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 - March 31, 1997
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
- ------------------------------- ---------------------------------------
(State of other jurisdiction of (I.R.S. Employer Identification number)
incorporation of organization
P.O. BOX 342
GARDEN CITY, KANSAS 67846
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(Address of principal executive offices) (Zip Code)
(316) 275-2963
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(Registrant's telephone number, including area code)
1645 COURT PLACE, SUITE 312, DENVER, CO 80202 (303) 623-9095
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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 March 31, 1997: 40,852,576
<PAGE>
WINCO PETROLEUM CORPORATION
CONDENSED BALANCE SHEET
SIX MONTHS
ENDED YEAR ENDED
MARCH 31, SEPTEMBER 30,
1997 1996
(Unaudited) (Audited)
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ASSETS
- ------
CURRENT ASSETS:
Cash and short-term cash
investments $ 136,585 $ 97,941
Notes and accounts receivable 74,562 82,170
Prepaid expenses and other 4,908 6,389
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TOTAL CURRENT ASSETS 216,055 186,500
INVESTMENTS IN OIL AND GAS PROPERTIES
AT COST, NET (Using the full cost method
of accounting) 227,691 248,340
WELL EQUIPMENT INVENTORY At Lower
of Cost or Market 31,947 53,476
FURNITURE, FIXTURES AND VEHICLES
At Cost, Net of Allowances for
Depreciation 657 1,000
OTHER ASSETS 1,000 1,000
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TOTAL ASSETS $ 477,350 $ 490,316
========== ==========
LIABILITIES AND STOCKHOLDERS' INVESTMENT
- ----------------------------------------
CURRENT LIABILITIES:
Accounts payable to stockholders
and directors $ 150 $ 150
Accounts payable and accrued
liabilities 17,839 37,856
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TOTAL CURRENT LIABILITIES 17,989 38,006
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STOCKHOLDERS' INVESTMENT
Common stock, no par value; 50,000,000
shares authorized; 40,852,576
shares issued and outstanding 307,000 307,000
Additional paid in capital 1,260,920 1,260,920
Accumulated deficit (1,108,559) (1,115,610)
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TOTAL STOCKHOLDERS' INVESTMENT 459,361 452,310
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TOTAL LIABILITIES AND
STOCKHOLDERS' INVESTMENT $ 477,350 $ 490,316
========== ==========
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<PAGE>
WINCO PETROLEUM CORPORATION
CONDENSED STATEMENT OF OPERATIONS
(UNAUDITED)
SIX MONTHS ENDED
MARCH 31, MARCH 31,
1997 1996
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REVENUES:
- ---------
Oil and gas sales $ 50,429 $ 20,541
Interest income 471 1,109
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50,900 21,650
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EXPENSES:
- ---------
Lease operating expenses 33,866 13,534
General and administrative 7,370 21,797
Depreciation, depletion and amortization 11,542 5,768
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52,778 41,099
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Income (Loss) before income tax (1,878) (19,449)
Income tax expense (benefits) -- --
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NET INCOME (LOSS): $ (1,878) $ (19,449)
========== ==========
NET INCOME (LOSS) PER
COMMON SHARE-
Primary and fully diluted $ -- $ --
========== ==========
WEIGHTED AVERAGE SHARES OUTSTANDING: 40,852,576 23,000,000
========== ==========
-3-
<PAGE>
WINCO PETROLEUM CORPORATION
STATEMENT OF CASH FLOW
SIX MONTHS ENDED
MARCH 31, MARCH 31,
1997 1996
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Cash flows from operating activities:
Net income (loss) $ 7,049 $ (28,725)
Adjustments to reconcile net loss to
net cash used in operating activities:
Depreciation, depletion and
amortization 23,083 9,098
Changes in current assets and
current liabilities:
Accounts Receivable (7,608) 13,813
Prepaid and Other Expenses (1,481) (1,479)
Accounts Payable 20,017 (6,976)
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Net cash provided by (used) in
operating activities 41,060 (14,269)
Cash flows from investing activities:
Investment in oil and gas properties (2,416) 1,675
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NET INCREASE (DECREASE) IN
CASH AND CASH EQUIVALENTS 38,644 (12,594)
Cash and Cash Equivalents at
beginning of the period 97,941 155,911
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Cash and Cash Equivalents at
end of the period $ 136,585 $ 143,317
========== ==========
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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 March 31, 1997 and the results of operations and
changes in financial position for the six months then ended. Operating
results for the six months ended March 31, 1997 are not necessarily
indicative of the results that may be expected for the fiscal year ending
September 30, 1997. 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, 1996.
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 $11,541 was made
for the six months ended March 31, 1997. Reserve for depreciation and
depletion was $1,007,551 and $984,811 on March 31, 1997 and September 30,
1996, 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
six month period ended March 31, 1997 and 1996. The weighted average
shares outstanding for the period ending March 31, 1997 and 1996 was
40,852,576 and 23,000,000 shares, respectively.
-5-
<PAGE>
WINCO PETROLEUM CORPORATION
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
LIQUIDITY AND CAPITAL RESOURCES
- -------------------------------
During the six months ended March 31, 1997 the Company's working
capital increased $8,691. Working capital increased as a result of
improved oil and gas sales due to the Company's acquisition of additional
interests in oil and gas properties and better prices for oil and gas. The
Company's working capital at March 31, 1997 was $198,066.
The Company intends to utilize funds to purchase producing properties.
The Company also may 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 SIX MONTHS ENDED MARCH 31, 1997
- ---------------------------------------------------------------
During the six months ended March 31, 1997 oil and gas sales increased
approximately $29,888 from the comparable period in 1996 due to additional
production from the interests in four (4) oil leases acquired by the
Company and improved oil and gas prices. There was a corresponding
increase in lease operating expenses of $20,332 between the same periods.
Interest income decreased from the comparable period in 1996 due to
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 decreased from the comparable
quarter in 1996, primarily as a result of costs associated with the annual
audit and SEC filing requirements, which will appear in the quarter ending
June 30, 1997 for the current year.
-6-
<PAGE>
WINCO PETROLEUM CORPORATION
PART II
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ITEM 1. LEGAL PROCEEDINGS
None
ITEM 2. CHANGES IN SECURITIES
None
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITIES HOLDERS
None
ITEM 5. OTHER INFORMATION
None
ITEM 6: EXHIBITS AND REPORTS ON FORM 8-K
None
-7-
<PAGE>
SIGNATURES
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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
/s/ CECIL O'BRATE
----------------------------
Cecil O'Brate
President
Dated: July 1, 1997
-8-
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<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> SEP-30-1997
<PERIOD-START> OCT-01-1996
<PERIOD-END> MAR-31-1997
<CASH> 137
<SECURITIES> 0
<RECEIVABLES> 75
<ALLOWANCES> 0
<INVENTORY> 32
<CURRENT-ASSETS> 216
<PP&E> 261
<DEPRECIATION> 0
<TOTAL-ASSETS> 477
<CURRENT-LIABILITIES> 18
<BONDS> 0
0
0
<COMMON> 307
<OTHER-SE> 1,261
<TOTAL-LIABILITY-AND-EQUITY> 477
<SALES> 50
<TOTAL-REVENUES> 51
<CGS> 55
<TOTAL-COSTS> 53
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (2)
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (2)
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
