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Previous: CORIXA CORP, S-3, 1999-08-09 |
Next: CPC OF AMERICA INC, 10QSB, 1999-08-09 |
CONFORMED COPY
QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[X] Quarterly Report Pursuant to Section 13 or 15(d) of
the Securities and Exchange Act of 1934
For the period ended June 30, 1999
or
[ ] Transition Report Pursuant to Section 13 of 15(d) of
the Securities and Exchange Act of 1934
For the transition period from to
Commission file number 033-63635-08
I.R.S. Employer Identification Number 55-0751154
PDC 1997-D LIMITED PARTNERSHIP
(A West Virginia Limited Partnership)
103 East Main Street
Bridgeport, WV 26330
Telephone: (304) 842-6256
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes XX No
PDC 1997-D LIMITED PARTNERSHIP
(A West Virginia Limited Partnership)
INDEX
PART I - FINANCIAL INFORMATION Page No.
Item 1. Financial Statements
Balance Sheets - June 30, 1999 and December 31, 1998 1
Statements of Operations -
Three and Six Months Ended June 30, 1999 and 1998 2
Statement of Partners' Equity -
Six Months Ended June 30, 1999 and 1998 3
Statements of Cash Flows-
Six Months Ended June 30, 1999 4
Notes to Financial Statements 5
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 6
PART II OTHER INFORMATION
Item 1. Legal Proceedings 8
Item 6. Exhibits and Reports on Form 8-K 8
PDC 1997-D LIMITED PARTNERSHIP
(A West Virginia Limited Partnership)
Balance Sheets
June 30, 1999 and December 31, 1998
Assets
1999 1998
(Unaudited)
Current assets:
Cash $ 401 $ 1,900
Accounts receivable - oil and gas revenues 185,239 214,089
Total current assets 185,640 215,989
Oil and gas properties, successful
efforts method 11,045,989 11,045,989
Less accumulated depreciation, depletion,
and amortization 1,126,511 749,223
9,919,478 10,296,766
$10,105,118 $10,512,755
Current Liabilities and Partners' Equity
Current liabilities:
Accrued expenses $ 26,450 $ 30,452
Total current liabilities 26,450 30,452
Partners' Equity 10,078,668 10,482,303
$10,105,118 $10,512,755
See accompanying notes to financial statements.
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PDC 1997-D LIMITED PARTNERSHIP
(A West Virginia Limited Partnership)
Statements of Operations
Three months and Six Months ended June 30, 1999 and 1998
(Unaudited)
Three Months Ended Six Months Ended
June 30, June 30,
1999 1998 1999 1998
Revenues:
Sales of oil and gas $ 323,542 $181,408 $ 692,740 $189,760
Interest 1,397 - 2,646 -
324,939 181,408 695,386 189,760
Expenses:
Lifting cost 172,530 42,025 385,699 44,693
Direct administrative cost 97 10 142 10
Depreciation, depletion,
and amortization 208,680 179,396 377,288 185,806
381,307 221,431 763,129 230,509
Net loss $ (56,368) $(40,023) $ (67,743) $(40,749)
Net loss per limited and additional
general partner unit $ (49) $ (34) $ (59) $ (35)
See accompanying notes to financial statements.
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PDC 1997-D LIMITED PARTNERSHIP
(A West Virginia Limited Partnership)
Statement of Partners' Equity
Six months ended June 30, 1999
(Unaudited)
Limited and
additional Managing
general partners general partner Total
Balance, December 31, 1998 $8,385,841 2,096,462 10,482,303
Net loss (54,193) (13,550) (67,743)
Distributions to partners (268,715) (67,177) (335,892)
Balance, June 30, 1999 $8,062,933 $2,015,735 $10,078,668
See accompanying notes to financial statements.
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PDC 1997-D LIMITED PARTNERSHIP
(A West Virginia Limited Partnership)
Statements of Cash Flows
Six months ended June 30, 1999 and 1998
(Unaudited)
1999 1998
Cash flows from operating activities:
Net loss $(67,743) $ (40,749)
Adjustments to reconcile
net loss to net cash provided from
(used by) operating activities:
Depreciation, depletion,
and amortization 377,288 185,806
Changes in operating assets
and liabilities:
Decrease (increase) in accounts
receivable - oil and gas revenues 28,850 (145,067)
Decrease in accrued expenses (4,002) (18,886)
Net cash provided from (used by)
operating activities 334,393 (18,896)
Cash flows from financing activities:
Distributions to Partners (335,892) -
Net cash used by
financing activities (335,892) -
Net change in cash (1,499) (18,896)
Cash at beginning of period 1,900 20,000
Cash at end of period $ 401 $ 1,104
See accompanying notes to financial statements.
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PDC 1997-D LIMITED PARTNERSHIP
(A West Virginia Limited Partnership)
Notes to Financial Statements
(Unaudited)
1. Accounting Policies
Reference is hereby made to the Partnership's Annual Report on Form 10-K for 1998, which contains a summary of significant accounting policies followed by the Partnership in the preparation of its financial statements. These policies were also followed in preparing the quarterly report included herein.
2. Basis of Presentation
The Management of the Partnership believes that all adjustments (consisting of only normal recurring accruals) necessary to a fair statement of the results of such periods have been made. The results of operations for the six months ended June 30, 1999 are not necessarily indicative of the results to be expected for the full year.
3. Oil and Gas Properties
The Partnership follows the successful efforts method of accounting for the cost of exploring for and developing oil and gas reserves. Under this method, costs of development wells, including equipment and intangible drilling costs related to both producing wells and developmental dry holes, and successful exploratory wells are capitalized and amortized on an annual basis to operations by the units-of-production method using estimated proved developed reserves determined at year end by an independent petroleum engineer. If a determination is made that an exploratory well has not discovered economically producible reserves, then its costs are expensed as dry hole costs.
-5-
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations
Liquidity and Capital Resources
The Partnership was funded with initial Limited and Additional General Partner contributions of $18,519,579 and the Managing General Partner contributed $4,028,009 in accordance with the Agreement. Syndication and management fee costs of $2,407,545 were incurred leaving available capital of $20,140,043 for Partnership activities.
The Partnership began exploration and development activities subsequent to the funding of the Partnership and completed well drilling activities by March 31, 1998. One hundred and one wells have been drilled, of which ninety-four have been completed as producing wells.
Operations will be conducted with available funds and revenues generated from oil and gas activities. No bank borrowings are anticipated.
The Partnership had net working capital at June 30, 1999 of $159,190.
The Partnership's revenues from oil and gas will be affected by changes in prices. As a result of changes in federal regulations, gas prices are highly dependent on the balance between supply and demand. The Partnership's gas sales prices are subject to increase and decrease based on various market sensitive indices.
Results of Operations
Three Months Ended June 30, 1999 Compared with 1998
Revenue and expenses during the second quarter of 1999 include natural gas sales and related expenses for all of the Partnership's wells. During the same period in 1998 all of the wells were not yet turned into line and producing for the entire quarter. While the Partnership experienced a net loss of $56,318, depreciation, depletion and amortization is non-cash expense and therefore the Partnership distributed $104,249 to the partners during the second quarter of 1999.
Six Months Ended June 30, 1999 Compared with 1998
Revenue and expenses during the first six months of 1999 include natural gas sales and related expenses for all of the Partnership's wells. During the same period in 1998 all of the wells were not tunred into line and producing for the entire period. While the Partnership experienced a net loss of $67,743, depreciation, depletion, and amortization is non-cash expense and therefore the Partnership distributed $335,892 to the partners during the first six months of 1999.
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Year 2000 Issue
State of Readiness
The Year 2000 Issue is the risk that computer programs using two-digit data fields will fail to properly recognize the year 2000, with the result being business interruption due to computer system failures by PDC's software or hardware or that of government entities, service providers and vendors. PDC, who administers all aspects of the Partnership, has assessed the extent of the Year 2000 Issues affecting PDC and the Partnership. PDC believes that the new computer system including operating software installed during 1998 along with modifications made by PDC's computer technicians have addressed the dating system flaw inherent in most operating systems. PDC has completed a remediation plan and believes it is currently fully Year 2000 compliant.
PDC has initiated formal communications with its significant suppliers and service providers to determine the extent to which PDC may be vulnerable to their failure to correct their own Year 2000 issues. It is expected that full identification will be completed by September 30, 1999. To the extent that responses to Year 2000 readiness are unsatisfactory, PDC intends to take appropriate action, including identifying alternative suppliers and service providers who have demonstrated Year 2000 readiness.
Cost of Readiness
PDC does not currently expect to charge the Partnership for any portion of PDC's cost to become Year 2000 compliant.
Risks of Year 2000 Issues
PDC presently believes the Year 2000 Issue will not present a materially adverse risk to PDC's or the Partnership's future results of operations, liquidity, and capital resources. However, if the level of the timely compliance by key suppliers or service providers is not sufficient, the Year 2000 Issue could have a material impact on PDC's or the Partnership's operations including, but not limited to, increased operating costs, loss of customers or suppliers, loss of accounting functions, including well revenue distributions, or other significant disruptions to PDC's or the Partnership's business.
Contingency Plan
PDC has a contingency plan, and will implement it on any system that remains non-compliant at December 31, 1999, if any.
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CONFORMED COPY
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
None.
Item 6. Exhibits and Reports on Form 8-K
(a) None.
(b) No reports on Form 8-K have been filed during the quarter ended
June 30, 1999.
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 thereunto duly authorized.
PDC 1997-D Limited Partnership
(Registrant)
By its Managing General Partner
Petroleum Development Corporation
Date: August 9, 1999 /s/ Steven R. Williams
Steven R. Williams
President
Date: August 9, 1999 /s/ Dale G. Rettinger
Dale G. Rettinger
Executive Vice President
and Treasurer
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