SWIFT ENERGY COMPANY 2007 ANNUAL REPORT


Form 10-K Excerpts

 

Item 1. Business

See pages 78 and 79 for explanations of abbreviations and terms used herein.

General

Swift Energy Company is engaged in developing, exploring, acquiring, and operating oil and natural gas properties, with a focus on oil and natural gas reserves onshore and in the inland waters of Louisiana and Texas. Swift Energy was founded in 1979 and is headquartered in Houston, Texas. In December 2007, we agreed to sell the majority of our New Zealand assets with an expected closing date towards the end of the first quarter of 2008. At year-end 2007, we had estimated proved reserves from our domestic continuing operations of 133.8 MMBoe with a PV-10 of $3.8 billion, while our total estimated proved reserves, both domestically and in New Zealand, were 150.1 MMBoe with a PV-10 Value of $3.9 billion (PV-10 is a non-GAAP measure, see the section titled "Oil and Natural Gas Reserves" in our Property section for a reconciliation of this non-GAAP measure to the closest GAAP measure, the standardized measure). Our total proved reserves at year-end 2007 were comprised of approximately 43% crude oil, 44% natural gas, and 13% NGLs; and 45% of our total proved reserves were proved developed. Our proved reserves are concentrated with 59% of the total in Louisiana, 29% in Texas, 1% in other states, and 11% in New Zealand.

We currently focus primarily on development and exploration of fields in three domestic regions:

• South Louisiana Region

Bay de Chene Area
Bayou Penchant Area
Bayou Sale Area
Cote Blanche Island Area
High Island Area
Horseshoe Bayou Area
Jeanerette Area
Lake Washington Area

• South Texas Region

AWP Olmos Area
Cotulla Area

• Toledo Bend Region

Brookeland Area
Masters Creek Area
South Bearhead Creek Area

Competitive Strengths and Business Strategy

Our competitive strengths, together with a balanced and comprehensive business strategy, provide us with the flexibility and capability to achieve our goals. Our primary strengths and strategies are set forth below.

Demonstrated Ability to Grow Reserves and Production

We have grown our domestic proved reserves from 99.0 MMBoe to 133.8 MMBoe over the five-year period ended December 31, 2007. Over the same period, our annual domestic production has grown from 5.7 MMBoe to 10.6 MMBoe. Our growth in reserves and production over this five-year period has resulted primarily from drilling activities and acquisitions in our three core domestic regions. During 2007, our domestic proved reserves increased by 13%, due to acquisitions of properties in our South Texas region and our 2007 drilling results. Based on our long-term historical performance and our business strategy going forward, we believe that we have the opportunities, experience, and knowledge to grow both our reserves and production.

Balanced Approach to Growth

Our strategy is to increase our reserves and production through both drilling and acquisitions, shifting the balance between the two activities in response to market conditions and strategic opportunities. In general, we focus on drilling in our anchor assets in each of our three domestic regions when oil and natural gas prices are strong. When prices weaken and the per unit cost of acquisitions becomes more attractive, or a strategic opportunity exists, we also focus on acquisitions. We believe this balanced approach has resulted in our ability to grow in a strategically cost effective manner, and in 2007 we replaced 245% of our domestic 2007 production and over the last five years we have replaced 187% of our domestic production.

For 2008, we are targeting total production from continuing operations to increase 10% to 15% and proved reserves from continuing operations to increase 5% to 9% over 2007 levels.

Our 2008 capital expenditures are currently budgeted at $425 million to $475 million, net of minor non-core dispositions and excluding any property acquisitions.

Replacement of Reserves

Historically we have added proved reserves through both our drilling and acquisition activities. We believe that this strategy will continue to add reserves for us over the long-term; however, external factors beyond our control, such as adverse weather conditions, commodity market factors, and governmental regulations, could limit our ability to drill wells and acquire proved properties in the future. We have included below a listing of the vintages of our proved undeveloped reserves in the table titled "Proved Undeveloped Reserves" and believe this table will provide an understanding of the time horizon required to convert proved undeveloped reserves to oil and natural gas production. Our reserves additions for each year are estimates. Reserves volumes can change over time and therefore cannot be absolutely known or verified until all volumes have been produced and a cumulative production total for a well or field can be calculated. Many factors will impact our ability to access these reserves, such as availability of capital, commodity prices, new and existing government regulations, adverse weather conditions, competition within our industry, the requirement of new or upgraded infrastructure at the production site, and technological advances.

Concentrated Focus on Regions with Operational Control

The concentration of our operations in three domestic regions allows us to leverage our drilling unit and workforce synergies while minimizing the continued escalation of drilling and completion costs. Our average lease operating costs for continuing operations, excluding taxes, were $6.68, $5.29, and $4.87 per Boe in 2007, 2006, and 2005, respectively. Each of our three regions includes at least one anchor asset, previously termed a core area, and several diversity properties that are targeted for future growth. This concentration allows us to utilize the experience and knowledge we gain in these areas to continually improve our operations and guide us in developing our future activities and in operating similar type assets. The value of this concentration is enhanced by our operational control of 96% of our proved oil and natural gas reserves base as of December 31, 2007. Retaining operational control allows us to more effectively manage production, control operating costs, allocate capital, and time field development.

Develop Under-Exploited Properties

We are focused on applying advanced technologies and recovery methods to areas with known hydrocarbon resources to optimize our exploration and exploitation of such properties as illustrated in our three domestic regions. For instance, the Lake Washington field was discovered in the 1930s. We acquired our properties in this area for $30.5 million in 2001. Since that time, we have increased our average daily net production from less than 700 Boe to 15,900 Boe for the quarter ended December 31, 2007. We have also increased our proved reserves in the area from 7.7 million Boe to approximately 36.4 million Boe as of December 31, 2007. When we first acquired our interests in AWP Olmos, Brookeland, and Masters Creek, these areas also had significant additional development potential. In December 2004, we acquired our Bay de Chene and Cote Blanche Island fields, which hold mainly proved undeveloped reserves, and we began our initial development activities of these properties in 2006. In November 2005, we acquired our South Bearhead Creek field and then in October 2006, we acquired interests in five fields in South Louisiana which have significant development potential. In October 2007, we acquired interests in three South Texas properties in the Maverick Basin that total approximately 82,000 acres. These properties are located in the Sun TSH area in La Salle County, the Briscoe Ranch area primarily in Dimmitt County, and the Las Tiendas area in Webb County. We intend to continue acquiring large acreage positions where we can grow production by applying advanced technologies and recovery methods using our experience and knowledge developed in our three domestic regions.

Maintain Financial Flexibility and Disciplined Capital Structure

We practice a disciplined approach to financial management and have historically maintained a disciplined capital structure to provide us with the ability to execute our business plan. As of December 31, 2007, our debt to capitalization was approximately 41%, while our debt to domestic proved reserves ratio was $4.39 per Boe, and our debt to domestic PV-10 ratio was 15%. We plan to maintain a capital structure that provides financial flexibility through the prudent use of capital, aligning our capital expenditures to our cash flows, and maintaining a strategic hedging program. The combination of hedging with collars, floors, and forward sales will provide for a more stable cash flow for the periods covered as described in the "Commodity Risk" section of this report.

Experienced Technical Team and Technology Utilization

We employ 61 oil and gas professionals, including geophysicists, petrophysicists, geologists, petroleum engineers, and production and reservoir engineers, who have an average of approximately 24 years of experience in their technical fields and have been employed by us for an average of over five years. In addition, we engage experienced and qualified consultants to perform various comprehensive seismic acquisitions, processing, reprocessing, interpretation, and other related services. We continually apply our extensive in-house experience and current technologies to benefit our drilling and production operations.

We increasingly use seismic technology to enhance the results of our drilling and production efforts, including two- and three-dimensional seismic acquisition, pre-stack image enhancement reprocessing, amplitude versus offset datasets, coherency cubes, and detailed field reservoir depletion planning. In 2004, we completed our 3-D seismic survey covering our Lake Washington area. In 2007 we utilized this seismic data to drill all of our exploratory and development wells. In 2005, we began a seismic program that encompasses 77 square miles in our Cote Blanche Island area, which was completed in 2006, and have used this data to drill new wells in that area. We now have seismic data covering over 4,000 square miles in South Louisiana that has been merged into two data sets, inclusive of data covering five fields we acquired in 2006 that will form the base dataset for our regional exploration and development program. This data will be analyzed over the next several years, feeding our acquisition and organic growth led strategies.

We use various recovery techniques, including gas lift, water flooding, pressure maintenance, and acid treatments to enhance crude oil and natural gas production. We also fracture reservoir rock through the injection of high-pressure fluid, install gravel packs, and insert coiled-tubing velocity strings to enhance and maintain production. We believe that the application of fracturing and coiled-tubing technology has resulted in significant increases in production and decreases in completion and operating costs, particularly in our AWP Olmos area.

We also employ measurement-while-drilling techniques extensively in our South Louisiana region, which allows us to guide the drill bit during the drilling process. This technology allows the well bore path to be steered parallel to the salt face and to intersect multiple targeted sands in a single well bore.

Item 2. Properties

Domestic Operating Areas (Continuing Operations)

The following table sets forth information regarding our 2007 year-end proved reserves from continuing operations of 133.8 MMBoe and production of 10.6 MMBoe by area:

 Area
Developed (MMBoe)
 
Undeveloped (MMBoe)
 
Total (MMBoe)
 
% of Domestic Reserves
 
% of Domestic Production
 
% Oil and NGLs
Lake Washington
18.5
 
17.9
 
36.4
 
27.2%
 
62.0%
 
92.1%
Bay de Chene
  2.3
 
  2.4
 
  4.7
 
  3.5%
 
  5.7%
 
39.9%
Other South Louisiana
  7.3
 
25.2
 
32.5
 
24.3%
 
  9.1%
 
40.1%
Total South Louisiana
28.1
 
45.5
 
73.6
 
55.0%
 
76.8%
 
65.8%
                       
AWP
16.3
 
  6.1
 
22.4
 
16.8%
 
10.7%
 
29.1%
Cotulla
  9.5
 
  6.9
 
16.4
 
12.2%
 
  2.8%
 
51.5%
Other South Texas
  0.3
 
  0.1
 
  0.4
 
  0.3%
 
  0.8%
 
  5.8%
Total South Texas
26.1
 
13.1
 
39.2
 
29.3%
 
14.3%
 
38.2%
                       
Austin Chalk
4.7
 
  7.9
 
12.6
 
  9.4%
 
  4.9%
 
        64.3%
South Bearhead Creek
4.1
 
  2.7
 
  6.8
 
  5.1%
 
  3.3%
 
        67.5%
Total Toledo Bend
8.8
 
10.6
 
19.4
 
14.5%
 
8.2%
 
       65.4%
                       
Total
63.0
 
69.2
 
132.2
 
98.8%
 
99.2%
 
57.6
                       
Total Louisiana
34.6
 
53.5
 
  88.1
 
65.9%
 
82.1%
 
66.2%
Total Texas
28.4
 
15.7
 
  44.1
 
32.9%
 
17.1%
 
40.2%

 

          Domestic Regional Focus Areas

Our domestic regions consist of three main regions located in South Louisiana, South Texas and Toledo Bend, which straddles the Texas and Louisiana border. South Texas is the oldest of our core regions, with our operations being established in the AWP Olmos area in 1989 and the acquisition of the Sun TSH, Briscoe Ranch, and Las Tiendas fields during 2007, which comprise our Cotulla area. In mid-1998, we acquired the Masters Creek and Brookeland areas in the Toledo Bend region, with South Bearhead Creek being our most recent acquisition in this region during late 2005. In South Louisiana, we established our operations when we acquired majority interests in producing properties in the Lake Washington field in early 2001, adding Bay de Chene and Cote Blanche Island in December 2004, and adding five fields in 2006: Bayou Sale, Bayou Penchant, High Island, Horseshoe Bayou, and Jeanerette.

South Louisiana

Lake Washington Area. As of December 31, 2007, we owned drilling and production rights in 32,075 net acres in the Lake Washington area located in Plaquemines Parish in South Louisiana. Approximately 92% of our proved reserves of 36.4 MMBoe in this area at December 31, 2007, were oil and NGLs. To date, we have primarily produced from multiple Miocene sands ranging in depth from greater than 2,000 feet to 13,000 feet. The field is located on a salt dome and has produced over 300 million Boe since its discovery in the 1930s. The area around the dome is heavily faulted, thereby creating a large number of potential traps. Oil and natural gas from approximately 141 producing wells and 35 shut-in wells is gathered to three platforms located in water depths from two to 12 feet, with drilling and workover operations performed with rigs on barges.

In 2007, we drilled 22 development wells, of which 18 wells were completed. At year-end 2007, we had 113 proved undeveloped locations in this field. Our planned 2008 capital expenditures in this area will focus on drilling from 23 to 27 wells, along with the construction of a facility on the west side of the field, which is expected to be commissioned in the first half of 2008, to further improve the deliverability and efficiency in this area.

Bay de Chene Area. Bay de Chene is located in Jefferson Parish and Lafourche Parish in South Louisiana in close proximity to Lake Washington. As of December 31, 2007, we owned drilling and production rights in 18,546 net acres in Bay de Chene, and successfully drilled two development wells in this field. At year-end 2007, we had seven proved undeveloped locations in the Bay de Chene field. During 2008, we plan to drill up to five wells in Bay de Chene. Production in the Bay de Chene area is currently constrained by the market capacity, and alternative outlets are being pursued by the Company.

Other South Louisiana Areas. Cote Blanche Island is in St. Mary Parish which is in South Louisiana. This field holds predominately undeveloped reserves. As of December 31, 2007, we owned drilling and production rights in 15,498 net acres in the Cote Blanche Island field, along with options covering another 8,817 acres. At year-end 2007, we had 25 proved undeveloped locations in the Cote Blanche Island field. During 2008, we plan to drill up to two wells in this area along with processing the 3-D seismic data covering this area that was shot in 2006. In October 2006, we acquired interests in five fields located in five primarily onshore South Louisiana fields: Bayou Sale, Horseshoe Bayou and Jeanerette fields (all located in St. Mary Parish), High Island Field in Cameron Parish and Bayou Penchant Field in Terrebonne Parish. Bayou Sale and Horseshoe Bayou fields are adjacent to each other and located 13 miles southeast of our Cote Blanche Island field. Production in these fields is from formations at depths ranging from 10,000 to 14,000 feet. The Bayou Penchant field was discovered in the 1930s and produces from a number of Middle Miocene sands at depths of 7,000 to 10,000 feet. Bayou Penchant is located approximately 44 miles southeast of Cote Blanche Island and is a non-operated field with Swift holding an average 50% working interest. The High Island field is located 65 miles west of Cote Blanche Island and was discovered in 1983. The Jeanerette field is positioned on the flank of a large salt dome and approximately 12 miles north of Cote Blanche Island. Jeanerette Field produces from the Planulina sands in the 10,000 feet to 15,000 feet depth range. We plan to initiate an exploration and development program in 2008 to drill proved undeveloped and probable locations, recomplete several wells, enhance facilities and improve per unit operating costs in these five fields. During 2008, we plan to drill up to five wells in these areas.

In 2007, we successfully drilled one well in the Bayou Sale field.

South Texas

AWP Olmos Area. As of December 31, 2007, we owned drilling and production rights in 29,107 net acres in the AWP Olmos Area in South Texas. We have extensive experience with low-permeability, tight-sand formations typical of this area, having acquired our first acreage there in 1988. These reserves are approximately 71% natural gas. At year-end 2007, we owned interests in and operated 536 wells in this area producing oil and natural gas from the Olmos sand formation at depths of approximately 9,000 to 11,500 feet. We own nearly 100% of the working interests in all these operated wells.

In 2007, we completed 21 development wells in this area and performed 16 fracture enhancements. At year-end 2007, we had 98 proved undeveloped locations. Our planned 2008 capital expenditures will focus on drilling 10 to 15 wells in this area.

Cotulla Area. In October 2007, we acquired interests in three South Texas properties in the Maverick Basin. These properties are located in the Sun TSH area in La Salle County, the Briscoe Ranch area primarily in Dimmitt County, and the Las Tiendas area in Webb County.

As of December 31, 2007, we owned drilling and production rights in 81,986 net acres in the Cotulla area, owned interests in and operated 205 wells, and had 89 proved undeveloped locations. In 2007, we drilled seven development wells in this area, of which six were completed. Our planned 2008 capital expenditures will focus on drilling 30 to 36 wells in this area.

Toledo Bend

Brookeland Area. As of December 31, 2007, we owned drilling and production rights in 79,308 net acres and 3,500 fee mineral acres in the Brookeland area. This area is located in East Texas near the border of Louisiana in Jasper and Newton counties. We primarily drill horizontal wells and produce from the Austin Chalk formation in this area. The reserves are approximately 57% oil and natural gas liquids. At year-end 2007, we had ten proved undeveloped locations.

Masters Creek Area. As of December 31, 2007, we owned drilling and production rights in 40,509 net acres and 91,534 fee mineral acres in the Masters Creek area. This area is located in Central Louisiana near the Texas-Louisiana border in the two parishes of Vernon and Rapides. It contains horizontal wells producing both oil and natural gas from the Austin Chalk formation. The reserves are approximately 69% oil and NGLs. At year-end 2007, we had nine proved undeveloped locations. We plan on drilling one to two wells in the Austin chalk area in 2008.

South Bearhead Creek Area. In November and December 2005, and then in December 2006, we acquired interests in the South Bearhead Creek field, which is located in the Toledo Bend region approximately 50 miles south of our Masters Creek field and 30 miles north of Lake Charles, Louisiana. Oil and natural gas are produced in this area predominantly from the upper and lower Wilcox sands at depths ranging from approximately 10,600 to 14,100 feet. The field also has production in the Cockfield sands at approximately 8,000 to 8,500 feet. South Bearhead Creek field was discovered in 1958 by a major oil company. It is a large east-west trending anticlinal closure and has had cumulative production of over 4 million Boe.

In 2007, we drilled 11 development wells in the area, all of which were successful. As of December 31, 2007, we owned drilling and production rights in 7,176 net acres in the South Bearhead Creek area. At year-end 2007, we had 18 proved undeveloped locations in this field. Our 2008 plans for this area include drilling up to four wells.

Domestic Dispositions. In April 2006, we sold our minority interest in the natural gas processing plant and related infrastructure that serves the Brookeland and the Masters Creek areas within our Toledo Bend region. In December 2006, we sold our interest in wells in the Garcia Ranch area within the South Texas region.

New Zealand Areas (Discontinued Operations)

In December 2007, Swift agreed to sell substantially all of our New Zealand assets for approximately $87.8 million. Accordingly, the New Zealand operations have been classified as discontinued operations in the consolidated statements of income and cash flows and the assets and associated liabilities have been classified as held for sale in the consolidated balance sheets. We began a strategic review of our New Zealand assets in the second quarter of 2007 which culminated in the agreement to sell the majority of these assets in the fourth quarter of 2007, with an expected closing towards the end of the first quarter of 2008. The remaining assets are expected to be sold in the later part of 2008. Proceeds from the New Zealand assets sale will most likely be used to pay down a portion of our credit facility.

Oil and Natural Gas Reserves

The following tables present information regarding proved reserves of oil and natural gas attributable to our interests in producing properties both domestically and in New Zealand as of December 31, 2007, 2006, and 2005. The information set forth in the tables regarding reserves is based on proved reserves reports prepared by us. H.J. Gruy and Associates, Inc., Houston, Texas, independent petroleum engineers, has audited 100% of our domestic proved reserves in each of the last three years and 100% of our New Zealand proved reserves for 2006 and 2005. The audit by H.J. Gruy and Associates, Inc. was conducted according to the Standards Pertaining to the Estimating and Auditing of Oil and Gas Reserve Information approved by the Board of Directors of the Society of Petroleum Engineers, Inc. Based on its investigations, it is the judgment of H.J. Gruy and Associates, Inc. that Swift used appropriate engineering, geologic, and evaluation principles and methods that are consistent with practices generally accepted in the petroleum industry. Reserves estimates are based on extrapolation of established performance trends, material balance calculations, volumetric calculations, analogy with the performance of comparable wells, or a combination of these methods. The classification and definitions of all proved reserves estimates are in accordance with Rule 4-10 of Regulation S-X and the auditing process as described in the Society of Petroleum Engineers document Standards Pertaining to the Estimating and Auditing of Oil and Gas Reserves Information.

A reserves audit and a financial audit are separate activities with unique and different processes and results. These two activities should not be confused. As currently defined by the Society of Petroleum Engineers, a reserves audit should be of sufficient rigor to determine the appropriate reserve classification for all reserves in the property set evaluated and to clearly state the reserves classification system being utilized. A financial audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. A financial audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation.

Estimates of future net revenues from our proved reserves and their PV-10 Value are made using oil and natural gas sales prices in effect as of the dates of such estimates excluding the effects of hedging and are held constant, for that year’s reserves calculation, throughout the life of the properties, except where such guidelines permit alternate treatment, including, in the case of natural gas contracts, the use of fixed and determinable contractual price escalations. We have interests in certain tracts that are estimated to have additional hydrocarbon reserves that cannot be classified as proved and are not reflected in the following tables. Our hedges at year-end 2007 consisted of oil and natural gas price floors with strike prices lower than the period-end price and did not affect prices used in these calculations. The weighted averages of such year-end 2007 prices domestically were $6.65 per Mcf of natural gas, $93.24 per barrel of oil, and $56.28 per barrel of NGL, compared to $5.84, $60.07, and $31.54 at year-end 2006 and $10.36, $60.00, and $33.28 at year-end 2005, respectively. The weighted averages of such year-end 2007 prices for New Zealand were $3.08 per Mcf of natural gas, $93.20 per barrel of oil, and $36.98 per barrel of NGL, compared to $3.59, $63.51, and $26.84 in 2006 and $3.79, $60.98, and $19.20 in 2005, respectively. The weighted averages of such year-end 2007 prices for all our reserves, both domestically and in New Zealand, were $6.19 per Mcf of natural gas, $93.24 per barrel of oil, and $54.63 per barrel of NGL, compared to $5.46, $60.41, and $30.93 in 2006 and $8.94, $60.12, and $31.40 in 2005, respectively.

The following tables set forth estimates of future net revenues presented on the basis of unescalated prices and costs in accordance with criteria prescribed by the SEC and their PV-10 Value as of December 31, 2007, 2006, and 2005. Operating costs, development costs, asset retirement obligation costs, and certain production-related taxes were deducted in arriving at the estimated future net revenues. No provision was made for income taxes. The estimates of future net revenues and their present value differ in this respect from the standardized measure of discounted future net cash flows set forth in supplemental information to our consolidated financial statements, which is calculated after provision for future income taxes. We combine NGL volumes with oil volumes solely for reserves volumes reporting purposes. We apply oil prices to proved oil reserves volumes and apply NGL prices to proved NGL reserves volumes in determining both the PV-10 and standardized measure values. PV-10 is a non-GAAP measure; see the reconciliation of this non-GAAP measure to the closest GAAP measure, the standardized measure, in the section below this table.

 

   
As of December 31, 2007
 
   
Total
   
Domestic
   
Discontinued Operations
 
Estimated Proved Oil and Natural Gas Reserves
                 
Natural gas reserves (MMcf):
                 
Proved developed
    187,152       172,974       14,178  
Proved undeveloped
    206,862       170,824       36,038  
Total
    394,014       343,798       50,216  
Oil reserves (MBbl):
                       
Proved developed
    36,753       35,548       1,205  
Proved undeveloped
    47,702       40,934       6,768  
Total
    84,455       76,482       7,973  
                         
Total Estimated Reserves (MBoe)
    150,124       133,781       16,343  
                         
Estimated Discounted Present Value of Proved Reserves (In millions)
                       
Proved developed
  $ 2,071     $ 1,999     $ 73  
Proved undeveloped
    1,823       1,790       32  
PV-10 Value
  $ 3,894     $ 3,789     $ 105  

 

   
As of December 31, 2006
 
   
Total
   
Domestic
   
Discontinued Operations
 
Estimated Proved Oil and Natural Gas Reserves
                 
Natural gas reserves (MMcf):
                 
Proved developed
    151,276       133,815       17,462  
Proved undeveloped
    172,855       135,846       37,009  
Total
    324,131       269,661       54,471