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

Aug 5, 2008

SAN ANTONIO, Texas, August 5, 2008 – 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 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 forwardlooking 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

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