Pioneer Drilling Discloses Findings of Internal Investigation and Reports First Quarter...

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Tue Aug 5, 2008 6:30am EDT

Pioneer Drilling Discloses Findings of Internal Investigation and Reports
First Quarter 2008 Financial Results
Second quarter results and conference call are scheduled for Thursday, August
7 at 2:00 p.m. Eastern Time

SAN ANTONIO, Texas, Aug. 5 /PRNewswire-FirstCall/ -- Pioneer Drilling
Company, Inc. (Amex: PDC) today announced that it has filed its Form 10-Q for
the quarter ended March 31, 2008 with the Securities and Exchange Commission.
As previously reported, the Company's Board of Directors formed a special
subcommittee to investigate certain questions raised with respect to the
effectiveness of the Company's internal control over financial reporting.  The
special subcommittee engaged independent legal counsel and forensic
accountants to assist in the investigation.
    During the course of the investigation, no information was discovered that
evidences a material weakness in the Company's internal control over financial
reporting or requires a restatement of the Company's historical financial
statements.  Upon filing timely the 2008 second quarter Form 10-Q with the
Securities and Exchange Commission, the Company expects to meet the extended
filing deadline established by the American Stock Exchange ("AMEX") for
continued listing of the Company's common stock and regain compliance with
Sections 134 and 1101 of the AMEX Company Guide.  The Company will notify the
AMEX Listing Qualification Department of this development.
    The Company has also delivered its financial statements for the quarter
ended March 31, 2008 to its lenders, together with a compliance certificate,
as required under the Company's senior revolving credit facility led by Wells
Fargo Bank, N.A. and Fortis Merchant Banking.
    Commenting on the results of the investigation, Pioneer's President and
CEO, Wm. Stacy Locke said, "We are thankful that this internal investigation
is complete and we can now turn our full attention to operating our business
and ensuring that Pioneer continues to be a leader in our industry."
    First Quarter 2008 Financial Results
    Net income for the first quarter of 2008 was $11.8 million, or $0.24 per
diluted share, compared with net income of $14.8 million, or $0.29 per diluted
share, for the three months ended December 31, 2007 ("the prior quarter"), and
net income of $17.2 million, or $0.34 per diluted share, for the three months
ended March 31, 2007 ("the year-earlier quarter"). The first quarter was
impacted by a $0.01 per diluted share favorable tax benefit compared with a
$0.04 per diluted share favorable tax benefit.
    The first quarter of 2008 included the 31 days' contribution from the new
Production Services Division, whose businesses were acquired from the WEDGE
Group and Competition Wireline on March 1, 2008, plus the contribution from
the our Colombian operations, which commenced in the third quarter of 2007.
    Revenues for the first quarter were $113.4 million, compared with $104.6
million for the prior quarter and $103.3 million for the year-earlier quarter.
The Drilling Services Division contributed $100.0 million of revenues, and the
Production Services Division contributed $13.4 million of revenue for the
one-month period in the first quarter of 2008.  EBITDA(1) for the first
quarter increased $1.1 million from the prior quarter to $36.2 million but
declined $4.1 million from the year-earlier quarter. Cash flows from
operations for the three months ended March 31 totaled $40.0 million, an
increase of $3.4 million versus the prior quarter and $3.5 million compared
with the year-earlier quarter.
    Selling, general and administrative expenses increased $1.9 million from
the prior quarter and $3.9 million versus the year-earlier quarter, primarily
due to additional compensation-related costs associated with the addition of
WEDGE personnel, expanding the Company's land drilling operations into
Colombia and enhancing the corporate staff to manage the our transition into a
multinational, oilfield services company. Interest expense paid on the new
senior secured revolving credit facility used to fund the WEDGE acquisition
totaled $1.6 million for the first quarter. Other income for the first quarter
was favorably impacted by a $1.1 million foreign currency translation gain
related to our operations in Colombia.
    "The first quarter of 2008 marked significant progress towards Pioneer's
long-term strategic transformation from a domestic land driller into a
multi-service, international oilfield services company, with the closing of
the WEDGE acquisition and our continued expansion into Colombia," said Locke.
"The WEDGE acquisition has been accretive to earnings from the outset.  While
we experienced lower drilling margins and utilization during the first quarter
as a result of surplus rig capacity in the U.S. land market, we believe the
first quarter marks the bottom of the current industry cycle.  And the reduced
drilling margins we experienced were partially offset by a strong margin
contribution from Production Services.  We also continue to be very pleased
with the growth in our new Colombian operations and expect it to continue to
be a strong contributor to revenues and profitability going forward," Locke
said.
    Pioneer Conference Call
    Pioneer's management team will hold a conference call Thursday, August 7,
at 2:00 p.m. Eastern Time (1:00 p.m. Central Time), to discuss these results
and the second quarter 2008 results, which will be released that morning at
6:00 a.m. Eastern Time.  To participate in the call, dial (303) 205-0066 at
least 10 minutes early and ask for the Pioneer Drilling conference call.  A
replay will be available approximately two hours after the call ends and will
be accessible until August 14.  To access the replay, dial (303) 590-3000 and
enter the pass code 11118059#.
    The conference call will also be available on the Internet at Pioneer's
Web site at http://www.pioneerdrlg.com.  To listen to the live call, visit
Pioneer's Web site at least 10 minutes early to register and download any
necessary audio software.  An archive will be available shortly after the
call.  For more information, please contact Donna Washburn at DRG&E at
(713) 529-6600 or e-mail dmw@drg-e.com.
    About Pioneer
    Pioneer Drilling Company provides land contract drilling services to
independent and major oil and gas operators in Texas, Louisiana, Oklahoma,
Kansas, the Rocky Mountain region and internationally in Colombia though its
Pioneer Drilling Services Division. The Company also provides workover rig,
wireline and fishing and rental services to producers in the U.S. Gulf Coast,
Mid-Continent and Rocky Mountain regions through its Pioneer Production
Services Division.  Its fleet consists of 69 land drilling rigs that drill at
depths of 6,000 and 18,000 feet, 66 workover rigs (sixty one 550-horsepower
rigs, four 600-horsepower rigs and one 400-horsepower rig), 51 wireline units,
and fishing and rental tools.
    Cautionary Statement Regarding Forward-Looking Statements, non-GAAP
Financial Measures and Reconciliations
    Statements we make in this news release that express a belief, expectation
or intention, as well as those that are not historical fact, are
forward-looking statements that are subject to risks, uncertainties and
assumptions. Our actual results, performance or achievements, or industry
results, could differ materially from those we express in this news release as
a result of a variety of factors, including general economic and business
conditions and industry trends, the continued strength or weakness of the
contract land drilling industry in the geographic areas in which we operate,
decisions about onshore exploration and development projects to be made by oil
and gas companies, the highly competitive nature of our business, difficulty
in integrating the services of acquired companies, including the production
services businesses of WEDGE and Competition, in an efficient and effective
manner, the availability, terms and deployment of capital, the availability of
qualified personnel, changes in, or our failure or inability to comply with,
government regulations, including those relating to the environment, the
economic and business conditions of our international operations, challenges
in achieving strategic objectives, and the risk that our markets do not evolve
as anticipated.  We have discussed these factors in more detail in our
transition report on Form 10-KT for the fiscal year ended December 31, 2007
and our quarterly report on Form 10-Q for the quarter ended March 31, 2008.
These factors are not necessarily all the important factors that could affect
us.  Unpredictable or unknown factors we have not discussed in this news
release, in our annual report on Form 10-K or in our quarterly reports on Form
10-Q could also have material adverse effects on actual results of matters
that are the subject of our forward-looking statements.  All forward-looking
statements speak only as the date on which they are made and we undertake no
duty to update or revise any forward-looking statements.  We advise our
shareholders that they should (1) be aware that important factors not referred
to above could affect the accuracy of our forward-looking statements and (2)
use caution and common sense when considering our forward-looking statements.
    This news release contains non-GAAP financial measures as defined by SEC
Regulation G.  A reconciliation of each such measure to its most directly
comparable GAAP financial measure, together with an explanation of why
management believes that these non-GAAP financial measures provide useful
information to investors, is provided below.
    (1) We define EBITDA as earnings before interest income (expense), taxes,
        depreciation and amortization. Although not prescribed under GAAP, we
        believe the presentation of EBITDA is relevant and useful because it
        helps our investors understand our operating performance and makes it
        easier to compare our results with those of other companies that have
        different financing, capital or tax structures. EBITDA should not be
        considered in isolation from or as a substitute for net income, as an
        indication of operating performance or cash flows from operating
        activities or as a measure of liquidity. A reconciliation of net
        income to EBITDA can be found later in the release. EBITDA, as we
        calculate it, may not be comparable to EBITDA measures reported by
        other companies. In addition, EBITDA does not represent funds
        available for discretionary use.

     Contacts:  Joyce M. Schuldt, Executive VP & CFO
                Pioneer Drilling Company
                210-828-7689

                Lisa Elliott / lelliott@drg-e.com
                Anne Pearson / apearson@drg-e.com
                DRG&E / 713-529-6600

                       - Financial Statements Follow -



                  PIONEER DRILLING COMPANY AND SUBSIDIARIES
               Condensed Consolidated Statements of Operations
                    (in thousands, except per share data)
                                 (unaudited)

                                                Three Months Ended
                                              March 31,         December 31,
                                         2008          2007         2007

    Revenues                           $113,397      $103,347     $104,589
    Costs and Expenses:
      Operating Costs                    70,426        59,189       63,736
      Depreciation                       17,119        14,736       16,661
      Selling, general and
       administrative                     7,722         3,824        5,822
      Bad debt expense (recovery)           135             -          (15)
        Total operating costs            95,402        77,749       86,204

    Operating income                     17,995        25,598       18,385

    Other income (expense):

      Interest expense                   (1,574)            -           (1)
      Interest income                       585           881          808
      Other                               1,092             8           97
        Total other                         103           889          904

    Income before taxes                  18,098        26,487       19,289

    Income tax expense                   (6,250)       (9,269)      (4,512)
    Net earnings                        $11,848       $17,218      $14,777

    Earnings per share:
      Basic                               $0.24         $0.35        $0.30
      Diluted                             $0.24         $0.34        $0.29

    Weighted average
     number of shares outstanding:
      Basic                              49,759        49,619       49,651
      Diluted                            50,291        50,127       50,188



                  PIONEER DRILLING COMPANY AND SUBSIDIARIES
                    Condensed Consolidated Balance Sheets
                                (in thousands)

                                                March 31,         December 31,
                                                  2008                2007
               Assets                          (unaudited)         (audited)
    Current assets:
       Cash and cash equivalents                 $15,618             $76,703
       Receivables, net                           68,491              47,370
       Contract drilling in progress              16,603               7,861
       Deferred income taxes                       5,334               3,670
       Inventory                                   2,813               1,180
       Prepaid expenses and other                  6,022               5,073
          Total current assets                   114,881             141,857

    Net property and equipment                   570,312             417,022
    Deferred income taxes                            708                 573
    Goodwill                                     172,228                   -
    Other long-term assets                        43,140                 760
    Total assets                                $901,269            $560,212

          Liabilities and Equity
    Current liabilities:
       Current maturities of long-term debt      $23,457                  $-
       Accounts payable                           24,888              21,424
       Income taxes payable                        4,371                   -
       Prepaid drilling contracts                  3,082               1,933
       Accrued expenses                           32,140              18,693
          Total current liabilities               87,938              42,050
    Long-term debt                               271,563                   -
    Other non-current liabilities                  5,087                 254
    Deferred taxes                                51,430              46,836
          Total liabilities                      416,018              89,140
    Total shareholders' equity                   485,251             471,072
    Total liabilities and
     shareholders' equity                       $901,269            $560,212



                    PIONEER DRILLING COMPANY AND SUBSIDIARIES
                 Condensed Consolidated Statements of Cash Flows
                                  (in thousands)
                                   (unaudited)

                                                    Three Months Ended
                                                   March 31,      December 31,
                                                2008        2007       2007

    Cash flows from operating activities:
      Net earnings                            $11,848     $17,218    $14,777
      Adjustments to reconcile net
       earnings to net cash
       provided by operating activities:
         Depreciation and amortization         17,119      14,736     16,661
         Allowance for doubtful accounts          135           -        (15)
         Loss (gain) on dispositions of
          property and equipment                  (23)        576        884
         Stock-based compensation expense         951         587      1,031
         Deferred income taxes                    554       6,179      1,672
         Change in other assets                    74           5       (519)
         Change in non-current liabilities        (88)        (85)      (103)
         Changes in current assets and
          liabilities                           9,415      (2,761)     2,239
    Net cash provided by operating
     activities                                39,985      36,455     36,627

    Cash flows from investing activities:
         Acquisition of WEDGE, net of cash
          acquired                           (313,610)          -          -
         Acquisition of Competition
          Wireline, net of cash acquired      (26,101)          -          -
         Purchases of property and
          equipment                           (32,938)    (27,870)   (27,033)
         Purchase of auction rate
          securities, net                     (16,475)          -          -
         Proceeds from sale of property and
          equipment                               933       1,477        806
    Net cash used in investing activities    (388,191)    (26,393)   (26,227)

    Cash flows from financing activities:
         Payments of debt                     (22,001)          -          -
         Proceeds from issuance of debt       311,500           -          -
         Debt issuance costs                   (3,281)          -          -
         Proceeds from sale of common stock       653         110          -
         Excess tax benefit of stock option
          exercises                               250          19          -
    Net cash provided by financing
     activities                               287,121         129          -

    Net increase (decrease) in cash and
     cash equivalents                         (61,085)     10,191     10,400

    Beginning cash and cash equivalents        76,703      74,754     66,303
    Ending cash and cash equivalents          $15,618     $84,945    $76,703



                  PIONEER DRILLING COMPANY AND SUBSIDIARIES
                             Operating Statistics
                                (in thousands)
                                 (unaudited)

                                                  Three Months Ended
                                           March 31,   March 31,  December 31,
                                              2008        2007        2007

    Drilling Services Division:
        Revenues                            $100,041    $103,347    $104,589
        Operating costs                       63,497      59,189      63,736
           Drilling services margin (1)      $36,544     $44,158     $40,853

        Average number of drilling rigs         67.0        64.3        67.0
        Utilization rate                         84%         90%         86%
        Revenue days                           5,186       5,203       5,343

        Average revenues per day             $19,291     $19,863     $19,575
        Average operating costs per day       12,244      11,376      11,929

           Drilling services margin per
            day (2)                           $7,047      $8,487      $7,646

    Production Services Division:
        Revenues                             $13,356          $-          $-
        Operating costs                        6,929           -           -
           Production services margin (1)     $6,427          $-          $-

    EBITDA (3)                               $36,206     $40,342     $35,143

    Reconciliation of combined Drilling
     services margin and Production
     services margin and EBITDA to net
     earnings:

      Drilling services margin               $36,544     $44,158     $40,853
      Production services margin               6,427           -           -
      Combined margin                         42,971      44,158      40,853

        General and administrative            (7,722)     (3,824)     (5,822)
        Bad debt expense                        (135)          -          15
        Other income (expense) recovery        1,092           8          97

      EBITDA                                  36,206      40,342      35,143

        Depreciation                         (17,119)    (14,736)    (16,661)
        Interest income (expense), net          (989)        881         807
        Income tax expense                    (6,250)     (9,269)     (4,512)

      Net earnings                           $11,848     $17,218     $14,777


    (1) Drilling services margin represents contract drilling revenues less
        contract drilling operating costs. Production services margin
        represents production services revenue less production services
        operating costs. Pioneer believes that Drilling services margin and
        Production services margin are useful measures for evaluating
        financial performance, although they are not measures of financial
        performance under generally accepted accounting principles. However,
        Drilling services margin and Production services margin are common
        measures of operating performance used by investors, financial
        analysts, rating agencies and Pioneer's management. A reconciliation
        of Drilling services margin and Production services margin to net
        earnings is included in the operating statistics table. Drilling
        services margin and production services margin as presented may not be
        comparable to other similarly titled measures reported by other
        companies.
    (2) Drilling services margin per revenue day represents the Drilling
        Services Division's average revenue per revenue day less average
        operating costs per revenue day.
    (3) We define EBITDA as earnings before interest income (expense), taxes,
        depreciation and amortization. Although not prescribed under GAAP, we
        believe the presentation of EBITDA is relevant and useful because it
        helps our investors understand our operating performance and makes it
        easier to compare our results with those of other companies that have
        different financing, capital or tax structures. EBITDA should not be
        considered in isolation from or as a substitute for net income, as an
        indication of operating performance or cash flows from operating
        activities or as a measure of liquidity. A reconciliation of net
        income to EBITDA can be found later in the release. EBITDA, as we
        calculate it, may not be comparable to EBITDA measures reported by
        other companies. In addition, EBITDA does not represent funds
        available for discretionary use.



                  PIONEER DRILLING COMPANY AND SUBSIDIARIES
                             Capital Expenditures
                                (in thousands)

                                                                    Budget
                                                                  Fiscal Year
                                      Three Months Ended            Ending
                                 March 31, March 31, December 31, December 31,
                                    2008     2007        2007         2008
    Capital expenditures:

      Drilling Services Division:
        Routine rigs               $4,007   $4,724      $5,570       $21,200
        Discretionary              19,014   12,227      14,350        47,600
        Tubulars                    1,047    3,589       2,740        12,600
        New-builds and
         acquisitions                 746    9,487       3,012        20,000

          Total Drilling Services
           Division capital
           expenditures            24,814   30,027      25,672       101,400

       Average routine rig capital
        expenditures per revenue
        day (1)                      $773     $908      $1,077          $998

      Production Services Division:
        Routine                       108        -           -         2,030
        New-builds and acquisitions 3,031        -           -        39,800

          Total Production Services
           Division capital
           expenditures             3,139        -           -        41,830

          Total capital
           expenditures           $27,953  $30,027     $25,672      $143,230

    (1) Average routine rig capital expenditures per revenue day represents
        the Drilling Services Division's routine rig capital expenditures
        divided by the number of revenue days for each period presented.



                  PIONEER DRILLING COMPANY AND SUBSIDIARIES
           Drilling Rig, Workover Rig and Wireline Unit Information

                                                 Rig Type
                                          Mechanical   Electric   Total Rigs
    Drilling Services Division:

    Drilling rig horsepower ratings:
        550 to 700 HP                              6           -           6
        750 to 900 HP                             15           2          17
        1000 HP                                   17          12          29
        1200 to 1500 HP                            3          14          17
            Total                                 41          28          69

    Drilling depth ratings:
        Less than 10,000 feet                      8           2          10
        10,000 to 13,900 feet                     30           7          37
        14,000 to 18,000 feet                      3          19          22
            Total                                 41          28          69


    Production Services Division:

    Workover rig horsepower ratings:
        400 HP                                                             1
        550 HP                                                            61
        600 HP                                                             4
            Total                                                         66

    Wireline units                                                        51

    Fishing & Rental Tools Inventory                              $14 Million

SOURCE  Pioneer Drilling Company, Inc.

Joyce M. Schuldt, Executive VP & CFO of Pioneer Drilling Company,
+1-210-828-7689; or Lisa Elliott, lelliott@drg-e.com, or Anne Pearson,
apearson@drg-e.com, both of DRG&E, +1-713-529-6600, for Pioneer Drilling
Company, Inc.
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