- On December 5, 2012, McMoRan entered into an agreement whereby Freeport-McMoRan Copper & Gold Inc. (FCX) would acquire McMoRan for per-share consideration consisting of $14.75 in cash and 1.15 units of a royalty trust, which will hold a 5 percent overriding royalty interest in future production from McMoRan’s existing ultra-deep exploration prospects. The transaction, which is subject to McMoRan shareholder approval, is expected to close in the second quarter of 2013.
- McMoRan currently has two onshore ultra-deep exploration prospects in-progress:
- Lineham Creek prospect – Encountered positive results above 24,000 feet in November 2012; currently drilling below 26,500 feet to proposed total depth of 29,000 feet to evaluate primary targets.
- Lomond North prospect in Highlander area – Currently drilling below 13,500 feet with a proposed total depth of 30,000 feet.
- Ultra-Deep development opportunities include:
- Blackbeard West No. 2 reached total depth of 25,584 feet in January 2013. Initial completion efforts are expected to focus on the development of laminated sands in the Middle Miocene located at approximately 24,000 feet.
- Operations to flow test Davy Jones No. 1 are ongoing. Completion and testing of Davy Jones No. 2 expected to commence following review of results from Davy Jones No. 1.
- Development plans for Blackbeard East and Lafitte are pending approval by the Bureau of Safety and Environmental Enforcement (BSEE).
- Fourth-quarter 2012 production averaged 119 million cubic feet of natural gas equivalents per day (MMcfe/d) net to McMoRan, and 137 MMcfe/d for the twelve months ended December 31, 2012.
- Operating cash flows totaled $(28.9) million for the fourth quarter of 2012, including $31.0 million in working capital uses and $28.4 million in abandonment expenditures, and $33.7 million for the twelve months of 2012.
- Capital expenditures totaled $89.5 million in the fourth quarter of 2012 and $505.1 million for the twelve months of 2012.
- Cash at December 31, 2012 totaled $114.9 million.
- In January 2013 completed sale of the Laphroaig field for $80 million. After closing adjustments, the combined cash proceeds from the Laphroaig transaction and the two transactions completed in the fourth quarter of 2012 totaled $135.9 million.
- Year-end 2012 proved reserves of oil, natural gas and natural gas liquids totaled 206.9 billion cubic feet of natural gas equivalents (Bcfe) based on independent reservoir engineers’ preliminary estimates. Amounts exclude pending results from ultra-deep activities.
McMoRan Exploration Co. (NYSE: MMR) today reported a net loss applicable to common stock of $1.2 million, $0.01 per share, for the fourth quarter of 2012 compared with net income of $28.4 million, $0.16 per share, for the fourth quarter of 2011. Fourth quarter 2012 results include $39.7 million in net gains associated with the sale of two traditional Gulf of Mexico (GOM) property packages. For the year 2012, McMoRan reported a net loss attributable to common stock of $145.6 million, $0.90 per share, compared with $58.8 million, $0.37 per share, for the year 2011.
James R. Moffett and Richard Adkerson, McMoRan’s Co-Chairmen, said, “The geologic data from our drilling results on seven wells associated with the ultra-deep sub-salt trend indicate significant resource potential on the Shelf of the Gulf of Mexico and onshore in the Gulf Coast area. These results, combined with advances in proprietary technologies required to develop and produce these large structures, establish a multi-year program to unlock a significant long-term natural gas resource. Through the proposed acquisition transaction, McMoRan shareholders will receive cash compensation for the value potential of this emerging new trend and an ongoing participation through the distribution of royalty trust units.”
SUMMARY FINANCIAL TABLE*
| || || Fourth Quarter || || Twelve Months || |
| || || 2012 || || 2011 || || 2012 || || 2011 || |
| || || (In thousands, except per share amounts) |
| || Revenues || $ || 84,170 || || $ || 121,919 || || $ || 376,888 || || $ || 555,414 || |
| || Operating income (loss) || || 10,724 || || || 43,189 || || || (91,646 || ) || || 1,368 || |
| || Income (loss) from continuing operations || || 10,767 || || || 43,385 || || || (97,033 || ) || || (6,604 || ) |
| || Loss from discontinued operations || || (1,688 || ) || || (4,642 || ) || || (7,261 || ) || || (9,364 || ) |
| || Net income (loss) applicable to common stock(a,b,c) || || (1,207 || ) d || || 28,400 || e || || (145,570 || ) d || || (58,768 || ) e |
| || Diluted net income (loss) per share: |
| $ |
| (0.00 || ) || $ |
| 0.19 || || $ |
| (0.86 || ) || $ |
| (0.31 || ) |
| || Discontinued operations |
| || (0.01 || ) || || (0.03 || ) || || (0.04 || ) || || (0.06 || ) |
| || Applicable to common stock || $ || (0.01 || ) || $ || 0.16 || || $ || (0.90 || ) || $ || (0.37 || ) |
| || Diluted average shares outstanding || || 161,928 || || || 181,436 || || || 161,702 || || || 159,216 || |
| || Operating cash flows(f) || $ || (28,878 || ) || $ || 48,535 || || $ || 33,650 || || $ || 227,048 || |
| || EBITDAX(g) || $ || 37,022 || || $ || 67,558 || || $ || 180,073 || || $ || 309,815 || |
| || Capital Expenditures || $ || 89,505 || || $ || 105,606 || || $ || 505,132 || || $ || 509,494 || |
| || || || || || || || || || || || || || |
| * |
| If any in-progress well or unproved property is determined to be non-productive or no longer meets the capitalization requirements under applicable accounting rules after the date of this release but prior to the filing of McMoRan’s 2012 Form 10-K, the related costs incurred through December 31, 2012 would be charged to expense in McMoRan’s 2012 financial statements. At December 31, 2012 McMoRan’s total drilling costs for its nine in-progress or unproven wells totaled $1,828.2 million, including $693.5 million in allocated value associated with property acquisitions. |
| a. |
| After preferred dividends. |
| b. |
| Includes impairment charges totaling $34.5 million in fourth-quarter 2012, $9.1 million in fourth-quarter 2011, $46.2 million in 2012 and $71.1 million in 2011 to reduce certain fields’ net carrying value to fair value. Also includes adjustments for asset retirement obligations associated with certain of McMoRan’s oil and gas properties totaling approximately $1.3 million in the fourth-quarter 2012, $11.4 million in the fourth-quarter 2011, $17.6 million in 2012 and $57.3 million in 2011. |
| c. |
| Includes $93.5 million of charges to exploration expense in 2012 primarily resulting from the write-off of allocated carrying value of leasehold interests from the December 2010 property acquisition no longer being pursued as well as the write-off of costs associated with the lease expiration of the Boudin well. Also includes charges to exploration expense totaling $42.3 million in 2011 for non-commercial well costs primarily associated with the Blueberry Hill #9 STK1 well. |
| d. |
| Includes gain on sale of oil and gas properties resulting from McMoRan’s completed sale of two traditional GOM shelf oil and gas property packages totaling $39.7 million in the fourth quarter 2012 and $40.5 million in 2012. |
| e. |
| Includes McMoRan’s share of insurance reimbursements related to losses incurred from the September 2008 hurricanes totaling $39.1 million in fourth quarter 2011 and $91.1 million in 2011. |
| f. |
| Includes reclamation spending of $28.4 million in fourth-quarter 2012, $56.6 million in fourth-quarter 2011, $76.6 million in 2012 and $150.0 million in 2011. Also includes working capital sources/(uses) of $(31.0) million in fourth-quarter 2012, $2.5 million in fourth quarter 2011, $(28.7) million in 2012 and $30.4 million in 2011. |
| g. |
| See reconciliation of EBITDAX to net loss applicable to common stock on page III. |
PROPOSED TRANSACTION UPDATE
On December 5, 2012, McMoRan entered into an agreement whereby Freeport-McMoRan Copper & Gold Inc. (FCX) would acquire McMoRan for per-share consideration consisting of $14.75 in cash and 1.15 units of a royalty trust, which will hold a 5 percent overriding royalty interest in future production from McMoRan’s existing ultra-deep exploration prospects. In connection with the proposed transaction, Gulf Coast Ultra Deep Royalty Trust, the royalty trust formed, has filed with the Securities and Exchange Commission a registration statement on Form S-4 that includes a preliminary proxy statement of McMoRan that also constitutes a prospectus of the royalty trust. In addition to the transaction requiring McMoRan’s shareholder approval, U.S. antitrust clearance under the Hart-Scott-Rodino Act is also required. On December 26, 2012, the Federal Trade Commission granted early termination of the Hart-Scott-Rodino waiting period. The transaction is expected to close in the second quarter of 2013.
Fourth-quarter 2012 production averaged 119 MMcfe/d net to McMoRan, compared with 170 MMcfe/d in the fourth quarter of 2011. Production in the fourth quarter of 2012 was in line with McMoRan’s previously reported estimate of 120 MMcfe/d in October 2012. Production is expected to average approximately 100 MMcfe/d in the first quarter of 2013. McMoRan’s estimated production rates are dependent on the timing of planned recompletions, production performance, weather and other factors.
Production from the Flatrock field averaged a gross rate of approximately 94 MMcfe/d (39 MMcfe/d net to McMoRan) in the fourth quarter of 2012, compared with 147 MMcfe/d (60 MMcfe/d net to McMoRan) in the fourth quarter of 2011. Production from Flatrock is expected to be lower in 2013 compared to 2012 as a result of normal declines in currently producing zones. Following depletion of currently producing zones, McMoRan is planning several recompletions to additional pay zones which are expected to increase production in future years. Cumulative 8/8ths production from Flatrock through December 31, 2012 totaled 299 Bcfe and independent reservoir engineers’ preliminary estimates at December 31, 2012 totaled 195 Bcfe (8/8ths), including 40 Bcfe (16.6 Bcfe net to McMoRan) in positive reserve adjustments during 2012 related to favorable production performance. McMoRan owns a 55.0 percent working interest and a 41.3 percent net revenue interest in the Flatrock field.
ULTRA-DEEP EXPLORATION & DEVELOPMENT ACTIVITIES
Since 2008, McMoRan’s drilling activities in the shallow waters of the GOM below the salt weld (i.e. listric fault) have successfully confirmed McMoRan’s geologic model and the highly prospective nature of this emerging geologic trend. The data from seven wells drilled to date indicate the presence below the salt weld of geologic formations including Upper/Middle/Lower Miocene, Frio, Vicksburg, Upper Eocene, Sparta carbonate, Wilcox, Tuscaloosa and Cretaceous carbonate, which have been prolific onshore, in the deepwater GOM and in international locations. The results of these activities indicate the potential for a major new geologic trend spanning 200 miles in the shallow waters of the GOM and onshore in the Gulf Coast area. Further drilling and flow testing will be required to determine the ultimate potential of this new trend.
The Lineham Creek exploration prospect, which is located onshore in Cameron Parish, Louisiana is currently drilling below the salt weld at 26,500 feet. As previously reported in November 2012, the well encountered what appears to be hydrocarbon bearing porous sands above 24,000 feet, as identified by wireline logs. The well, which is targeting Eocene and Paleocene objectives below the salt weld, has a proposed total depth of 29,000 feet. Chevron U.S.A. Inc., as operator of the well, holds a 50 percent working interest. McMoRan is participating for a 36.0 percent working interest. Other working interest owners include Energy XXI (NASDAQ: EXXI) (9.0%) and W. A. “Tex” Moncrief Jr. (5.0%). McMoRan’s investment in Lineham Creek totaled $53.6 million at December 31, 2012.
The Lomond North ultra-deep prospect, which is located in the Highlander area, primarily in St. Martin Parish, Louisiana, is currently drilling below 13,500 feet. This exploratory well has a proposed total depth of 30,000 feet and is targeting Eocene, Paleocene and Cretaceous objectives below the salt weld. McMoRan controls rights to approximately 80,000 gross acres in Iberia, St. Martin, Assumption and Iberville Parishes, Louisiana. McMoRan is operator and currently holds a 72.0 percent working interest. Other working interest owners include EXXI (18.0%) and W. A. “Tex” Moncrief Jr. (10.0%). McMoRan’s investment in Lomond North totaled $40.1 million at December 31, 2012.
The Blackbeard West No. 2 ultra-deep exploration well on Ship Shoal Block 188 was drilled to a total depth of 25,584 feet in January 2013. As previously reported, McMoRan has set a production liner, which would enable completion, and is preparing to release the rig. Through logs and core data, McMoRan has identified three potential hydrocarbon bearing Miocene sand sections between approximately 20,800 and 24,000 feet. Initial completion efforts are expected to focus on the development of approximately 50 net feet of laminated sands in the Middle Miocene located at approximately 24,000 feet. Additional development opportunities in the well bore include approximately 80 net feet of potential low-resistivity pay at approximately 22,400 feet and an approximate 75 foot gross section at approximately 20,900 feet. Pressure and temperature data indicate that a completion at these depths could utilize conventional equipment and technologies. McMoRan holds a 69.4 percent working interest and a 53.1 percent net revenue interest in Ship Shoal Block 188. Other working interest owners include EXXI (22.9%) and Moncrief Offshore LLC (7.7%). McMoRan’s investment in Blackbeard West No. 2 totaled $90.6 million at December 31, 2012.
Operations to flow test the Davy Jones No. 1 well on South Marsh Island Block 230 are ongoing. During January 2013, McMoRan re-perforated the Wilcox zones in the well with electric wireline through tubing perforating guns. Recent operations confirmed that the perforations were open and that the Wilcox formation could accept fluid. McMoRan is currently evaluating plans to pump a hydraulic fracture treatment including proppant to facilitate hydrocarbon movement into the wellbore. McMoRan plans to incorporate potential core and log data from Lineham Creek in evaluating future plans at Davy Jones.
Completion and testing of the Davy Jones offset appraisal well (Davy Jones No. 2) is expected to commence following review of results from Davy Jones No. 1. Davy Jones is located on a 20,000 acre structure that has multiple additional drilling opportunities.
As previously reported, McMoRan has drilled two successful sub-salt wells in the Davy Jones field. The Davy Jones No. 1 well logged 200 net feet of pay in multiple Wilcox sands, which were all full to base. The Davy Jones offset appraisal well (Davy Jones No. 2), which is located two and a half miles southwest of Davy Jones No. 1, confirmed 120 net feet of pay in multiple Wilcox sands, indicating continuity across the major structural features of the Davy Jones prospect, and also encountered 192 net feet of potential hydrocarbons in the Tuscaloosa and Lower Cretaceous carbonate sections.
McMoRan is the operator and holds a 63.4 percent working interest and a 50.2 percent net revenue interest in Davy Jones. Other working interest owners in Davy Jones include: EXXI (15.8%), JX Nippon Oil Exploration (Gulf) Limited (12%) and Moncrief Offshore LLC (8.8%). McMoRan’s total investment in Davy Jones, which includes $474.8 million in allocated property acquisition costs, totaled $1,024.0 million at December 31, 2012.
Development plans to complete and test the Middle Miocene sands at Blackbeard East on South Timbalier Block 144 and the Jackson/Yegua sands in the Upper Eocene at Lafitte on Eugene Island Block 223 are pending approval from the BSEE. McMoRan holds a 72.0 percent working interest and a 57.4 percent net revenue interest in Blackbeard East. Other working interest owners in Blackbeard East include EXXI (18.0%) and Moncrief Offshore LLC (10.0%). McMoRan’s total investment in Blackbeard East, which includes $130.5 million in allocated property acquisition costs, totaled $308.8 million at December 31, 2012. McMoRan holds a 72.0 percent working interest and a 58.3 percent net revenue interest in Lafitte. Other working interest owners in Lafitte include EXXI (18.0%) and Moncrief Offshore LLC (10.0%). McMoRan’s total investment in Lafitte, which includes $35.8 million in allocated property acquisition costs, totaled $196.8 million at December 31, 2012.
McMoRan’s fourth-quarter 2012 oil and gas revenues totaled $80.6 million, compared to $118.6 million during the fourth quarter of 2011. During the fourth quarter of 2012, McMoRan’s sales volumes totaled 7.1 Bcf of gas, 456,500 barrels of oil and condensate and 193,100 barrels of natural gas liquids, compared to 10.4 Bcf of gas, 577,000 barrels of oil and condensate and 298,000 barrels of natural gas liquids in the fourth quarter of 2011. McMoRan’s fourth-quarter comparable average realizations for gas were $3.68 per thousand cubic feet (Mcf) in 2012 and $3.57 per Mcf in 2011; for oil and condensate McMoRan received an average of $103.61 per barrel in fourth-quarter 2012 compared to $111.46 per barrel in fourth-quarter 2011; for natural gas liquids McMoRan received an average of $37.66 per barrel in fourth-quarter 2012 compared to $56.90 per barrel in fourth-quarter 2011.
As previously reported in October and November 2012, McMoRan completed the sale of two traditional GOM shelf oil and gas property packages. The combined net cash proceeds from the two transactions (after closing adjustments) totaled $55.9 million and reclamation obligations assumed by the buyers totaled $45.6 million. McMoRan’s fourth-quarter 2012 results included net gains totaling approximately $39.7 million in the connection with these transactions.
On January 17, 2013, McMoRan completed the sale of the Laphroaig field to EXXI for cash consideration of $80 million, before closing adjustments, and the assumption of related abandonment obligations. The field represented approximately 10 percent of McMoRan’s total average daily production for the fourth quarter 2012. The transaction was effective January 1, 2013. McMoRan expects to record a net gain of approximately $74 million in the first quarter of 2013 in connection with this transaction.
CASH, LIQUIDITY AND CAPITAL EXPENDITURES
At December 31, 2012, McMoRan had $114.9 million in cash. Total debt was $557.3 million at December 31, 2012, including $257.3 million in convertible securities. Currently, McMoRan has no borrowings and $115 million in availability under its revolving credit facility. In January 2013, McMoRan reached agreement with the beneficiary of a $100 million letter of credit for future abandonment obligations to suspend the letter of credit requirement until June 30, 2013.
McMoRan has approximately 162 million shares of common stock outstanding. Assuming conversion of McMoRan’s remaining outstanding 8% Convertible Perpetual Preferred Stock, 4% Convertible Senior Notes, 5¾% Convertible Perpetual Preferred Stock and 5¼% Convertible Senior Notes, McMoRan would have approximately 224 million common shares outstanding on a fully converted basis.
Capital expenditures totaled $89.5 million for the fourth quarter of 2012 and $505.1 million for the twelve-months ended December 31, 2012. Net abandonment expenditures, which include scheduled conventional and hurricane-related work, totaled $28.4 million for the fourth quarter of 2012 and $76.6 million for the twelve-months ended December 31, 2012.
MAIN PASS ENERGY HUB™
Freeport-McMoRan Energy LLC, a subsidiary of McMoRan, and United LNG are engaged in efforts to utilize McMoRan’s Main Pass Energy Hub™ (MPEH™) as a potential Deepwater Port facility to receive, store, condition, and liquefy domestic natural gas for export as liquefied natural gas (LNG). Natural gas would be received by pipeline at MPEH™, processed, and then transferred to on-site Floating Liquefaction Storage & Offloading vessels for liquefaction and offloading to LNG transport vessels for export to foreign locations. MPEH™ is located offshore in the GOM 37 miles east of Venice, Louisiana on Main Pass Block 299 and is close to significant Gulf Coast natural gas production and numerous interstate pipelines and offshore gathering systems.
The project would utilize existing offshore structures of the McMoRan owned MPEH™ Deepwater Port, which was approved by the U.S. Maritime Administration in 2007 as a Deepwater Port for the importation and regasification of LNG, conditioning of natural gas to produce NGLs, and storage of natural gas in salt caverns. Modification of the Main Pass facilities to accommodate use as an LNG export facility would require additional permit approvals.
On January 4, 2013, the Department of Energy (DOE) authorized export of domestically produced LNG by vessel from the proposed MPEH™ Deepwater Port to any country that has or subsequently enters into a free trade agreement (FTA) with the United States. The approval allows export of up to 24 million tonnes of LNG per annum (3.2 bcf per day) for a 30-year term, beginning on the earlier of the date of first export or 8 years from the date the authorization is issued (January 4, 2021), pursuant to one or more long-term contracts with third parties that do not exceed the term of the authorization.
McMoRan and United LNG are engaged in studies to define the project and related permitting requirements and are developing commercial arrangements required to support the significant capital investments involved in the project. A non-FTA application, seeking approval to export to countries without free trade agreements with the United States, is being developed.
Independent reservoir engineers’ preliminary estimates of McMoRan’s proved oil, natural gas and natural gas liquid reserves as of December 31, 2012, were 206.9 Bcfe, compared with 255.8 Bcfe at December 31, 2011. Year-end 2012 reserves reflect positive reserve revisions from certain of McMoRan’s producing properties (principally Flatrock), offset by 2012 production and divestitures. Amounts exclude pending results from ultra-deep activities.
Below is a summary of changes in proved reserves:
| || || Bcfe || |
| Proved Reserves at 12/31/11 || || 255.8 || |
| 2012 Production || || (50.2 || ) |
| Divestitures || || (22.0 || ) |
| Net Revisions* || || 23.3 || |
| Proved Reserves at 12/31/12 || || 206.9 || |
| * Positive revisions principally from Flatrock (16.6 Bcfe) and West Cameron Block 73 override (2.1 Bcfe). |