U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549
FORM 10-QSB
[X] Quarterly Report under Section 13 or 15(d) of the Securities Exchange
Act of 1934 For the Quarterly Period Ended March 31, 2000
[ ] Transition Report under Section 13 or 15(d) of the Securities Exchange
Act of 1934
For the Transition Period from __________ to _________
Commission file number: 0-9435
FieldPoint Petroleum Corporation
--------------------------------
(Exact name of small business issuer as specified in its charter)
Colorado 84-0811034
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1703 Edelweiss Drive
Cedar Park, Texas 78613
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(Address of principal executive offices) (Zip Code)
(512) 250-8692
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(Issuer's telephone number)
Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 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 X No
As of April 30, 2000, the number of shares outstanding of the Registrant's $.01
par value Common Stock was 6,381,925.
Transitional Small Business Disclosure Format (Check one):
Yes No X
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<CAPTION>
PART I
Item 1. Condensed Consolidated Financial Statements
FieldPoint Petroleum Corporation
CONDENSED CONSOLIDATED BALANCE SHEETS
ASSETS
March 31, December 31,
2000 1999
----------- -----------
CURRENT ASSETS: (unaudited)
<S> <C> <C>
- ----------------
Cash $ 145,926 $ 117,259
Trading securities 2,880 2,880
Accounts receivable:
Employee Advances 7,500
Oil and gas sales 167,606 135,067
Joint interest billings, less allowance for doubtful
accounts of $74,192 and $71,192, respectively 84,426 84,906
Prepaid expenses 2,535 2,535
----------- -----------
Total current assets 410,873 342,647
PROPERTY AND EQUIPMENT:
Oil and gas properties (successful efforts method):
Leasehold costs 2,413,877 2,396,998
Lease and well equipment 379,186 351,425
Furniture and equipment 32,497 32,280
Transportation equipment 75,974 75,974
Less accumulated depletion and depreciation (714,424) (675,424)
----------- -----------
Net property and equipment 2,187,110 2,181,253
OTHER ASSETS 22,981 25,981
----------- -----------
Total assets $ 2,620,964 $ 2,549,881
=========== ===========
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Current portion of long-term debt $ 375,611 $ 409,132
Accounts payable and accrued expenses 155,041 112,339
Oil and gas revenues payable 56,937 49,799
----------- -----------
Total current liabilities 587,589 571,270
LONG-TERM DEBT, net of current portion 497,098 559,462
DEFERRED INCOME TAXES 0 15,954
COMMMITMENTS
STOCKHOLDERS' EQUITY:
Common stock, $.01 par value, 75,000,000 shares authorized;
6,381,925 and 6,331,925 shares issued and outstanding,
respectively 63,819 63,319
Additional paid-in capital 1,182,285 1,177,785
Treasury stock, 117,500 shares of common stock (1,175) (1,175)
Retained earnings 291,348 163,266
----------- -----------
Total stockholders' equity 1,536,277 1,403,195
----------- -----------
Total liabilities and stockholders' equity $ 2,620,964 $ 2,549,881
=========== ===========
</TABLE>
See accompanying notes to these consolidated financial statements.
2
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FieldPoint Petroleum Corporation
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
For The Three Months Ended
March 31,
--------------------------
2000 1999
----------- -----------
REVENUE: (unaudited) (unaudited)
Oil and gas sales $ 328,500 $ 98,515
Well operational and pumping fees 32,620 33,143
----------- -----------
Total revenue 361,120 131,658
COSTS AND EXPENSES:
Production expense 107,407 28,359
Depletion and depreciation 39,000 36,000
General and administrative 81,137 76,661
----------- -----------
Total costs and expenses 227,544 141,020
OTHER INCOME (EXPENSE):
Interest income (expense), net (21,448) (18,344)
Miscellaneous 0 157
----------- -----------
Total other income (expense) (21,448) (18,187)
----------- -----------
INCOME (LOSS) BEFORE INCOME TAXES 112,128 (27,549)
INCOME TAX BENEFIT (PROVISION) DEFERRED 15,954 4,200
----------- -----------
NET INCOME (LOSS) 128,082 (23,349)
=========== ===========
NET INCOME (LOSS) PER SHARE:
BASIC $ 0.02 $ (0.01)
----------- -----------
DILUTED $ 0.02 $ (0.01)
=========== ===========
WEIGHTED AVERAGE SHARES OUTSTANDING
BASIC 6,340,814 4,661,937
=========== ===========
DILUTED 6,733,132 4,661,937
=========== ===========
See accompanying notes to these consolidated financial statements.
3
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<TABLE>
<CAPTION>
FieldPoint Petroleum Corporation
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
For The Three Months Ended
March 31,
--------------------------
2000 1999
--------- ---------
(unaudited) (unaudited)
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss) $ 128,082 $ (23,349)
Adjustments to reconcile to net cash by operating activities:
Depletion and depreciation 39,000 36,000
Deferred Income Tax Benefit (15,954) --
Changes in assets and liabilities:
Accounts receivable (39,559) (8,406)
Income taxes recoverable -- (4,200)
Prepaid expenses and other assets 3,000
Accounts payable and accrued expenses 42,702 38
Oil and gas revenues payable 7,138 4,431
Due to related party -- 5,000
--------- ---------
Net cash provided by operating activities 164,409 9,514
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of oil and gas properties (44,640) (5,235)
Purchase of furniture and equipment (217) --
--------- ---------
Net cash used by investing activities (44,857) (5,235)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from long-term debt -- --
Repayments of long-term debt (95,885) (265,724)
Proceeds from sales of common stock, net of offering fees 5,000 338,633
Proceeds from sales of treasury stock -- 7,172
--------- ---------
Net cash (used) provided by financing activities (90,885) 80,081
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NET INCREASE (DECREASE) IN CASH 28,667 84,360
CASH, beginning of the period 117,259 1,375
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CASH, end of the period $ 145,926 $ 85,735
========= =========
SUPPLEMENTAL INFORMATION:
Cash paid during the period for interest $ 21,448 $ 12,675
========= =========
Cash paid during the period for income taxes -- --
========= =========
</TABLE>
See accompanying notes to these consolidated financial statements.
4
<PAGE>
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1. Nature of Business, Organization And Basis of Preparation And Presentation
--------------------------------------------------------------------------
FieldPoint Petroleum Corporation (the "Company") is incorporated under the laws
of the state of Colorado. The Company is engaged in the acquisition, operation
and development of oil and gas properties, which are located in Oklahoma, Texas,
and Wyoming.
The Company began operations as Bass Petroleum, Inc. (Bass) in October 1989. On
December 31, 1997, the shareholders of Bass exchanged all their shares for
approximately 97% (including the 6% of EPC previously purchased by Bass) of
Energy Production Company (EPC), a public company, and Bass became a wholly
owned subsidiary of EPC. The management of Bass became the management of the
combined company. Concurrent with the transaction, the Company changed its name
to FieldPoint Petroleum Corporation and declared a 75 to 1 reverse stock split.
Although EPC is the acquiring entity for legal purposes, Bass is considered the
acquirer for accounting purposes, and the financial statements of the combined
company reflect the historical accounts of Bass and include the operations of
EPC beginning May 22, 1997. However, because EPC is the acquiring entity for
legal purposes, all stockholders' equity information in the accompanying
financial statements and footnotes has been restated to conform to EPC's capital
structure.
The condensed consolidated financial statements included herein have been
prepared by the Company, without audit, pursuant to the rules and regulations of
the Securities and Exchange Commission. Certain information and footnote
disclosures normally included in financial statements prepared in accordance
with generally accepted accounting principles have been condensed or omitted.
However, in the opinion of management, all adjustments (which consist only of
normal recurring adjustments) necessary to present fairly the financial position
and results of operations for the periods presented have been made. These
condensed consolidated financial statements should be read in conjunction with
financial statements and the notes thereto included in the Company's Form 10-KSB
filing for the year ended December 31, 1999.
2. Stockholders Equity
-------------------
During the period ended March 31, 2000 the president of the Company exercised
options at $0.10 per share to acquire 50,000 shares of common stock.
5
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PART I
Item 2
MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
The following discussion should be read in conjunction with the Company's
Financial Statements, and respective notes thereto, included elsewhere herein.
The information below should not be construed to imply that the results
discussed herein will necessarily continue into the future or that any
conclusion reached herein will necessarily be indicative of actual operating
results in the future. Such discussion represents only the best present
assessment of the management of FieldPoint Petroleum Corporation.
General
FieldPoint Petroleum Corporation derives its revenues from its operating
activities including sales of oil and gas and operating oil and gas properties.
The Company's capital for investment in producing oil and gas properties has
been provided by cash flow from operating activities and from bank financing.
The Company categorises its operating expenses into the categories of production
expenses and other expenses.
Comparison of three months ended March 31, 2000 to the three months ended
March 31, 1999
- --------------------------------------------------------------------------
Results of Operations
Revenues increased 174% or $229,462 to $361,120 for the three month period ended
March 31, 2000 from the comparable 1999 period. This was due to the overall
increase in the average price received for oil and gas sales. Production volumes
increased 34% on a BOE basis. Average oil sales prices increased 156% to $26.72
for the period ended March 31, 2000 compared to $10.41 for the period ended
March 31, 1998. Average gas sales prices increased 85% to $2.30 for the
three-month period ended March 31, 2000 compared to $1.24 for the period ended
March 31, 1999.
Production expenses increased 278% or $79,048 to $107,407 for the three month
period ended March 31, 2000 from the comparable 1999 period, this was primarily
due to the acquisition of working interest in 185 wells in the state of Oklahoma
and additional workovers in the form of remedial repairs. Depletion and
depreciation increased 8% due to the purchase of additional oil and gas
properties, and related equipment. General and administrative overhead cost
increased 5% or $4,476 to $81,137 for the three-month period ended March 31,
2000 from the three-month period ended March 31, 1999. This was attributable to
an increase in legal fees booked during the 2000 period.
Liquidity and Capital Resources
Cash flow provided by operating activities was $164,409 for the three-month
period ended March 31, 2000, as compared to $9,514 in cash flow provided by
operating activities in the 1999 period. The increase in cash from operating
activities was primarily due to a higher net income.
Cash flow used by investing activities was $44,857 in the period ended March 31,
200, compared to $5,235 for March 31, 1999. This is primarily due to the
purchase of additional oil and gas properties. Cash flow used by financing
activities was $90,885 for the period ended March 31, 2000, compared to cash
flow provided of $80,081 for the same period in 1999. This decrease was
primarily due to the decreased proceeds from the sale of common stock for the
three month period ended March 31, 2000.
Impact of Year 2000
The Company has not encountered any negative impacts from the Year 2000 issue on
its operations. There can be no assurance, however, as to the ultimate effect of
the Year 2000 issue on the Company.
6
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PART II
OTHER INFORMATION
Item 1. Legal Proceedings
- --------------------------
The Company is a party to a lawsuit arising in the ordinary course of business.
In the opinion of management, final judgement or settlement, if any, that may be
awarded or entered into in connection with this suit would not have a material
adverse effect on the Company's financial position or results of operations.
Item 2. Changes in Securities
- ------------------------------
None.
Item 3. Default Upon Senior Securities
- ---------------------------------------
None.
Item 4. Submission of Matters to a Vote of Security Holders
- ------------------------------------------------------------
None.
Item 5. Other Information
- --------------------------
None.
Item 6. Exhibits and Reports on Form 8-K
- -----------------------------------------
None.
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
Date: 5/08/99 By: /s/ Ray Reaves
------------------------------------
Ray Reaves, Treasurer and
Chief Financial Officer
7
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
</LEGEND>
<CIK> 0000316736
<NAME> FIELDPOINT PETROLEUM CORPORATION
<MULTIPLIER> 1
<CURRENCY> US DOLLARS
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-START> JAN-01-2000
<PERIOD-END> MAR-31-2000
<EXCHANGE-RATE> 1
<CASH> 145,926
<SECURITIES> 2,880
<RECEIVABLES> 326,224
<ALLOWANCES> (74,192)
<INVENTORY> 0
<CURRENT-ASSETS> 410,875
<PP&E> 2,901,534
<DEPRECIATION> (714,424)
<TOTAL-ASSETS> 2,620,964
<CURRENT-LIABILITIES> 587,589
<BONDS> 0
0
0
<COMMON> 63,819
<OTHER-SE> 1,472,458
<TOTAL-LIABILITY-AND-EQUITY> 2,620,964
<SALES> 328,500
<TOTAL-REVENUES> 361,120
<CGS> 146,407
<TOTAL-COSTS> 227,544
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 3,000
<INTEREST-EXPENSE> 21,448
<INCOME-PRETAX> 112,128
<INCOME-TAX> 15,954
<INCOME-CONTINUING> 128,082
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 128,082
<EPS-BASIC> 0.02
<EPS-DILUTED> 0.02
</TABLE>