Miller completed successful offerings of its Series B and C Preferred Stock during the second quarter, raising more than $18 million in gross proceeds. The company intends to use the amounts raised as working capital to fund its oil and gas development projects, including additional reworks on the Osprey platform, onshore drilling in Alaska using Rig 34, and horizontal wells planned in Tennessee. The closing of these offerings satisfied a condition in Miller’s senior credit facility with Apollo Investment Corporation, requiring that the company demonstrate its ability to raise $15 million in equity as a condition to future advances under the related loan agreement.Second Quarter Highlights
- Increased second quarter revenue 17.4% to $10.8 million in fiscal 2013 from $9.2 million in the second quarter of fiscal 2012. Revenues benefited from an increase in other revenues from Miller’s grind and inject facility, mid-stream asset rentals, and a road building contract in the Cook Inlet. Revenues also reflected the higher price of oil sold in the latest fiscal quarter, offset partially by lower production due to RU-1 being offline during the majority of the second quarter of fiscal 2013.
- Average realized oil prices rose 30.3% to $105.68 per barrel in the second quarter of fiscal 2013 compared with $81.10 in the second quarter of fiscal 2012.
- Net production was 78,145 BOE for the second quarter of fiscal 2013 compared with 112,010 BOE in the second quarter of fiscal 2012. The decrease in production was due primarily to RU-1 being off-line during the majority of the second quarter of fiscal 2013, a normal decline curve, and fluctuation in shipping schedules.
- Invested $6.5 million in capital expenditures during the second quarter of fiscal 2013 to accelerate oil development opportunities in Alaska.
- Sold 25,750 shares of Series B Preferred Stock for gross proceeds of $2.6 million.
- Sold 685,000 shares of Series C Preferred Stock for gross proceeds of $15.8 million.
- Received approval for Rig 35 during the second fiscal quarter from the Alaska Oil and Gas Conservation Commission and completed the workover of RU-1.
Operating loss for the second quarter of fiscal 2013 was $6.1 million compared with an operating loss of $7.7 million in the second quarter last year. This 20.8% improvement was primarily due to the increase in other revenue and a decrease in general and administrative expenses during the second quarter of fiscal 2013.Other expense was $3.9 million in the second quarter of fiscal 2013 compared with other income of $0.7 million in the second quarter of fiscal 2012. The change was due primarily to a $3.5 million swing in the loss on derivatives. Miller reported a $2.0 million loss on derivatives in the second quarter of fiscal 2013 compared with a $1.5 million gain in the second quarter of fiscal 2012. For the second quarter, Miller’s net loss attributable to common stockholders was $6.3 million, or $0.15 per share. In the prior year comparable quarter, Miller Energy reported a net loss of $4.5 million, or $0.11 per diluted share. Six Months Results Total revenue for the six months ended October 31, 2012 rose to $19.1 million compared with $18.1 million for the six months ended October 31, 2011. Fiscal 2013 revenue benefited from a $2.0 million increase in other revenue from the Company’s grind and inject facility, mid-stream asset rentals, and a road building contract in the Cook Inlet region. Oil revenues also benefited from higher average sales prices in the first half of fiscal 2013 compared with prior year, offset partially by lower oil production due to RU-1 being offline during the majority of the first half of fiscal 2013. For the first half of fiscal 2013, costs and expenses rose to $30.2 million from $29.5 million in the prior year due to an increase in activity related to the Alaskan operations. Oil and gas operating expenses increased to $8.8 million for the six months ended October 31, 2012, compared with $8.2 million for the six months ended October 31, 2011. General and administrative expenses declined 16% to $11.5 million for first half of fiscal 2013 compared with $13.7 million for the same period last year. Depreciation, depletion, amortization and accretion expense decreased to $6.2 million for the first six months of fiscal 2013 compared with $7.4 million for the first six months of fiscal 2012.
Operating loss for the first half of fiscal 2013 was $11.1 million compared with an operating loss of $11.4 million in the prior fiscal year. This 2.6% improvement was primarily due to the increase in other revenues and a decrease in general and administrative expenses.Other income rose to $4.9 million in the first six months of fiscal 2013 compared with $3.9 million in the first six months of fiscal 2012. The first half of fiscal 2013 results included a $6.9 million gain on derivatives, including a $4.3 million gain from the termination of commodity derivative contracts. Miller reported a gain of $5.3 million on derivatives in the first six months of fiscal 2012. For the six months ended October 31, 2012, Miller Energy reported a net loss attributable to common stockholders of $6.1 million, or $0.15 per diluted share, compared with a net loss of $4.7 million, or $0.11 per diluted share for the prior year period. The fiscal 2013 net loss attributable to common stockholders includes $2.5 million in accretion of preferred stock. There was no similar expense in fiscal 2012. Investor Conference Call Miller will hold a conference call to discuss the financials for the second quarter of fiscal 2013. The conference call will take place at 4:30 p.m. Eastern time, on December 10, 2012. Participants can access the call by dialing 800-344-6698, Confirmation code: 6765684. In addition, the call will be webcast on the Investor section of the company's website at www.millerenergyresources.com where it will also be archived for 30 days. A telephone replay will be available through December 20, 2012. To access the replay, please dial 888-203-1112. At the system prompt, please enter code 6765684 followed by the # sign. Playback will automatically begin. About Miller Energy Resources Miller Energy Resources is a high growth oil and natural gas exploration, production and drilling company operating in multiple exploration and production basis in North America. Miller’s focus is in Cook Inlet, Alaska and in the heart of Tennessee’s prolific and hydrocarbon-rich Appalachian Basin including the Chattanooga Shale. Miller is headquartered in Knoxville, Tennessee with offices in Anchorage, Alaska and Huntsville, Tennessee.
Statements Regarding Forward-Looking InformationCertain statements in this press release and elsewhere by Miller Energy Resources¸ Inc. are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements involve the implied assessment that the resources described can be profitably produced in the future, based on certain estimates and assumptions. Forward-looking statements are based on current expectations, estimates and projections that involve a number of risks, uncertainties and other factors that could cause actual results to differ materially from those anticipated by Miller Energy Resources, Inc. and described in the forward-looking statements. These risks, uncertainties and other factors include, but are not limited to, the potential for Miller Energy to experience additional operating losses; high debt costs under its existing senior credit facility; potential limitations imposed by debt covenants under its senior credit facility on its growth and ability to meet business objectives; the need to enhance management, systems, accounting, controls and reporting performance; uncertainties related to the filing of its Form 10-K for 2011; litigation risks; its ability to perform under the terms of its oil and gas leases, and exploration licenses with the Alaska DNR, including meeting the funding or work commitments of those agreements; its ability to successfully acquire, integrate and exploit new productive assets in the future; its ability to recover proved undeveloped reserves and convert probable and possible reserves to proved reserves; risks associated with the hedging of commodity prices; its dependence on third party transportation facilities; concentration risk in the market for the oil we produce in Alaska; the impact of natural disasters on its Cook Inlet Basin operations; adverse effects of the national and global economic downturns on our profitability; the imprecise nature of its reserve estimates; drilling risks; fluctuating oil and gas prices and the impact on results from operations; the need to discover or acquire new reserves in the future to avoid declines in production; differences between the present value of cash flows from proved reserves and the market value of those reserves; the existence within the industry of risks that may be uninsurable; constraints on production and costs of compliance that may arise from current and future environmental, FERC and other statutes, rules and regulations at the state and federal level; the impact that future legislation could have on access to tax incentives currently enjoyed by Miller; that no dividends may be paid on its common stock for some time; cashless exercise provisions of outstanding warrants; market overhang related to restricted securities and outstanding options, and warrants; the impact of non-cash gains and losses from derivative accounting on future financial results; and risks to non-affiliate shareholders arising from the substantial ownership positions of affiliates. Additional information on these and other factors, which could affect Miller’s operations or financial results, are included in Miller Energy Resources, Inc.’s reports on file with United States Securities and Exchange Commission including its Annual Report on Form 10-K, as amended, for the fiscal year ended April 30, 2012. Miller Energy Resources, Inc.’s actual results could differ materially from those anticipated in these forward- looking statements as a result of a variety of factors, including those discussed in its periodic reports that are filed with the Securities and Exchange Commission and available on its Web site ( www.sec.gov). All forward-looking statements attributable to Miller Energy Resources or to persons acting on its behalf are expressly qualified in their entirety by these factors. Investors should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. We assume no obligation to update forward-looking statements should circumstances or management's estimates or opinions change unless otherwise required under securities law.
|MILLER ENERGY RESOURCES, INC. CONSOLIDATED BALANCE SHEETS (UNAUDITED) (In thousands, except share data)|
|October 31, 2012||April 30, 2012|
|Cash and cash equivalents||$||4,343||$||3,971|
|State production credits receivable||2,894||2,958|
|OIL AND GAS PROPERTIES, NET||481,055||475,802|
|Restricted cash, non-current||9,948||9,875|
|Deferred financing costs, net of accumulated amortization||5,171||1,426|
|LIABILITIES AND STOCKHOLDERS' EQUITY|
|Short-term portion of derivative instruments||2,055||2,803|
|Current portion of long-term debt||3,000||24,130|
|Deferred income taxes||164,699||167,319|
|Asset retirement obligation||18,935||18,366|
|Long-term portion of derivative instruments||224||7,700|
|COMMITMENTS AND CONTINGENCIES (Note 14)|
|Series A cumulative preferred stock, redemption amount of $11.2 million||—||8,818|
|Series C cumulative preferred stock, redemption amount of $17.4 million||14,458||—|
|Common stock, par value $0.0001 per share (500,000,000 shares authorized, 43,361,694 and 41,086,751 shares issued as of October 31, 2012 and April 30, 2012, respectively)||4||4|
|Additional paid-in capital||82,441||64,813|
|MILLER ENERGY RESOURCES, INC. CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) (In thousands, except share and per share data)|
|Three Months Ended October 31,||Six Months Ended October 31,|
|Natural gas sales||112||156||195||284|
|Oil and gas operating||4,871||4,375||8,845||8,171|
|Cost of other revenue||2,485||146||3,033||372|
|General and administrative||6,208||7,949||11,538||13,721|
|Depreciation, depletion and amortization||3,062||4,050||6,187||7,423|
|Accretion of asset retirement obligation||285||268||569||537|
|Other operating income, net||(40||)||(5||)||(65||)||(897||)|
|OTHER INCOME (EXPENSE):|
|Interest expense, net||(1,537||)||(879||)||(1,668||)||(1,376||)|
|Gain (loss) on derivatives, net||(2,045||)||1,506||6,896||5,262|
|Other income (expense), net||(300||)||29||(375||)||60|
|LOSS BEFORE INCOME TAXES||(9,971||)||(7,070||)||(6,239||)||(7,501||)|
|Income tax benefit||3,741||2,586||2,620||2,834|
|Accretion of preferred stock||(38||)||—||(2,460||)||—|
|NET LOSS ATTRIBUTABLE TO COMMON STOCKHOLDERS||$||(6,268||)||$||(4,484||)||$||(6,079||)||$||(4,667||)|
|LOSS PER COMMON SHARE:|
|WEIGHTED AVERAGE NUMBER OF COMMON SHARES:|
|MILLER ENERGY RESOURCES, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) (In thousands)|
|Six Months Ended October 31,|
|CASH FLOWS FROM OPERATING ACTIVITIES:|
|Adjustments to reconcile net loss to net cash provided by operating activities:|
|Depreciation, depletion, and amortization||6,187||7,423|
|Amortization of deferred financing fees||269||545|
|Expense from issuance of equity||4,978||6,836|
|Deferred income taxes||(2,620||)||(2,834||)|
|Gain on derivative instruments, net||(3,798||)||(4,640||)|
|Accretion of asset retirement obligation||569||537|
|Changes in operating assets and liabilities:|
|Prepaid expenses and other assets||(1,393||)||30|
|Accounts payable, accrued expenses and other||5,119||(1,557||)|
|NET CASH PROVIDED BY OPERATING ACTIVITIES||6,721||1,694|
|CASH FLOWS FROM INVESTING ACTIVITIES:|
|Purchase of equipment and improvements||(7,719||)||(21,197||)|
|Proceeds from sale of oil and gas properties||2,000||—|
|Capital expenditures for oil and gas properties||(11,228||)||(4,519||)|
|Investment in equity method investee||—||(400||)|
|NET CASH USED IN INVESTING ACTIVITIES||(16,947||)||(26,116||)|
|CASH FLOWS FROM FINANCING ACTIVITIES:|
|Payments on debt||(24,130||)||(2,000||)|
|Debt acquisition costs||(3,799||)||(2,799||)|
|Proceeds from borrowings||40,000||28,895|
|Issuance of preferred stock||(11,240||)||—|
|Redemption of preferred stock||18,330||—|
|Equity issuance costs||(1,502||)||—|
|Exercise of equity rights||3,831||1,283|
|NET CASH PROVIDED BY FINANCING ACTIVITIES||10,598||25,407|
|NET INCREASE IN CASH AND CASH EQUIVALENTS||372||985|
|CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD||3,971||1,559|
|CASH AND CASH EQUIVALENTS AT END OF PERIOD||$||4,343||$||2,544|
|SUPPLEMENTARY CASH FLOW DATA:|
|Cash paid for interest||$||5,429||$||680|