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U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
Current Report Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report October 25, 2004
(Date of earliest event reported)
TGC Industries, Inc.
(Exact name of registrant as specified in its charter)
Texas 0-14908 74-2095844
(State or other (Commission (I.R.S. Employer
jurisdiction File Number) Identification No.)
of incorporation)
1304 Summit, Suite 2
Plano, Texas 75074
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (972) 881-1099
Item 7.01 Regulation FD Disclosure.
On October 25, 2004, TGC Industries, Inc. ("TGC" or the "Company")
issued a press release reporting its results for the fiscal quarter
ended September 30, 2004. The full text of the press release is set
forth in Exhibit 99.1 hereto.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits.
99.1 Press Release dated October 25, 2004, reporting its
results for the fiscal quarter ended September 30, 2004.
Signatures
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.
TGC INDUSTRIES, INC.
Dated: October 27, 2004 By: /s/ KENNETH W. USELTON
Kenneth W. Uselton,
Secretary, Treasurer, and CFO
(Principal Financial and
Accounting Officer)
EXHIBIT 99.1
_____________
PRESS RELEASE
BARRY KAPLAN ASSOCIATES For Immediate Release:
======================================================================
623 River Road, Fair Haven, New Jersey 07704 (732) 747-0702
FAX (732) 758-1837
Email: smallkap@aol.com
Investor Contact: Andrew J. Kaplan
Company Contact: Wayne Whitener
President & CEO
Tel: (972) 881-1099
Email: wwhitener@tgcseismic.com
TGC Industries Reports 718% Increase in Third Quarter
2004 Profits on 227% Increase in Revenues
Plano, Texas -- Monday, October 25, 2004 -- TGC Industries, Inc. (Nasdaq
OTC BB: TGCI) announced today a 227% increase in revenues for the third
quarter of 2004.
The Company reported revenues of $6,872,740 for the third quarter ended
September 30, 2004, compared with revenues of $2,099,890 for the same
period of 2003. Net income for the third quarter of 2004 increased 718%
to $1,037,664 (before dividend requirements on preferred stock),
compared with net income of $126,776 for the same period of 2003 (before
dividend requirements on preferred stock). Diluted earnings per common
share for the third quarter of 2004 were $0.09 compared with diluted
earnings per common share of $0.01 for the same period of 2003.
For the nine months ended September 30, 2004, the Company reported a
123% increase in revenues to $14,626,809 compared with revenues of
$6,537,096 for the same period of 2003. Net income for the nine months
ended September 30, 2004 increased 677% to $2,347,428 (before dividend
requirements on preferred stock) compared with net income of $301,812
for the same period of 2003 (before dividend requirements on preferred
stock). Diluted earnings per common share (after the provision for
preferred stock dividends) for the nine months ended September 30, 2004
were $0.20 compared with diluted earnings per common share of $0.01 for
the same period of 2003.
At December 31, 2003, the Company had available, to offset future
taxable income, net operating loss carryforwards of approximately
$7,900,000, which loss carryforwards expire at various dates through
2023. Current year federal regular income taxes are being offset with
these loss carryforwards. However, in September 2004 the Company paid
approximately $11,500 of federal alternative minimum tax and $15,766 of
income taxes to various states. These taxes are reflected as current
tax expenses on the statements of income.
As previously reported in June 2004, the Company deployed its third
seismic crew in response to the increased level of activity in the
domestic oil and gas market. The Company operated with only one seismic
crew for 2003 and announced the addition of its second seismic crew in
January 2004.
Mr. Wayne Whitener, President and CEO of TGC Industries, Inc. stated:
"We are optimistic about our future because of the results for the first
nine months of 2004. Should this increased level of activity continue,
management believes the Company will be able to operate at a three-crew
level through 2005."
Mr. Wayne Whitener further stated: "As a result of the deployment of
our third seismic crew and to better meet the needs of our clients, on
October 18, 2004 the Company took delivery of a new ARAM ARIES recording
system. This new state-of-the-art system will enable a crew to record
data faster thereby increasing its productivity as well as freeing up
currently owned equipment for our other two crews."
This report contains forward-looking statements which reflect the view
of Company's management with respect to future events. Although
management believes that the expectations reflected in such forward-
looking statements are reasonable, it can give no assurance that
expectations will prove to have been correct. Important factors that
could cause actual results to differ materially from such expectations
are disclosed in the Company's Securities and Exchange Commission
filings, and include, but are not limited to the dependence upon energy
industry spending for seismic services, the unpredictable nature of
forecasting weather, the potential for contract delay or cancellation,
the potential for fluctuations in oil and gas prices, and the
availability of capital resources. The forward-looking statements
contained herein reflect the current views of the Company's management
and the Company assumes no obligation to update the forward-looking
statements or to update the reasons actual results could differ from
those contemplated by such forward-looking statements.
TGC, based in Plano, Texas, is a geophysical service company which
primarily provides 3-D seismic services to oil and gas companies. It
also maintains a geophysical gravity data bank.
TGC Industries, Inc.
Condensed Balance Sheets
September 30, September 30,
2004 2003
_______________________________________
(Unaudited) (Unaudited)
Cash and cash equivalents $2,252,565 $1,049,191
Receivables (net) 3,867,291 500,301
Pre-Paid expenses and other 438,582 109,941
___________________________________
Current assets 6,558,438 1,659,433
Other assets (net) 3,395 4,824
Property and equipment (net) 2,228,746 726,389
___________________________________
Total assets $8,790,579 $2,390,646
===================================
Current liabilities $4,285,840 $578,784
Long-term obligations 326,847 149,776
Stockholders' equity 4,177,892 1,662,086
___________________________________
Total liabilities & equity $8,790,579 $2,390,646
===================================
TGC Industries, Inc.
Statements of Income
Three Months Ended Nine Months Ended
September 30, September 30,
2004 2003 2004 2003
___________________________________________________
Unaudited Unaudited
Revenue $6,872,740 $2,099,890 $14,626,809 $6,537,096
Cost and expenses
Cost of services 5,490,245 1,725,389 11,349,273 5,532,444
Selling, general,
administrative 311,019 245,616 887,894 696,353
Interest expense 6,546 2,109 14,948 6,487
________________________________________________
5,807,810 1,973,114 12,252,115 6,235,284
INCOME FROM
OPERATIONS BEFORE
INCOME TAXES 1,064,930 126,776 2,374,694 301,812
Income tax expense current 27,266 --- 27,266 ---
________________________________________________
NET INCOME 1,037,664 126,776 2,347,428 301,812
Less dividend requirements
on preferred stock 78,815 76,703 238,246 225,291
________________________________________________
INCOME ALLOCABLE
TO COMMON
STOCKHOLDERS $958,849 $50,073 $2,109,182 $76,521
Earnings per common
share:
Basic $0.17 $0.01 $0.37 $0.01
Diluted $0.09 $0.01 $0.20 $0.01
Weighted average number
of common shares
outstanding:
Basic 5,736,370 5,515,064 5,719,500 5,515,064
Diluted 12,185,570 5,515,064 12,007,429 5,515,064
The statements of income reflect all adjustments which are, in the opinion
of management, necessary for a fair presentation of the interim periods.
The results of the interim periods are not necessarily indicative of
results to be expected for the entire year.
4891.00001/454818.1