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| BAS > SEC Filings for BAS > Form 10-Q on 30-Oct-2009 | All Recent SEC Filings |
30-Oct-2009
Quarterly Report
Nine Months Ended September 30,
2009 2008
Revenues:
Well servicing $ 123.6 31 % $ 266.9 35 %
Fluid services 163.8 41 % 226.6 30 %
Completion and remedial services 99.2 25 % 233.6 31 %
Contract drilling 11.8 3 % 31.8 4 %
Total revenues $ 398.4 100 % $ 758.9 100 %
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Our core businesses depend on our customers' willingness to make expenditures to produce, develop and explore for oil and gas in the United States. Industry conditions are influenced by numerous factors, such as the supply of and demand for oil and gas, domestic and worldwide economic conditions, political instability in oil producing countries and merger and divestiture activity among oil and gas producers. The volatility of the oil and gas industry, and the consequent impact on exploration and production activity, has adversely impacted, and could continue to adversely impact, the level of drilling and workover activity by some of our customers. This volatility affects the demand for our services and the price of our services.
In 2007, natural gas prices declined as an excess supply of natural gas began
to develop, mainly due to moderate U.S. weather patterns. Utilization for our
services declined from 2006 levels as drilling activity flattened or declined in
several of our markets and new equipment entered the marketplace balancing
supply and demand for our services. However, pricing for our services improved
in 2007 from 2006, mainly reflecting continued increases in labor costs, and
offset a portion the effect of the lower utilization of our services on our
total revenues. By the middle of 2008, oil and natural gas prices reached
historic highs. However, in the second half of 2008, oil and natural gas prices
decreased substantially, which caused significantly lower utilization of our
services in the fourth quarter of 2008. In the first half of 2009, utilization
and pricing for our services continued to decline from the fourth quarter of
2008. In the third quarter of 2009, as oil prices began to increase, utilization
and pricing for our services stabilized and remained near second quarter 2009
levels.
While we see continued steady improvement in oil related activity, we
anticipate tough market conditions to prevail until gas driven activity
increases to more fully absorb the excess service capacity in each of our
markets and segments.
We derive a majority of our revenues from services supporting production from
existing oil and gas operations. Demand for these production-related services,
including well servicing and fluid services, tends to remain relatively stable,
even in moderate oil and gas price environments, as ongoing maintenance spending
is required to sustain production. As oil and gas prices fluctuate, demand for
all of our services changes correspondingly as our customers must balance
maintenance and capital expenditures against their available cash flows. Because
our services are required to support drilling and workover activities, we are
also subject to changes in capital spending by our customers as oil and gas
prices increase or decrease. Adverse changes in capital markets have caused a
number of oil and gas producers to reduce their capital budgets for 2009.
Limitations on the availability of capital, or higher costs of capital, for
financing expenditures may cause these and other oil and gas producers to make
additional reductions to capital budgets in the future even if commodity prices
return to historically high levels.
We believe that the most important performance measures for our lines of
business are as follows:
• Well Servicing - rig hours, rig utilization rate, revenue per rig hour and
segment profits as a percent of revenues;
• Fluid Services - revenue per truck and segment profits as a percent of revenues;
• Completion and Remedial Services - segment profits as a percent of revenues; and
• Contract Drilling - rig operating days, revenue per drilling day and segment profits as a percent of revenues.
Segment profits are computed as segment operating revenues less direct
operating costs. These measurements provide important information to us about
the activity and profitability of our lines of business. For a detailed analysis
of these indicators for our company, see below in "Segment Overview."
We will continue to evaluate opportunities to grow our business through
selective acquisitions and internal growth initiatives. Our capital investment
decisions are determined by an analysis of the projected return on capital
employed for each of those alternatives, which is substantially driven by the
cost to acquire existing assets from a third party, the capital required to
build new equipment and the point in the oil and gas commodity price cycle.
Based on these factors, we make capital investment decisions that we believe
will support our long-term growth strategy. While we believe our costs of
integration for prior acquisitions have been reflected in our historical results
of operations, integration of acquisitions may result in unforeseen operational
difficulties or require a disproportionate amount of our management's attention.
As discussed below in "Liquidity and Capital Resources," we also must meet
certain financial covenants in order to borrow money under our existing credit
agreement to fund future acquisitions.
Selected 2008 Acquisitions
During the year 2008, we made several acquisitions that complemented our
existing lines of business. These included among others:
Xterra Fishing and Rental Tools Co.
On January 28, 2008, we acquired all of the outstanding capital stock of
Xterra Fishing and Rental Tools Co. ("Xterra") for total consideration of
$21.5 million cash. This acquisition operates in our completion and remedial
services line of business.
Azurite Services Company, Inc.
On September 26, 2008, we acquired substantially all of the operating assets
of Azurite for $61.0 million in cash. This acquisition operates in our fluid
services line of business.
Segment Overview
Well Servicing
During the first nine months of 2009, our well servicing segment represented
31% of our revenues. Revenue in our well servicing segment is derived from
maintenance, workover, completion, and plugging and abandonment services. We
provide maintenance-related services as part of the normal, periodic upkeep of
producing oil and gas wells. Maintenance-related services represent a relatively
consistent component of our business. Workover and completion services generate
more revenue per hour than maintenance work, due to the use of auxiliary
equipment, but demand for workover and completion services fluctuates more with
the overall activity level in the industry.
We typically charge our customers for services on an hourly basis at rates
that are determined by the type of service and equipment required, market
conditions in the region in which the rig operates, the ancillary equipment
provided on the rig and the necessary personnel. Depending on the type of job,
we may also charge by the project or by the day. We measure our activity levels
by the total number of hours worked by all of the rigs in our fleet. We monitor
our fleet utilization levels, with full utilization deemed to be 55 hours per
week per rig. Our fleet increased from a weighted average number of 392 rigs in
the first quarter of 2008 to 414 in the third quarter of 2009 through a
combination of newbuild purchases and acquisitions and other individual
equipment purchases.
The following is an analysis of our well servicing operations for each of the
quarters in 2008, the full year ended December 31, 2008 and the quarters ended
March 31, 2009, June 30, 2009, and September 30, 2009:
Weighted
Average Rig Profits
Number of Rig Utilization Revenue Per Per Rig Segment
Rigs Hours Rate Rig Hour Hour Profits%
2008:
First Quarter 392 202,500 72.2 % $ 398 $ 158 39.8 %
Second Quarter 403 222,300 77.1 % $ 400 $ 152 37.9 %
Third Quarter 412 233,000 79.1 % $ 418 $ 156 37.3 %
Fourth Quarter 414 182,400 61.6 % $ 418 $ 141 33.8 %
Full Year 405 840,200 72.5 % $ 408 $ 152 37.3 %
2009:
First Quarter 414 132,300 44.7 % $ 369 $ 90 24.4 %
Second Quarter 414 110,500 37.3 % $ 329 $ 78 23.6 %
Third Quarter 414 122,900 41.5 % $ 313 $ 76 24.4 %
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We gauge activity levels in our well servicing segment based on rig
utilization rate, revenue per rig hour and segment profits per rig hour.
Rig utilization increased to 41.5% in the third quarter of 2009, compared to
37.3% in the second quarter of 2009. The increase was caused by stabilization in
oil and natural gas prices during the third quarter of 2009, which caused a
slight increase in demand for our services. Although there was stabilization
experienced in the economy and oil and gas prices, there was still price
pressure for our services, and our revenue per rig hour decreased to $313 in the
third quarter of 2009 compared to $329 in the second quarter of 2009. Through
our continued cost cutting measures, we were able to increase the segment profit
percentage to 24.4% in the third quarter of 2009 from 23.6% in the second
quarter of 2009.
Fluid Services
During the first nine months of 2009, our fluid services segment represented
41% of our revenues. Revenues in our fluid services segment are earned from the
sale, transportation, storage and disposal of fluids used in the drilling,
production and maintenance of oil and gas wells, and well site construction and
maintenance services. The fluid services segment has a base level of business
consisting of transporting and disposing of salt water produced as a by-product
of the production of oil and gas. These services are necessary for our customers
and generally have a stable demand but typically produce lower relative segment
profits than other parts of our fluid services segment. Fluid services for
completion and workover projects typically require fresh or brine water for
making drilling mud, circulating fluids or frac fluids used during a job, and
all of these fluids require storage tanks and hauling and disposal. Because we
can provide a full complement of fluid sales, trucking, storage and disposal
required on most drilling and workover projects, the add-on services associated
with drilling and workover activity enable us to generate higher segment profits
contributions. Revenues from
our well site construction services are derived primarily from preparing and
maintaining access roads and well locations, installing small diameter gathering
lines and pipelines, constructing foundations to support drilling rigs and
providing maintenance services for oil and gas facilities. The higher segment
profits are due to the relatively small incremental labor costs associated with
providing these services in addition to our base fluid services segment. We
typically price fluid services by the job, by the hour or by the quantities
sold, disposed of or hauled.
The following is an analysis of our fluid services operations for each of the
quarters in 2008, the full year ended December 31, 2008 and the quarters ended
March 31, 2009, June 30, 2009, and September 30, 2009 (dollars in thousands):
Weighted Segment Profits
Average Number of Revenue Per Per Fluid
Fluid Service Fluid Service Service Segment
Trucks Truck Truck Profits%
2008:
First Quarter 644 $ 111 $ 39 35.0 %
Second Quarter 663 $ 109 $ 36 33.1 %
Third Quarter 683 $ 121 $ 43 35.8 %
Fourth Quarter 804 $ 111 $ 42 38.1 %
Full Year 699 $ 452 $ 161 35.6 %
2009:
First Quarter 814 $ 80 $ 25 31.4 %
Second Quarter 808 $ 61 $ 17 27.9 %
Third Quarter 805 $ 62 $ 14 22.7 %
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We gauge activity levels in our fluid services segment based on revenue and
segment profits per fluid service truck.
Revenue per fluid service truck remained relatively flat at $62,000 in the
third quarter of 2009 compared to $61,000 in the second quarter of 2009. Segment
profit percentage decreased to 22.7% in the third quarter of 2009 from 27.9% in
the second quarter of 2009 which was driven by increased competitive rate
pressure and higher fuel and repair and maintenance costs.
Completion and Remedial Services
During the first nine months of 2009, our completion and remedial services
segment represented 25% of our revenues. Revenues from our completion and
remedial services segment are generally derived from a variety of services
designed to stimulate oil and gas production or place cement slurry within the
wellbores. Our completion and remedial services segment includes pressure
pumping, cased-hole wireline services, underbalanced drilling and rental and
fishing tool operations.
Our pressure pumping operations concentrate on providing lower-horsepower
cementing, acidizing and fracturing services in selected markets. Our total
hydraulic horsepower capacity for our pressure pumping operations was 139,000
and 134,000 at September 30, 2009 and September 30, 2008, respectively.
In this segment, we generally derive our revenues on a project-by-project
basis in a competitive bidding process. Our bids are generally based on the
amount and type of equipment and personnel required, with the materials consumed
billed separately. During periods of decreased spending by oil and gas
companies, we may be required to discount our rates to remain competitive, which
would cause lower segment profits.
The following is an analysis of our completion and remedial services segment for each of the quarters in 2008, the full year ended December 31, 2008 and the quarters ended March 31, 2009, June 30, 2009, and September 30, 20009 (dollars in thousands):
Segment
Revenues Profits%
2008:
First Quarter $ 68,458 47.7 %
Second Quarter $ 79,579 46.4 %
Third Quarter $ 85,541 45.3 %
Fourth Quarter $ 70,748 43.0 %
Full Year $ 304,326 45.6 %
2009:
First Quarter $ 37,259 30.5 %
Second Quarter $ 29,373 26.9 %
Third Quarter $ 32,592 29.1 %
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We gauge the performance of our completion and remedial services segment
based on the segment's operating revenues and segment profits.
The increase in completion and remedial revenue to $32.6 million in the third
quarter of 2009 from $29.4 million in the second quarter of 2009 was caused by
the stabilization of the economy and oil and natural gas prices in the third
quarter of 2009. There was also an increase in segment profit percentage to
29.1% in the third quarter of 2009 from 26.9% in the second quarter of 2009 due
to our cost cutting measures.
Contract Drilling
During the first nine months of 2009, our contract drilling segment
represented 3% of our revenues. Revenues from our contract drilling segment are
derived primarily from the drilling of new wells.
Within this segment, we typically charge our drilling rig customers at a
"daywork" daily rate, or footage at an established rate per number of feet
drilled. We measure the activity level of our drilling rigs on a weekly basis by
calculating a rig utilization rate which is based on a seven day work week per
rig. Our contract drilling rig fleet had a weighted average of nine rigs during
the four quarters of 2008 and the first, second and third quarters of 2009.
The following is an analysis of our contract drilling segment for each of the
quarters in 2008, the full year ended December 31, 2008 and the quarters ended
March 31, 2009, June 30, 2009, and September 30, 2009:
Weighted
Average Rig
Number of Operating Revenue Profits Segment
Rigs Days Per Day Per Day Profits%
2008:
First Quarter 9 645 $ 14,700 $ 3,800 25.7 %
Second Quarter 9 699 $ 14,800 $ 4,000 27.2 %
Third Quarter 9 767 $ 15,600 $ 5,600 35.6 %
Fourth Quarter 9 666 $ 14,900 $ 5,400 36.2 %
Full Year 9 2,777 $ 15,000 $ 4,700 31.4 %
2009:
First Quarter 9 248 $ 14,700 $ 1,500 10.1 %
Second Quarter 9 314 $ 12,700 $ 2,100 16.3 %
Third Quarter 9 391 $ 10,600 $ 2,200 20.4 %
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We gauge activity levels in our drilling operations based on rig operating
days, revenue per day and profits per drilling day.
The increase in segment profits to 20.4% in the third quarter of 2009 from
16.3% in the second quarter of 2009 was due primarily to the increase in rig
operating days during the third quarter.
Operating Cost Overview
Our operating costs are comprised primarily of labor, including workers'
compensation and health insurance, repair and maintenance, fuel and insurance. A
majority of our employees are paid on an hourly basis. We also incur costs to
employ personnel to sell and supervise our services and perform maintenance on
our fleet. These costs are not directly tied to our level of business activity.
Compensation for our administrative personnel in local operating yards and in
our corporate office is accounted for as general and administrative expenses.
Repair and maintenance is performed by our crews, company maintenance personnel
and outside service providers. Insurance is generally a fixed cost regardless of
utilization and relates to the number of rigs, trucks and other equipment in our
fleet, employee payroll and safety record.
Critical Accounting Policies and Estimates
Our unaudited consolidated financial statements are impacted by the
accounting policies used and the estimates and assumptions made by management
during their preparation. A complete summary of our critical accounting policies
is included in note 2 of the notes to our historical audited consolidated
financial statements in our most recent annual report on Form 10-K. The
following is a discussion of our critical accounting policies and estimates.
Critical Accounting Policies
We have identified below accounting policies that are of particular
importance in the presentation of our financial position, results of operations
and cash flows and which require the application of significant judgment by
management.
Property and Equipment. Property and equipment are stated at cost or at
estimated fair value at acquisition date if acquired in a business combination.
Expenditures for repairs and maintenance are charged to expenses as incurred. We
also review the capitalization of refurbishment of workover rigs as described in
note 2 of the notes to our unaudited consolidated financial statements.
Impairments. We review our assets for impairment at least annually, or
whenever, in management's judgment, events or changes in circumstances indicate
that the carrying amount of a long-lived asset may not be recovered over its
remaining service life. Provisions for asset impairment are charged to income
when the sum of the estimated future cash flows, on an undiscounted basis, is
less than the assets' carrying amount. When impairment is indicated, an
impairment charge is recorded based on an estimate of future cash flows on a
discounted basis.
Self-Insured Risk Accruals. We are self-insured up to retention limits with
regard to workers' compensation and medical and dental coverage of our
employees. We generally maintain no physical property damage coverage on our
workover rig fleet, with the exception of certain of our 24-hour workover rigs
and newly manufactured rigs. We have deductibles per occurrence for workers'
compensation and medical and dental coverage of $500,000 and $250,000
respectively. We have lower deductibles per occurrence for automobile liability
and general liability. We maintain accruals in our consolidated balance sheets
related to self-insurance retentions by using third-party actuarial data and
historical claims history.
Revenue Recognition. We recognize revenues when the services are performed,
collection of the relevant receivables is probable, persuasive evidence of the
arrangement exists and the price is fixed and determinable.
Income Taxes. We recognize deferred tax assets and liabilities for the future
tax consequences attributable to differences between the financial statement
carrying amounts of existing assets and liabilities and their respective tax
bases. Deferred tax assets and liabilities are measured using statutory tax
rates expected to apply to taxable income in the years in which those temporary
differences are expected to be recovered or settled. The effect on deferred tax
assets and liabilities of a change in tax rate is recognized in the period that
includes the statutory enactment date. A valuation allowance for deferred tax
assets is recognized when it is more likely than not that the benefit of
deferred tax assets will not be realized.
Critical Accounting Estimates
The preparation of our consolidated financial statements in conformity with
accounting principles generally accepted in the United States of America
(GAAP) requires management to make certain estimates and assumptions. These
estimates and assumptions affect the reported amounts of assets and liabilities,
the disclosure of contingent assets and liabilities at the balance sheet date
and the amounts of revenues and expenses recognized during the reporting period.
We analyze our estimates based on historical experience
and various other assumptions that we believe to be reasonable under the
circumstances. However, actual results could differ from such estimates. The
following is a discussion of our critical accounting estimates.
Depreciation and Amortization. In order to depreciate and amortize our
property and equipment and our intangible assets with finite lives, we estimate
the useful lives and salvage values of these items. Our estimates may be
affected by such factors as changing market conditions, technological advances
in industry or changes in regulations governing the industry.
Impairment of Property and Equipment. Our impairment of property and
equipment requires us to estimate undiscounted future cash flows. Actual
impairment charges are recorded using an estimate of discounted future cash
flows. The determination of future cash flows requires us to estimate rates and
utilization in future periods and such estimates can change based on market
conditions, technological advances in industry or changes in regulations
governing the industry.
Impairment of Goodwill. Our goodwill is considered to have an indefinite
useful economic life and is not amortized. We assess impairment of our goodwill
annually as of December 31 or on an interim basis if events or circumstances
indicate that the fair value of the asset has decreased below its carrying
value. A two-step process is required for testing impairment. First, the fair
value of each reporting unit is compared to its carrying value to determine
whether an indication of impairment exists. If impairment is indicated, then the
fair value of the reporting unit's goodwill is determined by allocating the
unit's fair value to its assets and liabilities (including any unrecognized
intangible assets) as if the reporting unit had been acquired in a business
combination. The amount of impairment for goodwill is measured as the excess of
its carrying value over its fair value. As of September 30, 2009, we had no
goodwill recorded on our balance sheet.
Allowance for Doubtful Accounts. We estimate our allowance for doubtful
accounts based on an analysis of historical collection activity and specific
identification of overdue accounts. Factors that may affect this estimate
include (1) changes in the financial positions of significant customers and
(2) a decline in commodity prices that could affect the entire customer base.
Litigation and Self-Insured Risk Reserves. We estimate our reserves related
to litigation and self-insured risk based on the facts and circumstances
specific to the litigation and self-insured risk claims and our past experience
with similar claims. The actual outcome of litigated and insured claims could
differ significantly from estimated amounts. As discussed in "Self-Insured Risk
Accruals" above with respect to our critical accounting policies, we maintain
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