<PAGE>
Total 12 Pages
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q/A
(Amendment No.1)
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
------- EXCHANGE ACT OF 1934.
For the quarterly period ended
--------------------------------------------------
X TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
------- EXCHANGE ACT OF 1934.
For the transition period from October 1, 1994 to December 31, 1994
--------------------- ----------------------
Commission file number 1-13446
---------------------------------------------------------
Barrett Resources Corporation
--------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 84-0832476
--------------------------------------------------------------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1125 Seventeenth Street, Suite 2400, Denver, Colorado 80202
--------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(303) 297-3900
--------------------------------------------------------------------------------
(Registrant's telephone number, including area code)
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 X No
----- -----
There were 11,864,433 shares of the registrant's $.01 par value common
stock outstanding as of February 8, 1995.
<PAGE>
BARRETT RESOURCES CORPORATION
-----------------------------
INDEX
-----
PART I. FINANCIAL INFORMATION PAGE
----
Item 1. Financial Statements
Consolidated Condensed Balance
Sheets - December 31, 1994 and
September 30, 1994 .................................. 3
Consolidated Condensed Statements of
Income - Three Months Ended
December 31, 1994 and 1993........................... 4
Consolidated Condensed Statements of
Cash Flows - Three Months Ended
December 31, 1994 and 1993........................... 5
Item 2. Management's Discussion and Analysis
of Financial Condition and Results
of Operations ....................................... 8
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K .................... 11
<PAGE>
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
--------------------
BARRETT RESOURCES CORPORATION
CONSOLIDATED CONDENSED BALANCE SHEETS
(in thousands)
<TABLE>
<CAPTION>
December 31, September 30,
1994 1994
-------------- ------------
ASSETS (Unaudited)
<S> <C> <C>
Current assets:
Cash and cash equivalents $ 10,017 $ 7,760
Short-term investments -- 1,970
Receivables 27,465 18,826
Other current assets 677 264
-------- --------
Total current assets 38,159 28,820
Property and equipment, net 88,458 76,925
Other assets 55 147
-------- --------
$126,672 $105,892
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 22,342 $ 20,371
Amounts payable to oil and gas property
owners 14,066 11,560
Accrued and other liabilities 1,171 1,089
-------- --------
Total current liabilities 37,579 33,020
Long-term debt 16,000 --
Stockholders' equity:
Preferred stock, $.001 par value: 1,000,000
shares authorized, none outstanding -- --
Common stock, $.01 par value: 17,000,000
shares authorized; 11,856,333 issued
(11,845,083 at September 30, 1994) 119 118
Additional paid-in capital 59,048 58,992
Retained earnings 13,969 13,762
Treasury stock, at cost: 2,149 shares (43) --
-------- --------
Total stockholders' equity 73,093 72,872
-------- --------
$126,672 $105,892
======== ========
</TABLE>
See accompanying notes.
3
<PAGE>
BARRETT RESOURCES CORPORATION
CONSOLIDATED CONDENSED STATEMENTS OF INCOME
(UNAUDITED)
(in thousands, except per share data)
<TABLE>
<CAPTION>
Three Months Ended
--------------------------
December 31, December 31,
1994 1993
------------ ------------
<S> <C> <C>
Revenues:
Oil and gas production $ 3,997 $ 4,473
Trading revenues 10,732 5,061
Revenue from gas gathering 151 50
Interest income 90 240
Other income 36 --
----------- -----------
15,006 9,824
Operating expenses:
Oil and gas production costs 934 940
Cost of trading 10,417 4,804
Depreciation, depletion and amortization 1,768 1,677
General and administrative 1,625 1,265
Interest expense 51 --
----------- -----------
14,795 8,686
----------- -----------
Income for the period before income taxes 211 1,138
Provision for income taxes 4 23
----------- -----------
Net income for the period $ 207 $ 1,115
=========== ===========
Net income per common share and common
share equivalent $ .02 $ .09
=========== ===========
Weighted average number of shares of common
stock and common stock equivalents 12,138,775 11,949,752
=========== ===========
</TABLE>
See accompanying notes.
4
<PAGE>
BARRETT RESOURCES CORPORATION
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
(UNAUDITED)
(in thousands)
<TABLE>
<CAPTION>
Three Months Ended
--------------------------
December 31, December 31,
1994 1993
------------ ------------
<S> <C> <C>
Cash flows from operations:
Net income $ 207 $ 1,115
Adjustments needed to reconcile to
net cash provided by operations:
Depreciation, depletion, and amortization 1,768 1,677
Reversal of gas trading allowance -- 42
Change in other assets 37 2
-------- -------
2,012 2,836
Change in current assets and liabilities:
Increase in current receivables (3,367) (2,408)
Decrease (increase) in other current assets (413) 29
Increase in accounts payable 3,193 1,157
Increase in accrued and other liabilities 82 217
-------- -------
Net cash flow provided by operations 1,507 1,831
-------- -------
Cash flows from investing activities:
Maturity of short-term investments 1,970 1,984
Purchase of short-term investments -- (3,968)
Proceeds from sale of oil and gas properties -- 364
Acquisition of property and equipment (14,945) (7,177)
Other 55 (4)
-------- -------
Net cash flow used in investing activities (12,920) (8,801)
-------- -------
Cash flows from financing activities:
Proceeds from issuance of common stock 14 31
Decrease (increase) in cash from operating oil
and gas properties (2,344) 661
Borrowings on line of credit 16,000 --
-------- -------
Net cash flow provided by financing activities 13,670 692
-------- -------
Increase (decrease) in cash and cash equivalents 2,257 (6,278)
Cash and cash equivalents at beginning of period 7,760 33,187
-------- -------
Cash and cash equivalents at end of period $ 10,017 $26,909
======== =======
</TABLE>
See accompanying notes.
5
<PAGE>
BARRETT RESOURCES CORPORATION
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
December 31, 1994
1. UNAUDITED CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
In the opinion of management, the accompanying unaudited consolidated
condensed financial statements contain all adjustments necessary to present
fairly the financial position of the Company as of December 31, 1994 and
the results of operations and cash flows for the periods presented. All
such adjustments are of a normal recurring nature. The results of
operations for the periods presented are not necessarily indicative of the
results for the full year.
The accounting policies followed by the Company are set forth in Note 1 to
the Company's financial statements in Form 10-K for the year ended
September 30, 1994. It is suggested that these financial statements be
read in conjunction with the financial statements and notes included in the
Form 10-K.
2. CHANGE IN YEAR END
On July 18, 1995, the Company changed its fiscal year end from September 30
to December 31. This report is to refile the Form 10-Q originally filed
for the quarter ended December 31, 1994 as a transition report for the
period from October 1, 1994 to December 31, 1994.
3. INCOME TAXES
The net deferred tax assets of the Company were $1,151,000 and $2,688,000
as of September 30, 1994 and 1993, respectively. In order to reflect the
amounts not expected to be utilized before the expiration of available net
operating loss carryforwards and due to the effects of anticipated
exploratory drilling costs, a valuation allowance equal to the entire net
deferred tax asset was provided at both September 30, 1994 and 1993.
For the quarter ended December 31, 1994, the Company has used its estimated
effective tax rate to compute the provision for income taxes as the Company
does not believe it can reliably estimate its taxable income with any
degree of precision for the entire tax period. The estimated tax rate for
the quarter is approximately two percent.
4. LONG-TERM DEBT
Subsequent to December 31, 1994, the commitment amount of the Company's
reserve-based line of credit with a bank was increased to $80 million and
the lender increased the borrowing base to $40 million. At December 31,
1994, $16 million was outstanding on the line of credit.
6
<PAGE>
5. CAPITALIZED INTEREST
During the quarter ended December 31, 1994, the Company borrowed against
its line of credit for the construction of a gas plant and a gathering
system extension as well as for other specific projects. The Company
capitalizes interest costs on amounts expended on assets during the period
in which activities are occuring to place the asset in service. Excluded
from interest capitalization are amounts spent to develop properties
included in the full cost center of oil and gas properties. The gas plant
and gathering system extension were placed in service on December 1, 1994
while development of certain unevaluated oil and gas properties continued
throughout the quarter. Total interest costs incurred for the quarter were
$169,000. Of this amount, $118,000 was capitalized to the specific
projects and $51,000 was recorded as interest expense.
7
<PAGE>
BARRETT RESOURCES CORPORATION
For the Quarter Ended
December 31, 1994
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
---------------------------------------------------------------
RESULTS OF OPERATIONS
---------------------
Liquidity and Capital Resources
-------------------------------
At December 31, 1994, total assets were $126.7 million, an increase of
$20.8 million or 19.6 percent from the total assets of $105.9 million at
September 30, 1994. Property and equipment increased approximately $11.5
million and accounts receivable increased $8.6 million. Working capital
increased by $4.8 million to $.6 million. These increases are primarily
the result of increased investment in oil and gas properties, increased gas
production that began in December 1994 and borrowings on the line of
credit.
During the quarter ended December 31, 1994, the Company borrowed $16
million on its line of credit with a bank. The line of credit provides up
to $80 million with a borrowing base of $40 million.
Operations provided $2.0 million and $2.8 million of cash flow before
working capital changes for the respective quarters ended December 31, 1994
and 1993. The decrease is primarily due to the decrease in net income
partially caused by a decrease in gas prices.
The Company invested $14.9 million in the acquisition of property and
equipment during the quarter ended December 31, 1994 compared to $7.2
million for the quarter ended December 31, 1993. During this period, the
Company continued its exploration and development activities in the
Piceance Basin of Colorado and the Arkoma and Anadarko Basins of Oklahoma.
During December 1994, the Company began production of its Cave Gulch
discovery in the Wind River Basin and began operation of its gas plant and
gathering system extension in the Piceance Basin. These actions are
expected to significantly increase production to the Company's interest
subject to market availability. These production increases should generate
a corresponding increase in cash flow.
Due to lower gas prices, the Company is currently evaluating its
opportunities for investing in oil and gas properties. Management believes
that as a result of this evaluation, its oil and gas investing activities
will be reduced compared to previous levels and previous plans for the
year.
Management believes that its current cash position, anticipated cash flow
and borrowing capacities will adequately fund its 1995 anticipated
exploration and development activities as modified for market conditions.
8
<PAGE>
Results of Operations
---------------------
Net income for the quarters ended December 31, 1994 and 1993 was $.2
million ($.02 per share) and $1.1 million ($.09 per share), respectively.
The decrease is primarily due to decreased oil and gas production revenue,
the result of a 23 percent decrease in the average gas price for the
quarter, and increased general and administrative expenses.
Production revenue decreased from $4.5 million to $4.0 million for the
quarter. During the quarter the Company sold 2.4 bcf of gas (2.1 bcf in
the prior year quarter) at an average price of $1.55 per mcf ($2.01 in the
prior year quarter). Oil sales for the quarter were 14,546 barrels (11,285
barrels in the prior year quarter) at an average price of $16.72 per barrel
($14.79 in the prior year quarter). During December 1994, the Cave Gulch
well in the Wind River Basin began producing and the gas plant and
gathering system extension in the Piceance Basin began operations. These
events contributed to significantly higher production quantities late in
the quarter ended December 31, 1994.
Total revenues increased $5.2 million to $15.0 million and expenses
increased $6.1 million to $14.8 million compared to the December 31, 1993
quarter. The largest portion of the increases in both revenues and
expenses is due to higher volumes of trading activities.
For the quarter ended December 31, 1994, revenues from trading were $10.7
million compared to $5.1 million for the quarter ended December 31, 1993
and the costs of trading increased to $10.4 million from $4.8 million.
Gross profit from trading was $315,000 and $257,000 for the respective
quarters ended December 31, 1994 and 1993. The volumes of gas associated
with gas trading were 7,033,000 mcf for the 1994 quarter and 2,140,000 mcf
for the 1993 quarter.
General and administrative expenses increased to $1.6 million from $1.3
million for the respective quarters of 1994 and 1993. The increase is
primarily due to salaries for additional employees. In addition, general
and administrative expenses include a registration fee of $100,000 for the
Company's common stock to be listed on the New York Stock Exchange.
Depreciation, depletion and amortization increased to $1.8 million from
$1.7 million due to oil and gas sales quantity increases. During the 1994
and 1993 quarters, depletion on oil and gas production was recorded at
$3.90 and $4.26 per BOE, respectively.
The Company's largest source of operating income is from sales of its gas
and oil production. Therefore, the levels of the Company's revenues and
earnings are affected by prices at which natural gas and oil are being
sold. This is particularly true with respect to natural gas, which
accounted for approximately 97 percent of the Company's production revenue
for the quarter ended December 31, 1994. Production of 2.4 bcf of gas in
1994 yielded revenues of $3.7 million at $1.55 compared to revenue of $4.2
million for 2.1 bcf of gas production at the prior year price of $1.82.
9
<PAGE>
As a result, the Company's operating results for any prior period are not
necessarily indicative of future operating results because of the
fluctuations in gas and oil prices and the lack of predictability of those
fluctuations as well as changes in production levels.
10
<PAGE>
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
--------------------------------
(a) The following Exhibit is filed as part of this Quarterly Report
on Form 10-Q:
Financial data schedule
(b) There were no reports on Form 8-K filed during the quarter ended
December 31, 1994.
11
<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.
BARRETT RESOURCES CORPORATION
August 10, 1995 By /s/ PAUL M. RADY
--------------------------------
Paul M. Rady
President
August 10, 1995 By /s/ ROBERT W. HOWARD
--------------------------------
Robert W. Howard
Senior Vice President - Treasurer
12
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1994
<PERIOD-START> OCT-01-1994
<PERIOD-END> DEC-31-1994
<CASH> 10,017
<SECURITIES> 0
<RECEIVABLES> 27,465
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 38,159
<PP&E> 88,458
<DEPRECIATION> 0
<TOTAL-ASSETS> 126,672
<CURRENT-LIABILITIES> 37,579
<BONDS> 0
<COMMON> 119
0
0
<OTHER-SE> 72,974
<TOTAL-LIABILITY-AND-EQUITY> 126,672
<SALES> 14,729
<TOTAL-REVENUES> 15,006
<CGS> 11,351
<TOTAL-COSTS> 14,795
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 51
<INCOME-PRETAX> 211
<INCOME-TAX> 4
<INCOME-CONTINUING> 207
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 207
<EPS-PRIMARY> .02
<EPS-DILUTED> .02
</TABLE>
