non-GAAP financial measures" as defined in Item 10 of Regulation
S-K of the Securities Act of 1934, as amended. We discuss EBITDA for the first
quarters of 2002 and 2003. The most comparable GAAP financial measure, Net
Income, and information reconciling the GAAP and non-GAAP financial measures
were also included in the press release.
We also discuss estimated EBITDA for 2003. In the press release, we
note that we are on a pace to exceed $30 million of EBITDA and $2.00 per basic
share during 2003. Using first quarter EBITDA of $7.5 million and $.53 per basic
share and multiplying such amounts by four (for the entire year 2003), we would
meet or exceed the amounts discussed in the press release.
None of the information furnished in Item 9 and the accompanying
exhibit will be deemed "filed" for purposes of Section 18 of the Securities
Exchange Act of 1934, nor will it be incorporated by reference into any
registration statement filed by Carrizo Oil & Gas under the Securities Act of
1933, as amended, unless specifically identified therein as being incorporated
therein by reference. The furnishing of the information in this report is not
intended to, and does not, constitute a determination or admission by Carrizo
Oil & Gas, that the information in this report is material or complete, or that
investors should consider this information before making an investment decision
with respect to any security of Carrizo Oil & Gas.
Statements in this Current Report on Form 8-K, including the estimates
of Net Income, EBITDA and other statements that are not
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historical facts are forward looking statements that are based on current
estimates. Although the Company believes that its estimates are based on
reasonable assumptions, it can give no assurance that these estimates will prove
correct. Important factors that could cause actual results to differ materially
from those in the forward looking statements include the results and dependence
on exploratory drilling activities, operating risks, oil and gas price levels,
land issues, availability of equipment, weather and other risks described in the
Company's Form 10-K for the year ended December 31, 2002 and its other filings
with the Securities and Exchange Commission.
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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.
CARRIZO OIL & GAS, INC.
By: /s/ Frank A. Wojtek
-----------------------------
Name: Frank A. Wojtek
Title: Vice President and Chief
Financial Officer
Date: May 8, 2003
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EXHIBIT INDEX
99.1 Press Release, dated May 1, 2003, Announcing First Quarter 2003
Financial Results
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