<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON D.C. 20549
FORM 10Q
QUARTERLY REPORT PURSUANT OF SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the Quarter Ended - December 31, 1995
0-9295
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Commission File Number
WINCO PETROLEUM CORPORATION
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(Exact name of registrant as specified in its charter)
COLORADO 84-0794604
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(State of other jurisdiction of (I.R.S. Employer Identification number)
incorporation of organization
1645 COURT PLACE, SUITE 312
DENVER, COLORADO 80202
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(Address of principal executive offices) (Zip Code)
(303) 623-9095
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(Registrant's telephone number, including area code)
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(Former name, former address, former fiscal year if change since last report)
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 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.
X Yes No
----- -----
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the close of the period covered by this report.
Class: Common Stock, No par value
Outstanding as of December 31, 1995: 23,000,000
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WINCO PETROLEUM CORPORATION
CONDENSED BALANCE SHEET
<TABLE>
<CAPTION>
DECEMBER 31, 1995 SEPTEMBER 30, 1995
(UNAUDITED) (AUDITED)
----------------- ------------------
<S> <C> <C>
ASSETS
CURRENT ASSETS:
Cash and short-term cash investments $ 148,992 $ 155,911
Notes and accounts receivable 33,108 39,057
Prepaid expenses and other 5,817 6,559
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TOTAL CURRENT ASSETS $ 187,917 $ 201,527
INVESTMENTS IN OIL AND GAS PROPERTIES
AT COST, NET (Using the full cost method
of accounting) 117,639 118,793
WELL EQUIPMENT INVENTORY AT LOWER
OF COST OR MARKET 59,993 59,993
FURNITURE, FIXTURES AND VEHICLES
AT COST, Net of allowances for depreciation 1,840 2,131
OTHER ASSETS 9,000 11,500
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$ 376,389 $ 393,944
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LIABILITIES AND STOCKHOLDERS' INVESTMENT
CURRENT LIABILITIES:
Accounts payable to stockholders and directors $ 257 $ 482
Accounts payable and accrued liabilities 17,823 25,876
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TOTAL CURRENT LIABILITIES $ 18,080 $ 26,358
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STOCKHOLDERS' INVESTMENT
Common stock, no par value; 50,000,000 shares
authorized; 23,000,000 shares issued and
outstanding 173,000 173,000
Additional paid in capital 1,249,320 1,249,320
Accumulated deficit (1,064,011) (1,054,734)
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TOTAL STOCKHOLDERS' EQUITY $ 358,309 $ 367,586
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$ 376,389 $ 393,944
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</TABLE>
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<PAGE>
WINCO PETROLEUM CORPORATION
CONDENSED STATEMENT OF EARNINGS
(UNAUDITED)
<TABLE>
<CAPTION>
THREE MONTHS ENDED DECEMBER 31,
1995 1994
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<S> <C> <C>
REVENUES:
Oil and gas sales $ 26,483 $ 25,787
Interest income 1,214 1,159
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$ 27,697 $ 26,946
EXPENSES:
Lease operating expenses 20,664 22,915
General and administrative 12,979 16,291
Depreciation, depletion and amortization 3,330 895
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$ 36,973 $ 40,101
Loss before income tax (9,276) (13,155)
Income tax expense (benefits) $ -- $ --
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NET LOSS: $ (9,276) $ (13,155)
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NET LOSS PER COMMON SHARE:
Primary and fully diluted $ -- $ --
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WEIGHTED AVERAGE SHARES OUTSTANDING: 23,000,000 23,000,000
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</TABLE>
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<PAGE>
WINCO PETROLEUM CORPORATION
STATEMENT OF CASH FLOW
<TABLE>
<CAPTION>
THREE MONTHS ENDED DECEMBER 31,
1995 1994
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<S> <C> <C>
Cash flows from operating activities
Net loss $ (9,276) $ (13,155)
Adjustment to reconcile net loss to net cash used
in operating activities:
Depreciation, depletion and amortization 3,550 1,136
Changes in current assets and current
liabilities:
Accounts receivable 5,949 (7,077)
Prepaid and other expenses 742 894
Accounts payable (8,278) 3,758
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Net cash used in operating activities (7,313) (14,444)
Cash flows from investing activities:
Investment in oil and gas properties 394 1,399
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NET INCREASE (DECREASE) IN
CASH AND CASH EQUIVALENTS (6,919) (13,045)
Cash and cash equivalents at beginning of the period 155,911 204,041
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Cash and cash equivalents at end of the period $ 148,992 $ 190,996
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</TABLE>
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<PAGE>
WINCO PETROLEUM CORPORATION
NOTES TO CONDENSED FINANCIAL STATEMENTS
(UNAUDITED)
CONDENSED FINANCIAL STATEMENTS
1. The accompanying, unaudited, condensed financial statements have been
prepared in accordance with Rule 10-01 of Regulation S-X and do not include all
principles for completed financial statements.
In the opinion of Winco Petroleum Corporation the accompanying unaudited,
condensed financial statements contain all adjustments (consisting of normal
adjustments) necessary to present fairly the financial position as of December
31, 1995 and the results of operations and changes in financial position for the
three months then ended. Operating results for the three months ended December
31, 1995 are not necessarily indicative of the results that may be expected for
the fiscal year ending September 30, 1996. These statements should be read in
conjunction with the financial statements and notes thereto included in Form
10-K for the fiscal year ended September 30, 1995.
INVESTMENTS IN OIL AND GAS PROPERTIES
2. Depreciation and depletion of the full cost pool is computed using a unit-
of-production method based on proved reserves as determined annually by the
Company and independent engineers. A provision of $3,330 was made for the three
months ended December 31, 1995. Reserve for depreciation and depletion was
$968,376 and $965,046 on December 31, 1995 and September 30, 1995 respectively.
EARNINGS PER SHARE
3. Earnings per common share were computed by dividing net income by the
weighted average number of shares of common stock outstanding during the three
month period ended December 31, 1995 and 1994. The weighted average shares
outstanding for the period ending December 31, 1995 and 1994 was 23,000,000
shares.
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<PAGE>
WINCO PETROLEUM CORPORATION
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
LIQUIDITY AND CAPITAL RESOURCES
During the three months ended December 31, 1995 the Company's working
capital decreased $5,332. Working capital decreased due to decrease in oil
sales. The Company's working capital at December 31, 1995 was $169,837.
The Company intends to utilize funds to purchase producing properties. The
Company also intends to participate in oil and gas development programs through
sharing arrangements with industry participants. The Company will consider
those arrangements which are financially feasible under current conditions.
RESULTS OF OPERATIONS FOR THE THREE MONTHS ENDED DECEMBER 31, 1995
During the three months ended December 31, 1995 oil and gas sales decreased
approximately $18,750 from the comparable period in 1994 due to oil on hand at
end of period, holding for increase in price.
Interest income increased from the comparable period in 1994 due to low
interest rates, and less cash available for investment.
Due to net operating loss carry forward and the tax credits available for
financial reporting and tax reporting purposes, the Company does not expect any
significant income tax effects in the current year.
General and administrative expense was decreased from the comparable
quarter in 1994.
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<PAGE>
WINCO PETROLEUM CORPORATION
PART II
ITEM 6: EXHIBITS AND REPORTS ON FORM 8-K.
None.
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<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
WINCO PETROLEUM CORPORATION
--------------------------------------------
L. W. Winkler, Jr.
President
Dated: --------------------------
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<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> SEP-30-1995
<PERIOD-START> JAN-01-1996
<PERIOD-END> DEC-31-1995
<CASH> 149
<SECURITIES> 0
<RECEIVABLES> 33
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 188
<PP&E> 60
<DEPRECIATION> 0
<TOTAL-ASSETS> 376
<CURRENT-LIABILITIES> 18
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 376
<SALES> 26
<TOTAL-REVENUES> 28
<CGS> 21
<TOTAL-COSTS> 36
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (9)
<INCOME-TAX> 0
<INCOME-CONTINUING> (9)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (9)
<EPS-PRIMARY> (0)
<EPS-DILUTED> (0)
</TABLE>
