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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 Quarter Ended MARCH 31, 1998
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 No. 0-8301
GOLDEN TRIANGLE INDUSTRIES, INC.
(Exact Name of Registrant as Specified in its Charter)
State of Colorado 25-1302097
(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification #)
8504 Sonoma Valley N.E.
Albuquerque, NM 87122
(Address of Principal Executive Offices)
(505) 856-5075
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 [X] Yes [ ] NO
582,473 Shares, Common Stock, $.001 Par Value
Number of shares outstanding of each of the issuer's classes
of common stock, as of March 31, 1998
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
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GOLDEN TRIANGLE INDUSTRIES, INC.
CONSOLIDATED BALANCE SHEETS
March 31 December 31
1998 1997
(Unaudited)
---------- ----------
ASSETS
CURRENT ASSETS
Cash $ 244,707 $ 95,648
Accounts receivable - trade 952,521 741,380
Accounts receivable - other 69,417 87,805
Amounts receivable - officers 21,201 20,000
Inventory 212,981 199,627
Marketable securities 58,624 83,579
Prepaid expenses 15,774 24,969
---------- ----------
Total Current Assets 1,575,225 1,253,008
PROPERTY AND EQUIPMENT 6,774,522 6,645,320
Accumulated depreciation, depletion
and amortization (1,771,726) (1,664,197)
---------- ----------
Net Property and Equipment 5,002,796 4,981,123
OTHER ASSETS
Notes receivable - long term 270,259 275,129
Advances to related parties 67,684 79,091
Deferred tax assets 173,555 184,000
Other 23,533 24,501
---------- ----------
Total Other Assets 535,031 562,721
---------- ----------
TOTAL ASSETS $7,113,052 $6,796,852
========== ==========
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable $ 93,696 $ 76,586
Accrued expenses 106,706 18,146
Line of credit 70,000 76,000
---------- ----------
Total Current Liabilities 270,402 170,732
STOCKHOLDERS' EQUITY
Preferred stock, $.10 par value (1,000,000
authorized)
Series A (3,371 outstanding) 337 337
Series B (53,903 outstanding) 5,390 5,390
Common stock, $.001 par value (100,000,000
shares authorized; 582,473 and 580,398
outstanding) 582 580
Additional paid-in capital 7,377,959 7,350,571
Unrealized (loss) on marketable securities (30,814) (31,437)
Accumulated deficit (510,804) (699,321)
---------- ----------
Total Shareholders' Equity 6,842,650 6,626,120
---------- ----------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $7,113,052 $6,796,852
========== ==========
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GOLDEN TRIANGLE INDUSTRIES, INC.
CONSOLIDATED INCOME STATEMENTS
(Unaudited)
Three Months Ended March 31
1998 1997
---------- ----------
OPERATING REVENUES
Oil field service revenues $ 431,946 $ 627,398
Oil reclamation revenues 215,582 -
Oil and gas production 112,570 135,500
Rental 207,792 -
Miscellaneous 27,381 15
---------- ----------
Total Operating Revenues 995,271 762,913
---------- ----------
COST OF REVENUES
Skim oil purchases 161,831 -
Australian marketing costs 31,150 35,860
Direct materials and supplies 58,717 47,977
Lease costs 29,767 49,716
Other 18,556 26,234
Depreciation, depletion and amortization 120,424 109,210
---------- ----------
Total Costs of Revenues 420,445 268,997
---------- ----------
GROSS PROFIT 574,826 493,916
OPERATING EXPENSES 337,453 191,290
---------- ----------
INCOME FROM OPERATIONS 237,373 302,626
OTHER INCOME/(EXPENSES)
Interest and dividend income 8,832 8,633
Interest expense (372) -
Transfer fees 2,775 1,160
Gain on sale of securities 36,979 7,887
---------- ----------
INCOME BEFORE INCOME TAXES 285,587 320,306
Income taxes 97,070 167,627
---------- ----------
NET INCOME $ 188,517 $ 152,679
BASIC EARNINGS PER COMMON SHARE $ 0.32 $ 0.27
========== ==========
DILUTED EARNINGS PER COMMON SHARE 0.31 0.26
========== ==========
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GOLDEN TRIANGLE INDUSTRIES, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
Increase/(Decrease) in Cash and Cash Equivalents
(Unaudited)
Three Months Ended March 31
1998 1997
---------- ----------
CASH FLOWS FROM OPERATING ACTIVITIES
Net income $ 188,517 $ 152,679
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation, depletion and amortization 120,424 109,210
(Gain) on sale of securities (36,979) (7,884)
(Increase) in receivables (211,396) (292,137)
(Increase) in inventory (13,354) -
Decrease in prepaid expenses and other 17,914 643
Increase in trade accounts payable 17,110 4,448
Increase in accrued expenses 88,560 117,635
---------- ----------
NET CASH PROVIDED BY OPERATING ACTIVITIES 170,796 84,594
---------- ----------
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of property and equipment (105,689) (108,854)
Purchase of marketable securities (74,482) (51,108)
Proceeds from sale of securities 137,040 50,890
---------- ----------
NET CASH USED IN INVESTING ACTIVITIES (43,131) (109,072)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issuing stock 27,394 44,768
Retirement of stock - (100,687)
Borrowing under line of credit 70,000 -
Repayments on line of credit (76,000) -
---------- ----------
NET CASH PROVIDED/(USED) IN FINANCING
ACTIVITIES 21,394 (55,919)
---------- ----------
NET INCREASE/(DECREASE) IN CASH 149,059 (80,397)
CASH AT BEGINNING OF YEAR 95,648 298,521
---------- ----------
CASH AT END OF PERIOD $ 244,707 $ 218,124
========== ==========
Supplemental Disclosures - Non-cash Investing and Financing Transactions
Cash paid for interest $ 372 $ -
Cash paid for income taxes 19,043 25,000
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<PAGE
GOLDEN TRIANGLE INDUSTRIES, INC.
SELECTED INFORMATION FOR CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
March 31, 1998
NOTE 1: BASIS OF PRESENTATION
The accompanying unaudited financial statements have been prepared in
accordance with generally accepted accounting principles for interim financial
information and with instructions to Form 10-01 of Regulation S-X. They do
not include all information and footnotes required by generally accepted
accounting principles for complete financial statements. However, except as
disclosed herein, there has been no material change in the information
included in the Company's Annual Report on Form 10-K for the year ended
December 31, 1997. In the opinion of Management, all adjustments (consisting
of normal recurring accruals) considered necessary for a fair presenta tion
have been included. Operating results for the three month period ended March
31, 1998, are not necessarily indicative of the results that may be expected
for the year ending December 31, 1998.
NOTE 2: SALE OF PROPERTY AND ACQUISITION OF PROPERTY
During June 1997, the Company sold its Amando salt water disposal facility and
all related fixtures and equipment and purchased a 2881.8 acre property near
Houston, Texas. The Company has continued to purchase additional equipment
related to the business being carried on from the ranch.
These transactions have changed the mix of available revenue sources when
comparing the first quarters of the two years. The Amando facility
contributed a significant amount of salt water disposal revenues during 1997.
During 1998, the other South Texas disposal facilities and a new facility near
the Altair Ranch have not realized revenues sufficient to overcome the
decrease from the sale of the Amando facility. However, operations from the
Altair ranch have generated rental income, income from the sale of reclaimed
skim oil, and other revenues which have exceeded the Amando revenues of 1997.
NOTE 3: PROCEEDS FROM ISSUING STOCK
The Company has issued 2,065 common shares under its Dividend Reinvestment
Plan during 1998 for proceeds of $26,740.
NOTE 4: GAIN ON SALES OF MARKETABLE SECURITIES
During the first quarter of 1998, the Company was a beneficiary of efforts to
revive a publicly traded entity which the Company had invested in during the
early 1980s. The investment had been written off in the late 1980s as being
worthless. This entity has been revived by third parties and the Company was
able to sell its holdings for $36,721.
NOTE 5: WARRANTS ISSUED
During March 1998, the Company registered 200,000 warrants (and underlying
common shares) for issuance to existing stockholders. This effort was
designed to offer existing stockholders the opportunity to increase their
holdings in the Company based on one warrant for each four shares held. There
is no market for these warrants. The warrants can be exchanged for registered
common shares on a one for one basis. The exercise price of the warrants is
$11.8125. At this time the Company is unable to determine the final number of
common shares to be issued or the total proceeds resulting of this offering.
NOTE 6: EARNINGS PER SHARE
The following table sets forth the computation of basic and diluted earnings
per common share (EPS) for the periods indicated.
Three Months Ended March 31
1998 1997
Numerator:
Net income $ 188,517 $ 152,679
Less preferred stock dividends - -
---------- ----------
Numerator for basic EPS 188,517 152,679
Effect of dilutive preferred stock
dividends - -
---------- ----------
Numerator for diluted EPS $ 188,517 $ 152,679
========== ==========
Denominator:
Basic weighted average shares
outstanding 580,429 555,390
Convertible preferred shares 33,710 33,710
---------- ----------
Denominator for diluted EPS 614,139 589,100
========== ==========
Basic EPS $ 0.32 $ 0.27
========== ==========
Diluted EPS 0.31 0.26
========== ==========
The denominator for diluted EPS does not include any estimate of the number of
shares to be issued under the warrants offering described above. If all of
the warrants were exercised, the shares outstanding would be increased by
200,000 shares.
NOTE 7: SUBSEQUENT EVENTS
Subsequent to March 31, 1998, the Company has contributed approximately
$100,000 to a project to take an oil and gas lease on an area which is
believed to be a significant drilling prospect. For its investment, the
Company owns approximately 15% of the project. It is anticipated that the
prospect will be sold or farmed out to third parties for drilling and
development. However, the project owners have the option to elect to drill on
the prospect themselves. Should the project owners elect to drill on the
prospect, the Company will be required to reduce its ownership, pay its share
of drilling costs, or sell its interest.
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ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS.
During the first quarter of 1998, the Company has begun to realize significant
revenues from the potential that was seen when the Altair Ranch was acquired
in 1997. New business activity developed as a direct result of having
established a presence in the area includes rental of ranch facilities and
heavy equipment, establishment of an oil reclamation facility, and the
development of a new salt water disposal facility near El Campo, Texas. The
Company has also seen some rebound in its revenues from existing South Texas
disposal facilities over the fourth quarter of 1997.
With activities begun during the last half of 19971having been fairly well
established and contributing to revenues, management expects the Company to
see further improvements in revenues and net income as the year progresses.
LIQUIDITY AND CAPITAL RESOURCES
Management is pleased to report an increase of $316,200 in total assets of the
Company during the first quarter to $7,113,052 on March 31, 1998, from
$6,796,862 on December 31, 1997. The increase is shown in a rise in cash
balances and accounts receivable augmented by the addition of equipment.
Equipment additions consisted primarily of the purchase of two trucks and the
further development of the skim oil facilities and the new disposal facility
at El Campo. These asset additions are further developments of the business
opportunities arising out of the purchase of the Altair Ranch during 1997.
Current assets were up when comparing March 31, 1998 to both December 31, 1997
and March 31, 1997. Current assets increased during the first quarter because
of increased cash generated by the new Altair Ranch operations. Accounts
receivable has increased primarily due to the increased activities. (The
Company does a high percent age of this business with TransTexas Gas
Corporation as discussed below.) Current liabilities were reduced when
comparing the current balances to the balances at the end of the same quarter
in 1997, but were up when compared to balances at December 31, 1997. The
increase during the current quarter is due primarily to an increase in accrued
income taxes. The ratio of current assets to current liabilities represents
the Company's liquidity. The liquidity ratio at March 31, 1998 was 5.83:1
compared to 7.34:1 at December 31, 1997 and 4.02:1 at March 31, 1997. It is
important to note that the Company has no long-term bank debt and that its
property and equipment are free from liens.
The Company's oil field services and rental revenues are derived largely from
TransTexas Gas Corporation. (Business with TransTexas represented 45% of the
Company's total revenues during the first quarter of 1998.) The Company has
not experienced any significant problems ultimately collecting its receivables
from TransTexas and believes that these obligations will continue to be paid
as they have in the past. It is expected that the volume of activity and
receivables from TransTexas will continue to be significant. Should
TransTexas become unable to pay its bills, the Company's related assets and
earnings would be adversely impacted. Subject to this consider ation, the
Company is not aware of any trends or demands that would be likely to reduce
its ability to continue its relationship with TransTexas. Management believes
that the Company would be able to generate sufficient cash flow to meet its
obligations should such adversity occur.
During March 1998, the Company issued warrants to existing stockholders to
allow them to expand their holdings through the purchase of additional shares
of the Company's unissued common stock. No estimate can be made as to the
amount of funds that this offering might bring to the Company. It is
anticipated that most of the funds raised through this offering will be
utilized in further development of resources and opportunities available from
the Altair Ranch.
RESULTS OF OPERATIONS
A large portion of the basic start-up operations were completed on the Altair
Ranch during the last half of 1997 with a favorable impact on revenues
reflected in the first quarter of 1998. Management reports total operating
revenues of $995,271 for the first quarter of 1998, which is a significant
increase of $232,358 over the first quarter of 1997. This considerable
increase is primarily attributable to the Company's new leasing and oil
reclamation oil operations at the Altair Ranch. The Company received income
from the trucking and equipment services consisting of equipment moving,
vacuum truck services, oil transportation, and pad construction. In addition,
portions of the ranch were leased out as "lay-down yards" where drilling
companies and operators could store their equipment.
Costs of revenues increased when comparing the first quarter of 1998 to the
first quarter of 1997 primarily because of the skim oil purchases at the
Company's skim oil reclamation plant. Salt water for disposal contains
residual amounts of oil which can be skimmed and sold to refineries. In
addition to skimming the oil from the salt water brought to the Company's own
salt water disposal facilities, the Company has been purchasing oil generated
from operators of other salt water disposal facilities. Gross margin from oil
reclamation is approximately $4 per barrel, excluding transportation costs.
With the increased revenues discussed above, the Company's gross profit was
$574,826 for the quarter ended March 31, 1998 compared to $493,916 for the
same period in 1997.
Total operating expenses increased when comparing the first quarter of 1998 to
the first quarter of 1997. Expenses rose in most categories, but the largest
increases were in the categories of personnel costs and professional fees.
Personnel costs increased as additional employees were hired for the expanding
activities at the Altair Ranch. Because of the higher operating expenses,
income from operations was lower for the quarter ended March 31, 1998 than in
the quarter ended March 31, 1997.
The Company's net income and earnings per share for the current quarter were
$188,517 and $0.32, an increase of $35,838 and $0.05 over the same period in
1997 ($152,679 and $0.27). This improvement is primarily attributable to
increased revenues as a result of the development of new activities from the
Altair Ranch.
Cash flows from operations increased during the first quarter of 1998 over the
first quarter of 1997 largely due to increased revenues and increased accounts
payable. The Company used its cash flows from operations and DRP proceeds to
acquire additional equipment for the operations based out of the Altair Ranch.
DISCLOSURE REGARDING FORWARD-LOOKING STATEMENTS
Where this Form 10-Q includes "forward-looking" statements within the meaning
of Section 27A of the Securities Act, the Company desires to take advantage of
the "safe harbor" provisions thereof. Therefore, the Company is including
this statement for the express purpose of availing itself of the protections
of such safe harbor provisions with respect to all of such forward-looking
statements. The forward-looking statements in this Form 10-Q reflect the
Company's current views with respect to future events and financial
performance. These forward-looking statements are subject to certain risks
and uncertainties that could cause actual results to differ from those
anticipated. In this Form 10-Q, the words "anticipates," "believes,
"expects," "intends," "future" and similar expressions identify
forward-looking statements. The Company undertakes no obligation to publicly
revise these forward-looking statements to reflect events or circumstances
that may arise after the date hereof. All subsequent written and oral
forward-looking statements attributable to the Company or persons acting on
its behalf are expressly qualified in their entirety by this section.
YEAR 2000
The Company has conducted a comprehensive review of its computer systems to
identify the systems that could be affected by the "Year 2000" issue. The
"Year 2000" problem is the result of computer programs being written using two
digits rather than four to define the applicable year. Any programs that have
time-sensitive software may recognize a date using "00" as the year 1900
rather than the year 2000. This could result in a major system failure or
miscalculations. The Company believes that all of its software and equipment
are "Year 2000" compliant and that this problem will have no affect on the
Company's internal operations. Should companies with which the Company does
business suffer significant problems within their systems, an adverse impact
could be incurred by the Company. However, the Company has no way of
anticipating or controlling such failure on the part of its customers.
RECENT ACCOUNTING PRONOUNCEMENTS
In June 1997, the Financial Accounting Standards Board (FASB) issued SFAS No.
130, "Reporting Comprehen sive Income" which establishes standards for
reporting and display of comprehensive income, its components and accumulated
balances. Among other disclosures, SFAS 130 requires that all items that are
required to be recognized under current accounting standards as components of
comprehensive income be reported in a financial statement that is displayed
with the same prominence as other financial statements.
Also, in June 1997, FASB issued SFAS No. 131, "Disclosures about Segments of
an Enterprise and Related Information." SFAS 131 establishes standards for
the way that public companies report information about operating segments in
annual financial statements and requires reporting of selected information
about operating segments in interim financial statements issued to the public.
It also establishes standards for disclosure regarding products and services,
geographic areas and major customers.
Both SFAS 130 and 131 are effective for financial statements for periods
beginning after December 15, 1997 and require comparative information for
earlier years to be restated. Because of the recent issuance of these
standards, management has been unable to fully evaluate the impact, if any,
they may have on future financial statement disclosures. Results of
operations and financial position, however, will be unaffected by
implementation of these standards.
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PART II: OTHER INFORMATION
ITEM 6: EXHIBITS AND REPORTS ON FORM 8-K
a. Exhibits
Exhibit 27. Financial Data Schedule
b. Reports on Form 8-K
None
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to
be signed on its behalf by the undersigned hereunto duly authorized.
GOLDEN TRIANGLE INDUSTRIES, INC.
May 14, 1998 /s/ Shawna Owens
Shawna Owens, Treasurer
May 14, 1998 /s/ Robert B. Early
Robert B. Early
Chief Financial Officer
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<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the
financial statements of Golden Triangle Industries, Inc. for the period
ended SEPTEMBER 30, 1997, and is qualified in its entirety by reference to
such financial statements.
</LEGEND>
<CIK> 0000042284
<NAME> GOLDEN TRIANGLE INDUSTRIES, INC.
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