x
|
Quarterly
Report Pursuant To Section 13 or 15(d) of The Securities Exchange Act of
1934
|
|
For
The Quarterly Period Ended March 31,
2009
|
o
|
Transition
Report Pursuant To Section 13 or 15(d) of The Securities Exchange Act of
1934
|
Delaware
|
43-2083519
|
(State
or other jurisdiction of incorporation or organization)
|
(I.R.S.
Employer Identification No.)
|
717
Texas, Suite 2800, Houston, TX
|
77002
|
(Address
of principal executive offices)
|
(Zip
Code)
|
(Registrant's
telephone number, including area code) (713)
335-4000
|
Large
accelerated filer x
|
Accelerated
filer o
|
|
Non-Accelerated
filer o
|
Smaller
Reporting Company o
|
|
(Do
not check if smaller reporting company)
|
Table of
Contents
|
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3
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16
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25
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25
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25
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25
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25
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25
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26
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26
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26
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27
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28
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March
31,
2009
|
December
31,
2008
|
|||||||
(Unaudited)
|
||||||||
Assets
|
||||||||
Current
assets:
|
||||||||
Cash
and cash equivalents
|
$ | 32,971 | $ | 42,855 | ||||
Restricted
cash
|
1,421 | 1,421 | ||||||
Accounts
receivable
|
29,774 | 41,885 | ||||||
Derivative
instruments
|
56,572 | 34,742 | ||||||
Prepaid
expenses
|
4,411 | 5,046 | ||||||
Other
current assets
|
4,657 | 4,071 | ||||||
Total
current assets
|
129,806 | 130,020 | ||||||
Oil
and natural gas properties, full cost method, of which $44.4 million at
March 31, 2009 and $50.3 million at December 31, 2008 were excluded from
amortization
|
1,934,708 | 1,900,672 | ||||||
Other
fixed assets
|
11,220 | 9,439 | ||||||
1,945,928 | 1,910,111 | |||||||
Accumulated
depreciation, depletion, and amortization, including
impairment
|
(1,359,096 | ) | (935,851 | ) | ||||
Total
property and equipment, net
|
586,832 | 974,260 | ||||||
Deferred
loan fees
|
956 | 1,168 | ||||||
Deferred
tax asset
|
180,752 | 42,652 | ||||||
Other
assets
|
8,333 | 6,278 | ||||||
Total
other assets
|
190,041 | 50,098 | ||||||
Total
assets
|
$ | 906,679 | $ | 1,154,378 | ||||
Liabilities
and Stockholders' Equity
|
||||||||
Current
liabilities:
|
||||||||
Accounts
payable
|
$ | 1,797 | $ | 2,268 | ||||
Accrued
liabilities
|
21,169 | 48,824 | ||||||
Royalties
payable
|
13,762 | 17,388 | ||||||
Derivative
instruments
|
506 | 985 | ||||||
Prepayment
on gas sales
|
9,846 | 19,382 | ||||||
Deferred
income taxes
|
20,885 | 12,575 | ||||||
Total
current liabilities
|
67,965 | 101,422 | ||||||
Long-term
liabilities:
|
||||||||
Long-term
debt
|
305,000 | 300,000 | ||||||
Asset
retirement obligation
|
29,886 | 26,584 | ||||||
Total
liabilities
|
402,851 | 428,006 | ||||||
Commitments
and contingencies (Note 9)
|
- | - | ||||||
Stockholders'
equity:
|
||||||||
Preferred
stock, $0.001 par value; authorized 5,000,000 shares; no shares
issued in 2009 or 2008
|
- | - | ||||||
Common
stock, $0.001 par value; authorized 150,000,000 shares; issued 51,134,787
shares and 51,031,481 shares at March 31, 2009 and December 31, 2008,
respectively
|
51 | 51 | ||||||
Additional
paid-in capital
|
774,593 | 773,676 | ||||||
Treasury
stock, at cost; 179,003 and 155,790 shares at March 31, 2009 and December
31, 2008, respectively
|
(3,219 | ) | (2,672 | ) | ||||
Accumulated
other comprehensive income
|
39,298 | 24,079 | ||||||
Accumulated
deficit
|
(306,895 | ) | (68,762 | ) | ||||
Total
stockholders' equity
|
503,828 | 726,372 | ||||||
Total
liabilities and stockholders' equity
|
$ | 906,679 | $ | 1,154,378 |
Three
Months Ended
March
31,
|
||||||||
2009
|
2008
|
|||||||
Revenues:
|
||||||||
Natural
gas sales
|
$ | 74,223 | $ | 112,445 | ||||
Oil
sales
|
5,218 | 15,888 | ||||||
Total
revenues
|
79,441 | 128,333 | ||||||
Operating
Costs and Expenses:
|
||||||||
Lease
operating expense
|
18,041 | 13,414 | ||||||
Depreciation,
depletion, and amortization
|
44,400 | 51,414 | ||||||
Impairment
of oil and gas properties
|
379,462 | - | ||||||
Treating
and transportation
|
1,702 | 1,305 | ||||||
Marketing
fees
|
317 | 748 | ||||||
Production
taxes
|
1,323 | 3,437 | ||||||
General
and administrative costs
|
9,373 | 12,107 | ||||||
Total
operating costs and expenses
|
454,618 | 82,425 | ||||||
Operating
income (loss)
|
(375,177 | ) | 45,908 | |||||
Other
(income) expense
|
||||||||
Interest
expense, net of interest capitalized
|
2,535 | 3,554 | ||||||
Interest
income
|
(51 | ) | (239 | ) | ||||
Other
(income) expense, net
|
(150 | ) | (41 | ) | ||||
Total
other expense
|
2,334 | 3,274 | ||||||
Income
(loss) before provision for income taxes
|
(377,511 | ) | 42,634 | |||||
Income
tax expense (benefit)
|
(139,378 | ) | 15,145 | |||||
Net
income (loss)
|
$ | (238,133 | ) | $ | 27,489 | |||
Earnings
(loss) per share:
|
||||||||
Basic
|
$ | (4.68 | ) | $ | 0.54 | |||
Diluted
|
$ | (4.68 | ) | $ | 0.54 | |||
Weighted
average shares outstanding:
|
||||||||
Basic
|
50,920 | 50,485 | ||||||
Diluted
|
50,920 | 50,719 |
Three
Months Ended
March
31,
|
||||||||
2009
|
2008
|
|||||||
Cash
flows from operating activities
|
||||||||
Net
income (loss)
|
(238,133 | ) | 27,489 | |||||
Adjustments
to reconcile net income to net cash from operating
activities
|
||||||||
Depreciation,
depletion and amortization
|
44,400 | 51,414 | ||||||
Impairment
of oil and gas properties
|
379,462 | - | ||||||
Deferred
income taxes
|
(138,826 | ) | 15,145 | |||||
Amortization
of deferred loan fees recorded as interest expense
|
212 | 295 | ||||||
Stock
compensation expense
|
917 | 273 | ||||||
Change
in operating assets and liabilities:
|
||||||||
Accounts
receivable
|
12,111 | (7,592 | ) | |||||
Prepaid
expenses
|
635 | 717 | ||||||
Other
current assets
|
(586 | ) | 162 | |||||
Other
assets
|
(107 | ) | 187 | |||||
Accounts
payable
|
(471 | ) | 3,332 | |||||
Accrued
liabilities
|
(6,910 | ) | 720 | |||||
Royalties
payable
|
(13,162 | ) | 11,103 | |||||
Net
cash provided by operating activities
|
39,542 | 103,245 | ||||||
Cash
flows from investing activities
|
||||||||
Acquisition
of oil and gas properties
|
(3,844 | ) | - | |||||
Purchases
of oil and gas assets
|
(50,018 | ) | (61,879 | ) | ||||
Other
|
(16 | ) | 2 | |||||
Net
cash used in investing activities
|
(53,878 | ) | (61,877 | ) | ||||
Cash
flows from financing activities
|
||||||||
Borrowings
on revolving credit facility
|
5,000 | - | ||||||
Proceeds
from stock options exercised
|
- | 1,488 | ||||||
Purchases
of treasury stock
|
(548 | ) | (179 | ) | ||||
Net
cash provided by financing activities
|
4,452 | 1,309 | ||||||
Net
increase (decrease) in cash
|
(9,884 | ) | 42,677 | |||||
Cash
and cash equivalents, beginning of period
|
42,855 | 3,216 | ||||||
Cash
and cash equivalents, end of period
|
$ | 32,971 | $ | 45,893 | ||||
Supplemental
non-cash disclosures:
|
||||||||
Capital
expenditures included in accrued liabilities
|
$ | 7,170 | $ | 19,254 |
March
31,
2009
|
December
31,
2008
|
|||||||
(In
thousands)
|
||||||||
Proved
properties
|
$ | 1,852,461 | $ | 1,813,527 | ||||
Unproved/unevaluated
properties
|
44,387 | 50,252 | ||||||
Gas
gathering systems and compressor stations
|
37,860 | 36,893 | ||||||
Other
|
11,220 | 9,439 | ||||||
Total
oil and natural gas properties
|
1,945,928 | 1,910,111 | ||||||
Less:
Accumulated depreciation, depletion, and amortization, including
impairment
|
(1,359,096 | ) | (935,851 | ) | ||||
Total
property and equipment, net
|
$ | 586,832 | $ | 974,260 |
Settlement
Period
|
Derivative
Instrument
|
Hedge
Strategy
|
Notional
Daily Volume
MMBtu
|
Total
of Notional Volume
MMBtu
|
Average
Floor/Fixed Prices
MMBtu
|
Average
Ceiling Prices MMBtu
|
Natural
Gas Production Hedged (1)
|
Fair
Market Value
Asset/(Liability)
(In
thousands)
|
||||||||||||||||||
2009
|
Swap
|
Cash
flow
|
52,141 | 14,338,775 | $ | 7.65 | $ | - | 37 | % | $ | 49,019 | ||||||||||||||
2009
|
Costless
Collar
|
Cash
flow
|
5,000 | 1,375,000 | 8.00 | 10.05 | 4 | % | 5,061 | |||||||||||||||||
2010
|
Swap
|
Cash
flow
|
10,000 | 3,650,000 | 8.31 | - | 9 | % | 9,053 | |||||||||||||||||
19,363,775 | $ | 63,133 |
|
(1)
|
Estimated
based on anticipated future gas
production.
|
Settlement
Period
|
Derivative
Instrument
|
Hedge
Strategy
|
Average
Fixed Rate
|
Fair
Market Value
Asset/(Liability)
(In
thousands)
|
||||||
2009
|
Swap
|
Cash
flow
|
4.55%
|
$ | (506 | ) |
Three
Months Ended March 31,
|
||||||||
Natural
Gas
|
2009
|
2008
|
||||||
Quantity
settled (MMBtu)
|
5,142,690 | 6,156,216 | ||||||
Increase
(decrease) in natural gas sales revenue (In thousands)
|
$ | 15,357 | $ | (701 | ) | |||
Interest
Rate Swaps
|
||||||||
(Increase)
decrease in interest expense (In thousands)
|
$ | (512 | ) | $ | 125 |
Notional
Volume
|
||
Commodity
|
(MMBtu)
|
|
Natural
gas
|
19,363,775
|
Fair
Values of Derivative Instruments
|
||||||||||||
Derivative
Assets
|
Derivative
Liabilities
|
|||||||||||
March
31, 2009
|
March
31, 2009
|
|||||||||||
Balance
Sheet Location
|
Fair
Value
|
Balance
Sheet Location
|
Fair
Value
|
|||||||||
Derivatives
designated as hedging instruments under SFAS No. 133
|
(in
thousands)
|
(in
thousands)
|
||||||||||
Interest
rate swap
|
Derivative
Instruments
|
$ | - |
Derivative
Instruments
|
$ | 506 | ||||||
Commodity
contracts
|
Derivative
Instruments
|
56,572 |
Derivative
Instruments
|
- | ||||||||
Commodity
contracts
|
Other
assets
|
6,561 |
Derivative
Instruments
|
- | ||||||||
Total
derivatives designated as hedging instruments under SFAS No.
133
|
$ | 63,133 | $ | 506 | ||||||||
Total
derivatives not designated as hedging instruments under SFAS No.
133
|
$ | - | $ | - | ||||||||
Total
derivatives
|
$ | 63,133 | $ | 506 |
Derivatives
in SFAS No. 133 Cash Flow Hedging Relationships
|
Amount
of Gain or (Loss) Recognized
in
OCI on Derivative
(Effective
Portion)
2009
|
|
Location
of Gain or (Loss) Reclassified from Accumulated OCI into Income (Effective
Portion)
|
Amount
of Gain or (Loss) Reclassified from Accumulated OCI into Income
(Effective
Portion)
2009
|
|||||
Interest
rate swap
|
$ | (33 | ) |
Interest
expense, net of interest capitalized
|
$ | (512 | ) | ||
Commodity
contracts
|
39,133 |
Natural
gas sales
|
15,357 | ||||||
Total
|
$ | 39,100 | $ | 14,845 |
|
–
|
Level
1 inputs are quoted prices (unadjusted) in active markets for identical
assets or liabilities.
|
|
|
–
|
Level
2 inputs are quoted prices for similar assets and liabilities in active
markets or inputs that are observable for the asset or liability, either
directly or indirectly through market corroboration, for substantially the
full term of the financial
instrument.
|
|
|
–
|
Level
3 inputs are measured based on prices or valuation models that require
inputs that are both significant to the fair value measurement and less
observable from objective
sources.
|
At
fair value as of March 31, 2009
(In
thousands)
|
||||||||||||||||
Level
1
|
Level
2
|
Level
3
|
Total
|
|||||||||||||
Assets
(Liabilities):
|
||||||||||||||||
Money
market funds
|
- | - | 5,032 | 5,032 | ||||||||||||
Commodity
derivative contracts
|
- | - | 63,133 | 63,133 | ||||||||||||
Interest
rate swap contracts
|
- | - | (506 | ) | (506 | ) | ||||||||||
Total
|
- | - | 67,659 | 67,659 |
Derivatives Asset
(Liability)
|
Money
Market Funds
Asset
(Liability)
|
Total
|
||||||||||
Balance
as of January 1, 2009
|
$ | 38,372 | $ | 5,025 | $ | 43,397 | ||||||
Total
(gains) losses (realized or unrealized)
|
||||||||||||
included
in earnings
|
- | 7 | 7 | |||||||||
included
in other comprehensive income
|
39,100 | - | 39,100 | |||||||||
Purchases,
issuances and settlements
|
(14,845 | ) | - | (14,845 | ) | |||||||
Transfers
in and out of Level 3
|
- | - | - | |||||||||
Balance
as of March 31, 2009
|
$ | 62,627 | $ | 5,032 | $ | 67,659 | ||||||
The
amount of total gains or losses for the period included in earnings
attributable to the change in unrealized gains or losses relating to
assets still held at March 31, 2009
|
$ | - | $ | - | $ | - |
Three
Months Ended
March 31, 2009
|
||||
(In
thousands)
|
||||
ARO
as of December 31, 2008
|
$ | 27,944 | ||
Revision
of previous estimates
|
(394 | ) | ||
Liabilities
incurred during period
|
1,734 | |||
Liabilities
settled during period
|
- | |||
Accretion
expense
|
602 | |||
ARO
as of March 31, 2009
|
$ | 29,886 |
Three
Months Ended March 31,
|
||||||||||||||||
2009
|
2008
|
|||||||||||||||
(In
thousands)
|
||||||||||||||||
Accumulated
other comprehensive income (loss) beginning of period
|
$ | 24,079 | $ | (7,225 | ) | |||||||||||
Net
income (loss)
|
$ | (238,133 | ) | $ | 27,489 | |||||||||||
Change
in fair value of derivative hedging instruments
|
39,100 | (66,665 | ) | |||||||||||||
Hedge
settlements reclassed to income
|
(14,845 | ) | 826 | |||||||||||||
Tax
effect related to hedges
|
(9,036 | ) | 24,525 | |||||||||||||
Total
other comprehensive income (loss)
|
15,219 | 15,219 | (41,314 | ) | (41,314 | ) | ||||||||||
Comprehensive
loss
|
(222,914 | ) | (13,825 | ) | ||||||||||||
Accumulated
other comprehensive income (loss)
|
$ | 39,298 | $ | (48,539 | ) |
Three
Months Ended
March
31,
|
||||||||
2009
|
2008
|
|||||||
(In
thousands)
|
||||||||
Basic
weighted average number of shares outstanding
|
50,920 | 50,485 | ||||||
Dilution
effect of stock option and awards at the end of the period
|
- | 234 | ||||||
Diluted
weighted average number of shares outstanding
|
50,920 | 50,719 | ||||||
Anti-dilutive
stock awards and shares
|
1,441 | 311 |
Quarter
Ended March 31, 2009
|
||||||||
Units
|
Fair
Value per Unit
|
|||||||
Unvested,
beginning of period
|
- | $ | - | |||||
Granted
|
350,698 | 5.27 | ||||||
Vested
|
- | - | ||||||
Forfeited
|
- | - | ||||||
Unvested,
end of period
|
350,698 | $ | 5.27 |
Three
Months Ended
March
31,
|
||||||||
2009
|
2008
|
|||||||
(In
thousands)
|
||||||||
California
|
$ | 19,180 | $ | 36,771 | ||||
Rockies
|
6,610 | 6,850 | ||||||
South
Texas
|
23,182 | 44,233 | ||||||
Texas
State Waters
|
4,262 | 15,032 | ||||||
Other
Onshore
|
6,026 | 11,280 | ||||||
Gulf
of Mexico
|
4,824 | 14,868 | ||||||
Gain
(loss) on hedges
|
15,357 | (701 | ) | |||||
Total
revenue
|
$ | 79,441 | $ | 128,333 |
March 31, 2009
|
December 31, 2008
|
|||||||
(In
thousands)
|
||||||||
California
|
$ | 625,448 | $ | 619,593 | ||||
Rockies
|
182,089 | 175,294 | ||||||
South
Texas
|
733,534 | 712,464 | ||||||
Texas
State Waters
|
65,758 | 65,085 | ||||||
Other
Onshore
|
176,649 | 171,855 | ||||||
Gulf
of Mexico
|
151,230 | 156,381 | ||||||
Other
|
11,220 | 9,439 | ||||||
Total
property and equipment
|
$ | 1,945,928 | $ | 1,910,111 |
–
|
conditions
in the energy and economic markets;
|
|
|
–
|
the
supply and demand for natural gas and
oil;
|
|
|
–
|
the
price of natural gas and oil;
|
–
|
potential
reserve revisions;
|
|
|
–
|
changes
or advances in technology;
|
|
|
–
|
reserve
levels;
|
|
|
–
|
inflation;
|
|
|
–
|
the
availability and cost of relevant raw materials, goods and
services;
|
|
|
–
|
future
processing volumes and pipeline
throughput;
|
|
|
–
|
the
occurrence of property acquisitions or
divestitures;
|
|
|
–
|
drilling
and exploration risks;
|
|
|
–
|
the
availability and cost of processing and
transportation;
|
|
|
–
|
developments
in oil-producing and natural gas-producing
countries;
|
|
|
–
|
competition
in the oil and natural gas
industry;
|
|
|
–
|
the
ability and willingness of our current or potential counterparties or
vendors to enter into transactions with us and/or to fulfill their
obligations to us;
|
–
|
our
ability to access the capital markets on favorable terms or at
all;
|
|
|
–
|
our
ability to obtain credit and/or capital in desired amounts and/or on
favorable terms;
|
–
|
failure
of our joint interest partners to fund any or all of their portion of any
capital program;
|
|
|
–
|
present
and possible future claims, litigation and enforcement
actions;
|
|
|
–
|
effects
of the application of applicable laws and regulations, including changes
in such regulations or the interpretation
thereof;
|
|
|
–
|
relevant
legislative or regulatory changes, including retroactive royalty or
production tax regimes, changes in environmental regulation, environmental
risks and liability under federal, state and foreign environmental laws
and regulations;
|
|
|
–
|
general
economic conditions, either internationally, nationally or in
jurisdictions affecting our
business;
|
|
|
–
|
lease
termination due to lack of activity or other disputes with mineral lease
and royalty owners, whether regarding calculation and payment of royalties
or otherwise;
|
|
|
–
|
the
weather, including the occurrence of any adverse weather conditions and/or
natural disasters affecting our business;
and
|
|
|
–
|
any
other factors that impact or could impact the exploration of oil or
natural gas resources, including but not limited to the geology of a
resource, the total amount and costs to develop recoverable reserves,
legal title, regulatory, natural gas administration, marketing and
operational factors relating to the extraction of oil and natural
gas.
|
·
|
Production
on an equivalent basis increased
4%;
|
·
|
Total
revenue, including the effects of hedging, decreased $48.9
million;
|
·
|
Average
realized gas prices including hedging decreased $3.28 per Mcf, or 38%, to
$5.46 per Mcf at March 31, 2009 from $8.74 per Mcf at March 31, 2008 and
average realized oil prices decreased $61.11 per Bbl, or 61%, to $38.99
per Bbl at March 31, 2009 from $100.10 per Bbl at March 31,
2008;
|
·
|
A
non-cash impairment of oil and gas properties of $379.5 million pre-tax
($238.1 million net of tax) was recorded due to the continuing decline in
natural gas prices;
|
·
|
Net
income decreased $265.6 million to a net loss of $238.1 million; net
income excluding impairment would have decreased $27.5 million to a
break-even position;
|
·
|
Diluted
earnings per share decreased $5.22 to diluted loss per share of $4.68;
diluted earnings per share excluding impairment would have decreased from
$0.54 per share to a break-even position;
and
|
·
|
21
gross and 16 net wells were drilled with a net success rate of
88%.
|
Three
Months Ended
March
31,
|
||||||||||||
2009
|
2008
|
%
Change
Increase/
(Decrease)
|
||||||||||
(In
thousands, except percentages and per unit amounts)
|
||||||||||||
Natural
gas sales
|
$ | 74,223 | $ | 112,445 | (34 | %) | ||||||
Oil
sales
|
5,218 | 15,888 | (67 | %) | ||||||||
Total
revenues
|
$ | 79,441 | $ | 128,333 | (38 | %) | ||||||
Production:
|
||||||||||||
Gas
(Bcf)
|
13.6 | 12.9 | 5 | % | ||||||||
Oil
(MBbls)
|
133.8 | 158.7 | (16 | %) | ||||||||
Total
Equivalents (Bcfe)
|
14.4 | 13.8 | 4 | % | ||||||||
$
per unit:
|
||||||||||||
Avg.
Gas Price per Mcf
|
$ | 5.46 | $ | 8.74 | (38 | %) | ||||||
Avg.
Gas Price per Mcf excluding hedges
|
4.33 | 8.80 | (51 | %) | ||||||||
Avg.
Oil Price per Bbl
|
38.99 | 100.10 | (61 | %) | ||||||||
Avg.
Revenue per Mcfe including hedges
|
5.52 | 9.29 | (41 | %) |
Three
Months Ended
March
31,
|
||||||||||||
2009
|
2008
|
%
Change
Increase/
(Decrease)
|
||||||||||
(In
thousands, except percentages and per unit amounts)
|
||||||||||||
Lease
operating expense
|
$ | 18,041 | $ | 13,414 | 34 | % | ||||||
Production
taxes
|
1,323 | 3,437 | (62 | %) | ||||||||
Depreciation,
depletion and amortization
|
44,400 | 51,414 | (14 | %) | ||||||||
Impairment
of oil and gas properties
|
379,462 | - | 100 | % | ||||||||
General
and administrative costs
|
9,373 | 12,107 | (23 | %) | ||||||||
$
per unit:
|
||||||||||||
Avg.
lease operating expense per Mcfe
|
$ | 1.25 | $ | 0.97 | 29 | % | ||||||
Avg.
production taxes per Mcfe
|
0.09 | 0.25 | (64 | %) | ||||||||
Avg.
DD&A per Mcfe
|
3.08 | 3.72 | (17 | %) | ||||||||
Avg.
G&A per Mcfe
|
0.65 | 0.88 | (26 | %) |
Three
Months Ended March 31,
|
||||||||
2009
|
2008
|
|||||||
(In
thousands)
|
||||||||
Cash
flows provided by operating activities
|
$ | 39,542 | $ | 103,245 | ||||
Cash
flows used in investing activities
|
(53,878 | ) | (61,877 | ) | ||||
Cash
flows provided by financing activities
|
4,452 | 1,309 | ||||||
Net
increase (decrease) in cash and cash equivalents
|
$ | (9,884 | ) | $ | 42,677 |
Three
Months Ended March 31,
|
||||||||
Natural
Gas
|
2009
|
2008
|
||||||
Quantity
settled (MMBtu)
|
5,142,690 | 6,156,216 | ||||||
Increase
(decrease) in natural gas sales revenue (In thousands)
|
$ | 15,357 | $ | (701 | ) | |||
Interest
Rate Swaps
|
||||||||
(Increase)
decrease in interest expense (In thousands)
|
$ | (512 | ) | $ | 125 |
Period
|
Total
Number of Shares Purchased (1)
|
Average
Price Paid per Share
|
Total
Number of Shares Purchased as Part of Publicly Announced Plans or
Programs
|
Maximum
Number (or Approximate Dollar Value) of Shares that May Be Purchased Under
the Plans or Programs
|
||||||||||||
January
1 - January 31
|
8,321 | $ | 7.36 | - | - | |||||||||||
February
1 - February 28
|
1,869 | 5.96 | - | - | ||||||||||||
March
1 - March 31
|
13,023 | 4.83 | - | - | ||||||||||||
Total
|
23,213 | $ | 5.83 | - | - |
(1)
|
All
of the shares repurchased were surrendered by employees to pay tax
withholding upon the vesting of restricted stock awards. These
repurchases were not part of a publicly announced program to repurchase
shares of our common stock, nor do we have a publicly announced program to
repurchase shares of our common
stock.
|
Exhibit
Number
|
Description
|
|
3.1
|
|
Certificate
of Incorporation (incorporated herein by reference to Exhibit 3.1 to the
Company’s Registration Statement on Form S-1 filed on October 7, 2005
(Registration No. 333-128888)).
|
3.2
|
Amended
and Restated Bylaws (incorporated herin by reference to Exhibit 3.2 to the
Company's Current Report on Form 8-K filed on December 10, 2008
(Registration No. 000-51801)).
|
|
4.1
|
Registration
Rights Agreement (incorporated herein by reference to Exhibit 4.1 to the
Company’s Registration Statement on Form S-1 filed on October 7, 2005
(Registration No. 333-128888)).
|
|
10.18
|
Amended
and Restated Senior Revolving Credit Agreement (incorporated herin by
reference to Exhibit 10.18 to the Company's Current Report on Form 8-K
filed on April 15, 2009 (Registration No. 000-51801)).
|
|
10.19
|
Amended
and Restated Second Lien Term Loan Agreement (incorporated herin by
reference to Exhibit 10.19 to the Company's Current Report on Form 8-K
filed on April 15, 2009 (Registration No. 000-51801)).
|
|
31.1
|
Certification
of Periodic Financial Reports by Chief Executive Officer in satisfaction
of Section 302 of the Sarbanes-Oxley Act of 2002
|
|
31.2
|
Certification
of Periodic Financial Reports by Chief Financial Officer in satisfaction
of Section 302 of the Sarbanes-Oxley Act of 2002
|
|
32.1
|
Certification
of Periodic Financial Reports by Chief Executive Officer and Chief
Financial Officer in satisfaction of Section 906 of the Sarbanes-Oxley Act
of 2002
|
ROSETTA
RESOURCES INC.
|
||
By:
|
/s/
MICHAEL J. ROSINSKI
|
|
Michael
J. Rosinski
|
||
Executive
Vice President and Chief Financial Officer
|
||
(Duly
Authorized Officer and Principal Financial
Officer)
|
Exhibit
Number
|
Description
|
|
3.1
|
|
Certificate
of Incorporation (incorporated herein by reference to Exhibit 3.1 to the
Company’s Registration Statement on Form S-1 filed on October 7, 2005
(Registration No. 333-128888)).
|
3.2
|
Amended
and Restated Bylaws (incorporated herin by reference to Exhibit 3.2 to the
Company's Current Report on Form 8-K filed on December 10, 2008
(Registration No. 000-51801)).
|
|
4.1
|
Registration
Rights Agreement (incorporated herein by reference to Exhibit 4.1 to the
Company’s Registration Statement on Form S-1 filed on October 7, 2005
(Registration No. 333-128888)).
|
|
10.18
|
Amended
and Restated Senior Revolving Credit Agreement (incorporated herin by
reference to Exhibit 10.18 to the Company's Current Report on Form 8-K
filed on April 15, 2009 (Registration No. 000-51801)).
|
|
10.19
|
Amended
and Restated Second Lien Term Loan Agreement (incorporated herin by
reference to Exhibit 10.19 to the Company's Current Report on Form 8-K
filed on April 15, 2009 (Registration No. 000-51801)).
|
|
Certification
of Periodic Financial Reports by Chief Executive Officer in satisfaction
of Section 302 of the Sarbanes-Oxley Act of 2002
|
||
Certification
of Periodic Financial Reports by Chief Financial Officer in satisfaction
of Section 302 of the Sarbanes-Oxley Act of 2002
|
||
Certification
of Periodic Financial Reports by Chief Executive Officer and Chief
Financial Officer in satisfaction of Section 906 of the Sarbanes-Oxley Act
of 2002
|