<PAGE>
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 EXCHANGE ACT OF 1934
For quarterly period ended JUNE 30, 1995
OR
[_] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from __________ to __________
Commission File Number 0-10955
CODA ENERGY, INC.
(Exact name of registrant as specified in its charter)
Delaware 75-1842480
(State of incorporation) (IRS Employer Identification No.)
5735 Pineland Dr., Suite 300, Dallas, Texas 75231
(Address of principal executive offices) (Zip Code)
Registrant's Telephone Number, Including Area Code: (214) 692-1800
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. X Yes No
----- -----
Indicate the number of shares outstanding of each of the issuer's classes of
common stock as of the latest practicable date.
Common Stock, $.02 Par Value 22,059,703 Shares
Outstanding at August 1, 1995
<PAGE>
PART I - FINANCIAL INFORMATION
FINANCIAL STATEMENTS
CODA ENERGY, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
ASSETS
------
(in thousands)
<TABLE>
<CAPTION>
June 30,
December 31, 1995
1994 (Unaudited)
------------ -----------
<S> <C> <C>
Current Assets:
Cash and cash equivalents $ 6,474 $ 4,914
Accounts receivable - revenue 7,551 9,084
Accounts receivable - joint interest and other 1,766 2,229
Other current assets 1,276 1,535
-------- --------
17,067 17,762
-------- --------
Amounts due from stockholders 1,375 131
-------- --------
Oil and gas properties (full cost accounting method) 190,967 204,207
Less accumulated depletion, depreciation
and amortization 39,154 47,639
-------- --------
151,813 156,568
-------- --------
Gas plants and gathering systems 29,835 37,734
Less accumulated depreciation 1,492 2,757
-------- --------
28,343 34,977
-------- --------
Other properties, net 2,150 2,164
-------- --------
Other assets
2,354 2,063
-------- --------
$203,102 $213,665
======== ========
</TABLE>
See Notes to Consolidated Financial Statements
1
<PAGE>
CODA ENERGY, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
LIABILITIES AND SHAREHOLDERS' EQUITY
------------------------------------
(in thousands, except per share amounts)
<TABLE>
<CAPTION>
June 30,
December 31, 1995
1994 (Unaudited)
------------ -----------
<S> <C> <C>
Current liabilities:
Current maturities of long-term debt and notes payable $ 424 $ 453
Accounts payable - trade 5,954 6,607
Accounts payable - revenue and other 3,599 3,462
Accrued interest 1,375 660
Income taxes payable 733 389
-------- --------
12,085 11,571
-------- --------
Long-term debt - less current maturities 105,063 112,954
-------- --------
Deferred income taxes 11,213 12,759
-------- --------
Commitments and contingent liabilities
Stockholders' equity:
Common Stock, 40,000 shares of $.02 par value
authorized; 22,228 and 22,047 shares issued at
December 31, 1994, and June 30, 1995, respectively 445 441
Additional paid-in capital 69,977 68,502
Retained earnings since June 30, 1989 4,319 7,438
-------- --------
74,741 76,381
-------- --------
$203,102 $213,665
======== ========
</TABLE>
See Notes to Consolidated Financial Statements
2
<PAGE>
CODA ENERGY, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(unaudited, in thousands, except per share amounts)
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
June 30, June 30,
----------------------- -----------------------
<S> <C> <C> <C> <C>
1994 1995 1994 1995
Revenues: ---- ---- ---- ----
Oil and gas sales $12,594 $15,596 $23,836 $30,544
Gas gathering and processing 4,296 9,109 4,447 17,013
Other income 253 309 471 496
------- ------- ------- -------
17,143 25,014 28,754 48,053
------- ------- ------- -------
Costs and expenses:
Oil and gas production 5,021 6,817 10,362 13,380
Gas gathering and processing 3,824 7,555 3,978 14,285
Depletion, depreciation and amortization 4,068 4,974 7,603 9,844
General and administrative 984 756 1,572 1,463
Interest 1,243 2,136 2,278 4,204
------- ------- ------- -------
15,140 22,238 25,793 43,176
------- ------- ------- -------
Income before income taxes 2,003 2,776 2,961 4,877
Income tax expense 786 962 1,191 1,758
------- ------- ------- -------
Net income $ 1,217 $ 1,814 $ 1,770 $ 3,119
======= ======= ======= =======
Net income per common and common
equivalent share $ 0.06 $ 0.08 $ 0.08 $ 0.14
======= ====== ====== =======
Weighted average number of common and
common equivalent shares outstanding 21,091 22,991 20,911 22,952
======= ======= ======= =======
</TABLE>
See Notes to Consolidated Financial Statements
3
<PAGE>
CODA ENERGY, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited, in thousands)
<TABLE>
<CAPTION>
Six Months Ended
June 30,
-----------------------------
<S> <C> <C>
1994 1995
Cash flows from operating activities: ---- ----
Net income $ 1,770 $ 3,119
Adjustments to reconcile net income to
net cash provided by operating activities:
Depletion, depreciation and amortization 7,603 9,844
Deferred income tax expense 896 1,546
Other 228 299
Effect of changes in:
Accounts receivable 676 (1,996)
Other current assets 43 24
Accounts payable and other current liabilities (2,183) (545)
-------- --------
Net cash provided by operating activities 9,033 12,291
-------- --------
Cash flows from investing activities:
Additions to oil and gas properties (8,592) (14,772)
Proceeds from sale of assets 694 1,817
Purchase of Taurus Energy Corp. (3,250) ---
Gas plant and gathering systems and other
property additions (478) (8,005)
Investment in common equity securities --- (573)
Payments received on amounts due from stockholders --- 1,244
Other (230) 35
-------- --------
Net cash used by investing activities (11,856) (20,254)
Cash flows from financing activities:
Proceeds from bank borrowings 17,000 14,400
Repayment of debt (13,906) (6,491)
Proceeds from exercise of options and warrants 439 619
Repurchases of common stock (814) (2,125)
-------- --------
Net cash provided by financing activities 2,719 6,403
-------- --------
Decrease in cash (104) (1,560)
Cash at beginning of period 4,040 6,474
-------- --------
Cash at end of period $ 3,936 $ 4,914
======== ========
Supplemental cash flow information -
Interest paid $ 1,894 $ 4,855
======== ========
Income taxes paid $ --- $ 500
======== ========
</TABLE>
See Notes to Consolidated Financial Statements
4
<PAGE>
CODA ENERGY, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
(unaudited, in thousands)
<TABLE>
<CAPTION>
Common Stock Additional Retained
------------ Paid-In Earnings Since
Shares Amount Capital June 30, 1989
------ ------ ------- -------------
<S> <C> <C> <C> <C>
Balances December 31, 1994 22,228 $445 $69,977 $4,319
Shares issued as director compensation 4 --- 27 ---
Shares issued upon exercise of stock
options and warrants 186 4 615 ---
Repurchase and cancellation of common stock (371) (8) (2,117) ---
Net income --- --- --- 3,119
------ ---- ------- ------
Balances June 30, 1995 22,047 $441 $68,502 $7,438
====== ==== ======= ======
</TABLE>
See Notes to Consolidated Financial Statements
5
<PAGE>
CODA ENERGY, INC. AND SUBSIDIARIES
Notes to Consolidated Financial Statements (Unaudited)
1. ACCOUNTING AND REPORTING POLICIES
The consolidated financial statements include the accounts of Coda Energy,
Inc. ("Coda"), its majority-owned subsidiaries and its pro rata share of the
assets, liabilities and operations of oil and gas partnerships and joint
ventures (the "Company"). All significant intercompany balances and
transactions have been eliminated in consolidation. Certain reclassifications
have been made to prior years' amounts to conform to the current year
presentation.
The accompanying consolidated financial statements, which should be read in
conjunction with the audited consolidated financial statements included in the
Company's Annual Report on Form 10-K for the year ended December 31, 1994,
reflect all adjustments (consisting only of normal recurring accruals) which
are, in the opinion of management, necessary to present fairly the financial
position as of June 30, 1995, and the results of operations and cash flows for
the six months ended June 30, 1994, and 1995. The results for the six months
ended June 30, 1995, are not necessarily indicative of results for a full year.
Fees from overhead charges billed to working interest owners, including the
Company, of $1,730,000 and $2,726,000 for the six months ended June 30, 1994,
and 1995, respectively, have been classified as a reduction of general and
administrative expenses in the accompanying consolidated statements of
operations.
2. MERGER WITH DIAMOND
On September 30, 1994, the Company acquired all of the issued and
outstanding stock of Diamond Energy Operating Company and Diamond A Inc.
(collectively, "Diamond"). The Company issued an aggregate of 3,647,715 shares
of the Company common stock to the Diamond stockholders. The merger with Diamond
has been accounted for as a pooling of interests. Accordingly, the merger of the
equity interests has been given retroactive effect in these financial statements
for periods prior to the merger to represent the combined financial statements
of the previously separate entities.
3. HEDGING TRANSACTIONS
In March 1995, the Company entered into a swap agreement covering 15,000
barrels of oil per month for April through September 1995 at a strike price of
$19.02 per barrel. In addition, the Company granted the holder an option to
extend this swap for an additional 18 months. The following table sets forth
the barrels and weighted average NYMEX prices hedged under various swap
agreements entered into as of June 30, 1995.
6
<PAGE>
<TABLE>
<CAPTION>
Weighted
Barrels Average
Periods Covered Hedged Price
--------------- ------ -----
<S> <C> <C>
Six months ending December 31, 1995 465,000 $18.76
Year ending December 31, 1996 740,000 $18.79
Year ending December 31, 1997 375,000 $19.02
</TABLE>
The Company has also sold call options covering 25,000 Bbls of oil per month
at an option price of $18.30 per Bbl for the period October 1995 to August 1996,
and at an option price of $20.00 per Bbl for the period from September 1996 to
August 1997.
4. CREDIT AGREEMENT
Effective August 1, 1995, the scheduled semi-annual redetermination of the
Company's borrowing base under its credit agreement was completed with the
borrowing base set at $130.0 million. The borrowing base will be reduced to
$125.0 million on November 30, 1995. As of August 1, 1995, approximately $21.0
million was available for borrowing.
7
<PAGE>
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
-----------------------------------------------------------------------
OF OPERATIONS
-------------
Coda Energy, Inc. ("Coda"), an independent energy company, together with its
subsidiaries (the "Company") is principally engaged in the acquisition and
exploitation of (i) producing oil and natural gas properties, (ii) natural gas
processing and liquids extraction facilities, and (iii) natural gas gathering
systems. Coda seeks to acquire properties whose predominant economic value is
attributable to proved producing reserves and to enhance that value through
control of operations, reduction of costs, development of properties and
expansion of natural gas gathering systems. Coda's producing properties are
concentrated in the mid-continent region of the United States.
Coda's principal strategy is to increase oil and natural gas reserves and
cash flow by selectively acquiring and exploiting producing oil and natural gas
properties, especially those properties with enhanced recovery and other low-
risk development potential. Coda's exploitation efforts include, where
appropriate, the drilling of low-risk development wells, the initiation of
secondary recovery projects, the renegotiation of marketing agreements and the
reduction of drilling, completion and lifting costs. Cost savings may be
principally achieved through reductions in field staff and the more effective
utilization of field facilities and equipment by virtue of geographic
concentration. The Company has two principal operating sources of cash: (i)
net oil and gas sales from its oil and gas properties and (ii) net margins
earned from gas gathering and processing operations.
The Company expects to continue its efforts to acquire additional oil and
gas properties, gas processing plants and gas gathering systems. Future
acquisitions, if any, would necessitate, in most cases, borrowing additional
funds under the Company's credit facility. The ability to borrow such funds is
dependent upon the Company's borrowing base from time to time and the effect
upon the borrowing base of the properties to be acquired.
On September 30, 1994, pursuant to an Agreement and Plan of Merger, the
Company acquired all of the issued and outstanding stock of Diamond Energy
Operating Company and Diamond A Inc. (collectively, "Diamond"). The merger with
Diamond has been accounted for as a pooling of interests. Accordingly, the
merger of the equity interests has been given retroactive effect in the
financial statements for periods prior to the merger to represent the combined
financial statements of the previously separate entities.
In March 1995, the Financial Accounting Standards Board adopted Financial
Accounting Standard No. 121 "Accounting for Impairment of Long-Lived Assets and
for Long-Lived Assets to Be Disposed Of" ("FAS 121") which provides guidance for
identifying and measuring the impairment of long-lived assets and will be
effective for the Company for the year ended December 31, 1996. The Company
does not presently expect that FAS 121, when adopted, will have any material
impact on the Company's results of operation or financial position.
RESULTS OF OPERATIONS
The following table sets forth certain operating data regarding the
production and sales volumes, average sales prices, and costs associated with
the Company's oil and gas and gas gathering and processing operations for the
periods indicated.
8
<PAGE>
<TABLE>
<CAPTION>
Three months Ended Six months Ended
June 30, June 30,
---------------------- ---------------------
<S> <C> <C> <C> <C>
OIL AND GAS OPERATING DATA: 1994 1995 1994 1995
---- ---- ---- ----
Net production:
644 783 1,263 1,555
Oil (MBbls) 1,243 1,202 2,505 2,388
Gas (MMcf)
Average sales price:
Oil (per Bbl) $16.15 $ 17.63 $15.12 $ 17.33
Gas (per Mcf) $ 1.76 $ 1.50 $ 1.89 $ 1.51
Average production cost per BOE $ 5.90 $ 6.93 $ 6.16 $ 6.85
GAS GATHERING AND PROCESSING
OPERATING DATA:
Sales:
Gas sales (MMBTU) 1,482 3,285 1,482 6,364
Gas sales average prices $ 1.70 $ 1.57 $ 1.70 $ 1.53
Natural gas liquids sales (M gallons) 6,114 13,445 6,774 26,013
Natural gas liquids average price $.2862 $ .2957 $.2807 $ .2804
Costs and expenses (in thousands):
Gas purchases $3,194 $ 6,476 $3,208 $12,388
Plant operating expenses $ 630 $ 1,079 $ 770 $ 1,897
</TABLE>
Comparison of the six months ended June 30, 1994 and 1995
Oil and gas sales for the six months ended June 30, 1995, increased
28% to approximately $30.5 million from approximately $23.4 million in the
comparable period in 1994 primarily due to a 23% increase in oil production and
an increase of $2.21 per barrel in average oil prices. The increase in
production is a result of the acquisition of producing oil and gas properties in
the fourth quarter of 1994, the Company's development drilling program and
favorable response of the Company's waterflood units. This increase was
partially offset by a 5% decrease in gas production and a decrease in gas prices
of $.38 per Mcf. During the six months ended June 30, 1995, 88% of oil and gas
sales was attributable to oil production. Oil and gas prices remain
unpredictable. See "- Changes in Prices" below.
During the six months ended June 30, 1994 and 1995, the Company's oil sales
were decreased by $137,000 and $66,000, respectively, representing an oil hedge
average price decrease of $.11 and $.04, per barrel, respectively, as a result
of hedging transactions.
As a result of the acquisition of Taurus Energy Corp. ("Taurus") on April
29, 1994, gas gathering and processing revenues, expenses and gross profit
increased significantly for the three and six months ended June 30, 1995
compared to the same periods in 1994. The 1994 periods only include two months
of Taurus' operations. Contributing to the increases in revenues and expenses
was the acquisition for $6.5 million in January 1995 of the remaining interest
in one of Taurus' gas plants. The level of revenues and expenses is largely
dependent on natural gas and natural gas liquids prices and plant throughput
volumes and therefore may fluctuate significantly.
9
<PAGE>
Other income for the six months ended June 30, 1995 was essentially unchanged
from 1994.
Oil and gas production expenses (including production taxes) for the six
months ended June 30, 1995, increased 29% to approximately $13.4 million from
approximately $10.4 million for the same period in 1994, reflecting the effects
of the increased production from the properties acquired in 1994 and from new
wells drilled. Oil and gas production experiences for the six months ended June
30, 1995 were $6.85 per BOE and are expected to remain near this level for the
remainder of the year.
Depletion, depreciation and amortization expense for the six months ended
June 30, 1995, increased 30% to approximately $9.8 million from approximately
$7.6 million for the comparable period in 1994 reflecting the increases in oil
production from acquisitions in 1994, property development and the acquisition
of Taurus in April 1994. The increase attributable to Taurus was approximately
$890,000. Oil and gas depletion, depreciation and amortization expense increased
from $4.22 per BOE for the six months ended June 30, 1994, to $4.35 per BOE for
the comparable period in 1995. The increase reflects the relatively higher
purchase price of the reserves related to the properties acquired during 1994.
The Company anticipates that the depletion, depreciation and amortization rate
per BOE should be approximately $4.35 for 1995.
General and administrative expenses for the six months ended June 30, 1995,
decreased 7% to approximately $1.5 million from approximately $1.6 million for
the same period in 1994. This decrease is primarily due to increased overhead
charges billed to working interest owners on the properties acquired in December
1994, partially offset by additional employees needed as a result of
acquisitions of oil gas properties and the acquisition of Taurus. The increase
attributable to Taurus was approximately $306,000. The Company expects base
general and administrative expenses, net of overhead recoveries, to remain near
this level, absent significant additional acquisitions.
Interest expense for the six months ended June 30, 1995, increased 85% to
approximately $4.2 million from approximately $2.1 million for the comparable
period in 1994, primarily as a result of increases in outstanding debt levels
used to fund development drilling, oil and gas property acquisitions and the
acquisition of Taurus and related assets, and higher interest rates in the first
half of 1995. As a result of property acquisitions, the acquisition of Taurus,
borrowing to fund the Company's development drilling program and increases in
interest rates, interest expense should be higher in 1995.
Net income for the six months ended June 30, 1995, increased to approximately
$3.1 million from approximately $1.8 million for the comparable period in 1994,
primarily due to an increase in oil production from the Company's waterflood
units, Coda's development drilling program and the oil and gas property
acquisitions in the fourth quarter of 1994, and an increase in the average price
of oil by $2.21 per barrel.
LIQUIDITY AND CAPITAL RESOURCES
Major Sources and Uses of Capital Resources
The Company has two principal operating sources of cash: (i) net oil and gas
sales from its oil and gas properties and (ii) net margins earned from gas
gathering and processing operations. In July 1994, the Company entered into the
Second Amended and Restated Credit Agreement (the"Credit Agreement") which
generally provides more favorable terms to the Company than the predecessor
credit facility,
10
<PAGE>
including decreasing the interest rate, extending the maturity date and changing
the Credit Agreement to an unsecured facility.
The Company expects to continue its efforts to acquire additional oil and gas
properties, gas processing plants and gas gathering systems. Future
acquisitions, if any, would necessitate, in most cases, borrowing additional
funds under the Credit Agreement. The ability to borrow such funds is dependent
upon the Company's borrowing base from time to time and the effect upon the
borrowing base of the properties to be acquired.
The Company from time to time solicits bids for selected portions of its
existing oil and natural gas properties which it believes are no longer suitable
for its business strategy. Sales of properties in the past three years have not
been material and no substantial sales of properties are currently under
consideration.
Cash Flows
At June 30, 1995, the Company had cash and cash equivalents aggregating
approximately $4.9 million and working capital of approximately $6.2 million.
Cash provided by operating activities for the six months ended June 30, 1995,
increased to approximately $12.3 million compared to $9.0 million for the
comparable period in 1994 due primarily to an increase in oil production and an
oil price increase. Cash flows used in investing activities increased from $11.2
million for 1994 to $20.3 million for 1995 primarily as a result of increased
development drilling activities in 1995 and the acquisition by Taurus of an
additional interest in one of its plants for $6.5 million. Cash flows provided
by financing activities increased to $6.4 million for the six months ended June
30, 1995 from $2.7 million for 1994 primarily due to an increase in borrowings
to fund the acquisition by Taurus, partially offset by the use of $2.1 million
to repurchase and cancel 371,000 shares of Company common stock.
Anticipated Capital Spending
The Company has development drilling programs designed for all its major
operating areas. The Company has budgeted capital spending of approximately $22
million in 1995, excluding property acquisitions. The Company is not
contractually committed to expend these funds. During the first half of 1995,
the Company incurred approximately $9.5 million of these costs. In addition, the
Company is continuing to evaluate oil and natural gas properties, gas processing
plants and gas gathering systems for future acquisitions.
Second Amended and Restated Credit Agreement
In July 1994, the Company entered into the Credit Agreement increasing the
Credit Agreement to $150 million, subject to borrowing base limitations, based
on the value of the Company's oil and gas properties and its gas gathering and
processing assets, as determined by the lenders from time to time. The Company
is required to pay a facility fee equal to one-quarter of one percent on any
accepted increase in the borrowing base in excess of the previously determined
borrowing base and a commitment fee of three-eighths of one percent per annum on
the unused portion of the borrowing base. The maturity date of the Credit
Agreement was extended to May 31, 1999.
11
<PAGE>
A borrowing base deficiency is created in the event that the outstanding loan
balances exceed the borrowing base as determined by lenders in their sole
discretion. Upon such event, the borrowing base deficiency must be repaid by
mandatory reductions of the loan balances over a period of not more than six
months.
The Credit Agreement is unsecured. The Credit Agreement contains various
restrictive covenants, including limitations on the granting of liens,
restrictions on the issuance of additional debt, requirements to maintain a net
worth of $46.5 million, and to maintain positive working capital, as defined,
and restrictions on the payment of dividends on the Company's capital stock.
Under certain conditions, lenders may request the Company to pledge certain of
its assets to secure the Company's obligations under the Credit Agreement. The
Company anticipates that it will borrow funds under the Credit Agreement to fund
additional acquisitions and development drilling.
In February 1995, the Credit Agreement was amended to increase the notional
amount from $150.0 million to $250.0 million and to increase the borrowing base
from $110.0 million to $135.0 million, with a scheduled reduction to $130.0
million on April 30, 1995. Interest rates under the amendment will range from
NationsBank's prime rate to LIBOR plus 1% to 1 3/8% based on the ratio of
outstanding debt to available borrowing base. Effective August 1, 1995, the
scheduled semi-annual redetermination of the Company's borrowing base under its
credit agreement was completed with the borrowing base set at $130.0 million.
The borrowing base will be reduced to $125.0 million on November 30, 1995. As of
August 1, 1995, approximately $21.0 million was available for borrowing.
CHANGES IN PRICES
Annual average oil and natural gas prices have fluctuated significantly over
the past three years. The Company's weighted average oil price per Bbl during
1994 and at December 31, 1994, was $15.86 and $16.24, respectively. For the six
months ended June 30, 1995, the Company averaged $1.51 per barrel less (net of
an oil hedging price decrease of $.04 per barrel) and $.08 per Mcf less for its
oil and natural gas sales, respectively, than the average NYMEX prices for the
same period. On August 1, 1995, the NYMEX closing price for the near month for
oil and natural gas was $17.70 per barrel and $1.46 per Mcf, respectively.
In March 1995, the Company entered into a swap agreement covering 15,000
barrels of oil per month for April through September 1995 at a strike price of
$19.02 per barrel. In addition, the Company granted the holder an option to
extend this swap for an additional 18 months. The following table sets forth the
barrels and weighted average NYMEX prices hedged under various swap agreements
entered into as of June 30, 1995.
<TABLE>
<CAPTION>
Weighted
Barrels Average
Periods Covered Hedged Price
--------------- ------ -----
<S> <C> <C>
Six months ending December 31, 1995 465,000 $18.76
Year ending December 31, 1996 740,000 $18.79
Year ending December 31, 1997 375,000 $19.02
</TABLE>
12
<PAGE>
The Company has also sold call options covering 25,000 Bbls of oil per month
at an option price of $18.30 per Bbl for the period October 1995 to August 1996,
and at an option price of $20.00 per Bbl for the period from September 1996 to
August 1997. In the event of an significant increase in the future NYMEX oil
prices above the swap price for the periods covered by the swap, the Company may
be required to utilize cash to fund margin accounts.
Pursuant to the loan agreements with Diamond's former primary lender, Diamond
entered into an agreement with a refining and marketing company to sell a fixed
number of barrels attributable to its share of production of liquid hydrocarbons
from certain formerly secured properties at a price of $15.25 per barrel. The
remaining commitment under this agreement at June 30, 1995 was 284,000 barrels.
Diamond also must meet certain production requirements set forth in the
agreement.
13
<PAGE>
PART II - OTHER INFORMATION
Item 5. OTHER EVENTS
------------
CODA ANNOUNCES POSSIBLE ACQUISITION PROPOSAL
Coda Energy, Inc. announced April 29, 1995 that its Chairman and Chief
Executive Officer, Douglas H. Miller, has advised the Company that he is engaged
in forming an investor group, and has entered into discussions with various
parties regarding obtaining financing, for the possible cash acquisition of the
Company. Mr. Miller advised Coda that neither the terms nor the timing of any
such acquisition proposal had been determined at this time. Mr. Miller
indicated, however, that if a proposal were to be made, the acquisition price
would represent a premium to recent trading prices of Coda's common stock. The
Board of Directors of the Company has appointed a Special Committee of outside
directors for the purpose of, among other things, considering any acquisition
proposal. The Special Committee will retain independent legal counsel to advise
it and an independent investment banking firm to evaluate any acquisition
proposal.
Item 6. EXHIBITS AND REPORTS ON FORM 8-K
--------------------------------
(A) Exhibits
11.* Computation of per share data.
27.* Financial data schedule
___________
* Filed herewith
(B) Reports on Form 8-K
Current Report on Form 8-K dated April 26, 1995.
Item 5. Other Events - Coda announces possible acquisition
proposal.
Item 7. Financial statement and Exhibits.
Exhibit 99.1 - Coda Energy Inc. - Press Release dated
April 26, 1995.
14
<PAGE>
Current Report on Form 8-K dated May 2, 1995.
Item 5. Other Events - Coda releases results of First Quarter.
Item 7. Financial Statements and Exhibits.
Exhibit 99.1 - Coda Energy, Inc. - Press Release dated
May 2, 1995.
Current Report on Form 8-K dated May 17, 1995.
Item 5. Other Events - Coda announces acquisition activity.
Item 7. Financial Statements and Exhibits.
Exhibit 99.1 - Coda Energy, Inc. - Press Release dated
May 17, 1995.
- --------------------------------------------------------------------------------
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Company has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
CODA ENERGY, INC.
(Registrant)
By: \s\ Grant W. Henderson
---------------------------------------
Grant W. Henderson
Executive Vice President and
Chief Financial Officer
Date: August 10, 1995
15
<PAGE>
EXHIBIT INDEX
<TABLE>
<CAPTION>
Sequential
Exhibit No. Description of Exhibit Page No.
- ----------- ---------------------- --------
<S> <C> <C>
11.* Computation of per share data.
27.* Financial Data Schedule
</TABLE>
__________
* Filed herewith
<PAGE>
EXHIBIT 11
CODA ENERGY, INC.
COMPUTATION OF PER SHARE DATA
(UNAUDITED)
(in thousands, except per share data)
<TABLE>
<CAPTION>
Three months Ended Six months Ended
June 30 June 30
---------------------- ---------------------
1994 1995 1994 1995
---- ---- ---- ----
<S> <C> <C> <C> <C>
NET INCOME PER COMMON AND COMMON
EQUIVALENT SHARE:
Net income $1,217 $1,814 $1,770 $3,119
Adjustments --- --- --- ---
------ ------ ------ ------
Adjusted net income $1,217 $1,814 $1,770 $3,119
====== ====== ====== ======
Weighted average number of common and common
equivalent shares outstanding 21,091 22,991 20,911 22,952
====== ====== ====== ======
Net income per share $.0577 $.0789 $.0846 $.1359
====== ====== ====== ======
COMPUTATION OF WEIGHTED AVERAGE
NUMBER OF COMMON AND COMMON
EQUIVALENT SHARES OUTSTANDING (DAILY
BASIS):
Weighted average number of common
shares outstanding during period 19,866 22,047 19,870 22,137
Weighted average number of common
stock equivalents outstanding at end of period:
Stock options and warrants 1,225 944 1,041 815
------- ------- ------- -------
21,091 22,991 20,911 22,952
====== ====== ====== ======
</TABLE>
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE INTERIM
FINANCIAL STATEMENTS OF CODA ENERGY, INC. FOR THE QUARTERLY PERIOD ENDED JUNE
30, 1995, AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL
STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> JUN-30-1995
<CASH> $4,914
<SECURITIES> 0
<RECEIVABLES> 11,313
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 17,762
<PP&E> 244,105
<DEPRECIATION> 50,396
<TOTAL-ASSETS> 213,665
<CURRENT-LIABILITIES> 11,571
<BONDS> 112,954
<COMMON> 441
0
0
<OTHER-SE> 75,940
<TOTAL-LIABILITY-AND-EQUITY> 213,665
<SALES> 47,557
<TOTAL-REVENUES> 48,053
<CGS> 14,285
<TOTAL-COSTS> 27,665
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 4,204
<INCOME-PRETAX> 4,877
<INCOME-TAX> 1,758
<INCOME-CONTINUING> 3,119
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 3,119
<EPS-PRIMARY> .14
<EPS-DILUTED> 0
</TABLE>
