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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, 1999
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 #)
6314 Aspen Cove Court Sugar Land, TX 77479
(Address of Principal Executive Offices) (Zip Code)
(281) 565-7300
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
Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date.
There were 614,401 Shares, Common Stock, $.001 Par Value June 30, 1999
1
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INDEX
Page
Part I. Financial Information
Item 1. Financial Statements . . . . . . . . . . . . . 3
Item 2. Management's Discussion and Analysis . . . . . 8
Part II: Other information
Item 6: Exhibits and Reports on Form 8-K . . . . . . . 13
Signatures . . . . . . . . . . . . . . . . . . . . . . . . . 13
2
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PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
GOLDEN TRIANGLE INDUSTRIES, INC.
CONSOLIDATED BALANCE SHEETS
June 30 December 31
1999 1998
(Unaudited)
---------- ----------
ASSETS
CURRENT ASSETS
Cash $ 11,280 $ 160,204
Accounts receivable - trade 1,321,991 1,307,042
Accounts receivable - other 42,913 33,977
Amounts receivable - officers 30,000 27,247
Inventory 241,998 199,296
Marketable securities 63,310 47,694
Prepaid expenses 13,500 13,500
---------- ----------
Total Current Assets 1,724,992 1,788,960
---------- ----------
PROPERTY AND EQUIPMENT 7,586,002 7,104,354
Accumulated depreciation, depletion
and amortization (2,368,475) (2,133,069)
---------- ----------
Net Property and Equipment 5,217,527 4,971,285
---------- ----------
OTHER ASSETS
Notes receivable - long term 304,831 305,588
Advances to related parties 93,011 185,209
Deferred tax assets 57,339 38,000
Other 20,810 20,632
---------- ----------
Total Other Assets 475,991 549,429
---------- ----------
TOTAL ASSETS $7,418,510 $7,309,674
========== ==========
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable $ 161,014 $ 50,535
Accrued expenses 31,179 73,239
Line of credit 266,200 171,200
Current portion of long term debt 10,208 -
---------- ----------
Total Current Liabilities 468,601 294,974
Long Term Debt (net of current portion) 289,792 -
---------- ----------
Total Liabilities 758,393 294,974
---------- ----------
STOCKHOLDERS' EQUITY
Preferred stock, $.10 par value
(1,000,000 authorized)
Class A (3,374 outstanding) 337 337
Class B (52,666 and 52,941 outstanding) 5,267 5,294
Common stock, $.001 par value
(100,000,000 shares authorized; 614,401
and 605,398 outstanding) 614 605
Additional paid-in capital 7,550,116 7,514,575
Unrealized (loss) on marketable
securities (79,553) (72,260)
Accumulated deficit (816,664) (433,851)
---------- ----------
Total Stockholders' Equity 6,660,117 7,014,700
---------- ----------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $7,418,510 $7,309,674
========== ==========
See accompanying selected information.
3
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GOLDEN TRIANGLE INDUSTRIES, INC.
CONSOLIDATED INCOME STATEMENTS
Three and Six Months Ended June 30, 1999 and 1998
(Unaudited)
Three Months Six Months
1999 1998 1999 1998
---------- ---------- ---------- ----------
OPERATING REVENUES
Disposal & service fees $ 201,950 $ 630,003 $ 387,950 $1,297,122
Oil reclamation, sand and
water sales 364,876 151,929 543,293 367,511
Oil and gas production 39,213 50,882 89,562 163,452
Gain on sale of operating
assets - - 16,500 -
Miscellaneous - 405 150 405
---------- ---------- ---------- ----------
Total Operating Revenues 606,039 833,219 1,037,455 1,828,490
---------- ---------- ---------- ----------
COST OF REVENUES
Skim oil purchases 200,261 105,348 277,941 267,179
Australian marketing costs 16,738 23,299 21,884 54,449
Production expenses and taxes 918 395 2,258 2,622
Contract services 12,681 15,934 19,838 23,718
Materials and supplies 80,135 59,931 145,773 118,648
Lease costs 25,435 24,047 43,430 53,814
Utilities 14,776 7,990 31,430 16,535
Depreciation, depletion and
amortization 117,145 117,325 237,341 237,749
---------- ---------- ---------- ----------
Total Costs of Revenues 468,089 354,269 779,895 774,714
---------- ---------- ---------- ----------
GROSS PROFIT 137,950 478,950 257,560 1,053,776
SELLING AND ADMINISTRATIVE
EXPENSES 319,569 333,647 695,444 671,100
---------- ---------- ---------- ----------
INCOME/(LOSS) FROM OPERATIONS (181,619) 145,303 (437,884) 382,676
OTHER INCOME/(EXPENSES)
Interest and dividend income 3,970 8,408 7,392 17,240
Interest expense (6,384) (4,096) (11,986) (4,468)
Transfer fees 2,148 2,732 4,323 5,507
Gain/(loss) on sale of assets - 1,799 - 38,778
---------- ---------- ---------- ----------
INCOME/(LOSS) BEFORE INCOME
TAXES (181,885) 154,146 (438,155) 439,733
Australian income taxes 4,521 3,963 14,253 23,456
Income taxes-federal and state 1,000 43,918 2,000 111,049
Deferred income taxes (59,505) 5,720 (71,595) 16,166
---------- ---------- ---------- ----------
NET INCOME/(LOSS) $ (127,901) $ 100,545 $ (382,813) $ 289,062
Other comprehensive income
(net of tax):
Unrealized gains/(losses)
on securities (2,904) (6,774) (7,293) (6,151)
---------- ---------- ---------- ----------
COMPREHENSIVE INCOME $ (130,805) $ 93,771 $ (390,106) $ 282,911
========== ========== ========== ==========
Basic Earnings per Common Share $ (0.21) $ 0.17 $ (0.63) $ 0.50
========== ========== ========== ==========
Diluted Earnings per Common
Share (0.20) 0.16 (0.59) 0.47
========== ========== ========== ==========
See accompanying selected information.
4
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GOLDEN TRIANGLE INDUSTRIES, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
Increase/(Decrease) in Cash and Cash Equivalents
(Unaudited)
Six Months Ended June 30
1999 1998
---------- ----------
CASH FLOWS FROM OPERATING ACTIVITIES
Net income/(loss) $ (382,813) $ 289,062
Adjustments to reconcile net
income to net cash provided by
operating activities:
Depreciation, depletion and
amortization 237,341 237,749
(Gain) on sale of assets and
securities (16,500) (38,778)
Allowance for bad debts adjustment 115,257 -
Stock issued for services - 187
Receivables (138,385) (500,152)
Inventory (42,702) (29,903)
Amounts due from/to related parties - 15,478
Other assets - 11,469
Accounts payable 68,419 24,342
Accrued and deferred taxes (31,046) 125,860
---------- ----------
NET CASH PROVIDED/(USED) BY OPERATING
ACTIVITIES (190,429) 135,314
---------- ----------
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of property and equipment (481,648) (364,024)
Purchase of marketable securities (11,203) (74,482)
Investment in subsidiaries (2,112) -
Proceeds from sale of assets 16,500 174,796
---------- ----------
NET CASH USED IN INVESTING ACTIVITIES (478,463) (263,710)
---------- ----------
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issuing stock 35,523 122,736
Loan to related parties (8,347) -
Loans from related parties 70,395 -
Repayment from related parties 27,397 -
Borrowing under line of credit 95,000 171,200
Repayments on line of credit - (76,000)
Long -term debt 300,000 -
---------- ----------
NET CASH PROVIDED BY FINANCING ACTIVITIES 519,698 217,936
---------- ----------
Increase/(Decrease) in Cash (148,924) 89,540
Cash at Beginning of Year 160,204 95,648
---------- ----------
CASH AT END OF PERIOD $ 11,280 $ 185,188
========== ==========
Supplemental Disclosures - Non-cash Investing and Financing Transactions
Cash paid for interest $ 11,986 $ 4,468
Cash paid for income taxes - 39,393
Stock issued for fixed assets - 11,000
Stock issued for services - 187
See accompanying selected information.
5
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GOLDEN TRIANGLE INDUSTRIES, INC.
SELECTED INFORMATION FOR CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
June 30, 1999
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, 1998. In the opinion
of Management, all adjustments (consisting of normal recurring accruals)
considered necessary for a fair presentation have been included.
Operating results for the six month period ended June 30, 1999, are not
necessarily indicative of the results that may be expected for the year
ending December 31, 1999.
NOTE 2: TRANSTEXAS GAS CORPORATION BANKRUPTCY
On April 19, 1999, TransTexas Gas Corporation, the Company's largest
customer, filed a Voluntary Petition in the State of Delaware for Order
and Relief under Chapter 11 of Title 11 of the United States Bankruptcy
Code. TransTexas is currently operating as a debtor in possession. As
such, the management of TransTexas is operating on its own under the
oversight of the bankruptcy court. TransTexas has filed its plan of
restructuring and is waiting for approval from the court in order to
begin implementation. The plan, as filed, provides for a payout of all
outstanding vendor debt over an estimated eighteen month period.
However, there is no assurance that this plan will be approved by the
bankruptcy court. The Company is an unsecured creditor in this
bankruptcy.
At March 31, 1999, TransTexas owed the Company $1,114,427. The Company
has recorded a charge of $115,257 against income during the first quarter
of 1999 by establishing a valuation allowance against this receivable.
This valuation allowance is a discount based on the possibility that
TransTexas will repay the balance owed over an eighteen month period
beginning in September 1999. Due to the nature of bankruptcy, it is
possible that the Company will not be able to collect any of its
receivables from TransTexas. The Company intends to monitor this
situation carefully and will adjust the valuation allowance as needed to
reflect its assessment of the value of its receivable.
At the present time, the Company is continuing to provide services to
TransTexas on what is effectively a C.O.D. basis. Some jobs are prepaid,
while others are paid upon completion.
NOTE 3: STOCK TRANSACTIONS
The Company has issued 6,253 common shares under its Dividend
Reinvestment Plan during 1999 for proceeds totaling $35,523.
The Company has also accepted the reconversion of 275 shares of Class B
preferred into 2,750 common shares on the basis of ten common shares for
each Class B preferred share tendered.
6
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NOTE 4: PURCHASE OF FIXED ASSETS AND INVESTMENTS
During March 1999, the Company acquired a 2.5% overriding royalty
interest in Australian concession ATP 636P from Strategic Consulting,
Inc. for $25,000. This purchase included an agreement by Strategic to
assign a 1% overriding royalty interest in successful applications by
Strategic to obtain a specific list of Australian concessions. ATP 636P
is a non-producing prospect covering approximately 640,000 acres south of
Eromanga, Queensland, Australia. The other Australian concession areas
that Strategic has applied for lie in Queensland, in South Australia, and
offshore in Victoria.
During March 1999, the Company entered into a contract to purchase a one-
half interest in a 1,062 acre property with existing sand and gravel
excavation activities. The Company's president has taken the remaining
one-half interest. The purchase of the Company's interest was $400,000.
Of this $300,000 consisted of a promissory note to the seller. The
effective date of the purchase was April 16, 1999 with prorations of
existing contracts and revenues based on such date. This property will
expand the Company's sand and gravel sales.
The Company was to pay half of a $100,000 earnest money deposit on this
contract. However, due to a cash shortfall, the Company's president paid
$45,000 of the Company's portion of the deposit. The $300,000 note bears
interest at 7.5% per annum, with payments to begin January 15, 2000 and
run semiannually thereafter for 10 years.
NOTE 5: COMPREHENSIVE INCOME
Other comprehensive income is comprised of unrealized gains/losses on
marketable securities. Changes in unrealized gains/losses on marketable
securities for 1999 are as follows:
Balance at December 31, 1998 $ (72,260)
Change during 1999 (7,293)
----------
Current balance $ (79,553)
==========
NOTE 6: EARNINGS PER SHARE
The following table sets forth the computation of basic and diluted
earnings per common share (EPS) for the three and six months ended June
30, 1999 and 1998 as indicated.
Three Months Six Months
1999 1998 1999 1998
---------- --------- ---------- ----------
Numerator:
Net income $ (127,901) $ 100,545 $ (382,813) $ 289,062
Less preferred stock dividends - - - -
---------- --------- ---------- ----------
Numerator for basic EPS (127,901) 100,545 (382,813) 289,062
Effect of dilutive preferred
stock dividends - - - -
---------- --------- ---------- ----------
Numerator for diluted EPS $ (127,901) $ 100,545 $ (382,813) $ 289,062
========== ========= ========== ==========
Denominator:
Basic weighted average
shares outstanding 610,332 586,425 608,371 583,443
Convertible preferred
shares (1) - 33,740 - 33,740
---------- --------- ---------- ----------
Denominator for diluted EPS 610,332 620,165 608,371 617,183
========== ========= ========== ==========
Basic EPS $ (0.21) $ 0.17 $ (0.63) $ 0.50
Diluted EPS (0.21) 0.16 (0.63) 0.47
(1) Convertible preferred shares of 60,152 were determined to be anti-
dilutive during 1999.
7
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NOTE 7: SEGMENT AND GEOGRAPHICAL DATA
Six Months Ended June 30,
1999 1998
---------- ----------
Segment Data:
Revenues:
Oil field rentals and services $ 387,950 $1,297,122
Oil reclamation and other sales 543,293 367,511
Oil and gas 89,562 163,452
Other 16,650 405
---------- ----------
Totals $1,037,455 $1,828,490
========== ==========
Operating profit:
Oil field rentals and services $ (615,733) $ 453,309
Oil reclamation and other sales 167,802 (94,194)
Oil and gas (6,603) 23,156
Other 16,650 405
---------- ----------
Totals (437,884) 382,676
Other income and expense (271) 57,057
---------- ----------
Income before income taxes $ (438,155) $ 439,733
========== ==========
Geographical Data:
Revenues:
United States $ 966,964 $1,696,286
Australia 69,021 129,417
Canada 1,470 2,787
---------- ----------
Totals $1,037,455 $1,828,490
========== ==========
Operating profit:
United States $ (475,482) $ 284,926
Australia 37,098 96,395
Canada 500 1,356
---------- ----------
Totals (437,884) 382,677
Other income and expense (271) 57,057
---------- ----------
Income before income taxes $ (438,155) $ 439,734
========== ==========
8
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Item 2: Management's Discussion and Analysis of Financial Condition and
Results of Operations.
During the first six months of 1999, the Company has seen the effects of
the downturn in the prices of oil and gas which began during 1998. The
fall of oil prices to approximately 50% of previous prices directly
effected the Company's oil and gas revenues and rippled down the line
from oil and gas producers to the Company's service businesses during the
first quarter of 1999. The ripple effect of the decline in oil and gas
prices hurt the salt water disposal business, the other oil field
services, and the oil reclamation business. During the second quarter,
oil and gas prices began to recover, but, as in the delay of the downturn's
effects, the oil service business recovery will trail the oil and gas price
recovery. The Company also felt the effects of the bankruptcy of TransTexas
Gas Company, its largest customer. TransTexas filed a Voluntary Bankruptcy
petition under Chapter 11 of the U.S. Bankruptcy Code on April 19, 1999,
largely due to the decline in oil and gas prices. As a result of this
filing, the Company recognized a valuation adjustment against its
receivables from TransTexas of $115,257 in its 1999 first quarter financial
statements. Sand and gravel sales increased during the first six months as
the contract to sell sand and gravel off the Altair property was implemented.
During the second quarter, the Company and its President closed on a 1,062
acre property with additional sand and gravel sales as discussed below.
As mentioned above, oil and gas prices began to rebound during April 1999.
Management has seen increased activity in the oil field since March and
expects to see improvement in all of its businesses as producers begin to
recover from the disastrously low prices for oil and gas. Although
TransTexas filed for bankruptcy, the Company has continued to provide
services to them on a C.O.D. basis.
LIQUIDITY AND CAPITAL RESOURCES
Management has reported total assets of $7,418,510 at June 30, 1999, an
increase of $108,836 from the $7,309,674 total at December 31, 1998 and
an increase of $239,977 over total assets at March 31, 1999. The
increase over December is largely a net effect of the purchase of the
new land and the write-down taken due to TransTexas' bankruptcy. The
increase in the current quarter is primarily due to the purchase of the
Wright property.
Current assets were also down slightly when comparing June 30, 1999 to
both December 31, 1998 and June 30, 1998. Current assets decreased
mostly because of the write-down against the TransTexas receivable and
because of the reduced cash flow due to reduced operating revenues.
Current liabilities were up significantly when comparing the current
balances to the balances at December 31, 1998 but only up some from
June 30, 1998. The increase is to some extent a seasonal occurrence when
you look back over the last three years. However, it was impacted in the
current year by the decrease in cash flows from operations. The Company
has drawn an additional $95,000 under the Company's lines of credit with
the Bank of New Mexico and the Bank of Albuquerque. The borrowings under
the existing lines of credit were largely used to fund the acquisition of
an overriding royalty interest in a new Australian prospect during the
first quarter and to provide the down payment for the acquisition of the
Wright property which has existing sand and gravel excavation activity
(discussed further below). It is important to note that the Company has
no long-term bank debt and that its property and equipment are free from
liens with the exception of the Wright property, which is subject to a
purchase money mortgage held by the seller.
9
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Historically, the Company's oil field services and rental revenues have
been derived largely from TransTexas Gas Corporation. (Business with
TransTexas represented 44% of the Company's total revenues during the
year ended December 31, 1998.) During the first six months of 1999,
business with TransTexas declined to only 15% of operating revenues.
This decline was largely due to the decline in oil and gas prices and the
resulting reduction in cash available for development and service work
which led to a bankruptcy filing by TransTexas. Additionally, TransTexas
did not make any significant reduction in the amount that it owed the
Company. Gross receivables from TransTexas totaled $1,114,427 at March
31, 1999 and $939,747 at June 30, 1999. As mentioned above, TransTexas
filed a Voluntary Petition in the State of Delaware for Order and Relief
under Chapter 11 of Title 11 of the United States Bankruptcy Code.
Obviously, this action casts doubt on the collectability of the
receivable from TransTexas. Management has analyzed the situation and
has determined that available information indicates that the Company
should be able to ultimately collect the bulk of its receivables from
TransTexas. However, collection is expected to take some time.
TransTexas has filed its restructuring plan with the bankruptcy court.
The plan calls for a payout of unsecured creditor's claims over an
estimated eighteen month period beginning later in 1999. At the present
time, the plan has not been approved by the court and the next hearing is
not scheduled until late September. In recognition of a prolonged period
to collect these receivables, the Company has recognized the valuation
allowance presented above. Should TransTexas change its plan or have it
changed by the bankruptcy court, or should it become unable to pay, the
Company's related assets and earnings would be adversely impacted. At
present, the information available to the Company has not indicated that
the restructuring plan it has heard from TransTexas is unfeasible or that
TransTexas will not be able to meet the requirements of the plan.
Management believes that the Company will be able to generate sufficient
cash flow to meet its obligations regardless of whether or not it is able
to collect its receivables from TransTexas.
Subsequent to TransTexas' bankruptcy filing, the Company has continued
services being provided to TransTexas and increased them over those
provided in the first quarter of 1999. This is largely due to improved
oil and gas prices and to efforts by TransTexas to restart its drilling
operations. These services are being provided on a "pay as you go" basis
under which some services are prepaid while others are paid upon
completion.
During March 1999, the Company entered into a contract to purchase one-
half of a 1,062 acre property near the Altair property, to be known as
the Wright property, in conjunction with the Company's President. This
property has an ongoing sand and gravel excavation operation. The
Company closed on this purchase in early May with an April 16 effective
date. The Company's portion of the purchase of this property called for
a $100,000 down payment and the issuance of a note payable to the seller
for $300,000. This note is to be repaid over 10 years. Because of cash
shortage by the Company, the Company's President paid $45,000 of the
Company's portion of the down payment. Repayment or settlement of this
loan is to be worked out in the future.
Although this property has had ongoing excavation activity for a number
of years, it still contains significant recoverable quantities of sand
and gravel. The property also is the site of a facility for separating
and cleaning the sand and gravel for its intended use. This facility is
owned by the lessee under the existing excavation lease and generates a
royalty payment based on quantities of sand and gravel processed. The
property also contains three producing gas wells and several potential
well sites. The Company received 49% of the mineral interest under this
property in its acquisition.
10
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RESULTS OF OPERATIONS
The Company's financial statements present total operating revenues of
$606,039 for the second quarter and $1,037,455 for the first six months of
1999, which is an increase of $174,623 over the first quarter of 1999 but a
decrease of $227,180 and $791,035 from the second quarter and first six
months of 1998. The increase in the second quarter is due mostly to
improved activity in skim and sand/gravel sales. The significant decreases
from comparable prior year periods are attributable to the continuing
effects of the lower oil and gas prices, reduced activity by TransTexas,
and significant declines in the salt water disposal business in South
Texas. The bright spots in the Company's revenues were its oil reclamation
business and sand/gravel sales. Both of these activities showed marked
improvements during the second quarter of 1999. A significant reduction in
oil field services and rentals came from TransTexas reduction in activities
as mentioned above. Salt water disposal services declined as producers
reduced or stopped output from marginal wells due to the lower sales prices
causing wells to be unprofitable to produce. Marginal wells generally
produce higher percentages of salt water. Most of the oil for reclamation
comes from skimming residual oil off salt water. Oil and gas revenues were
impacted by lower oil prices.
Costs of revenues increased only slightly when comparing the first half of
1999 to the first half of 1998. However, gross profits declined
significantly. This decline is due to the change in the mix of revenues.
Salt water disposal and oil field service revenues have significantly lower
direct and variable costs than those for skim oil and sand/gravel sales.
Depreciation and materials are the major expenses of the service and
disposal business. Depreciation is accounted for on a straight-line basis
and is not variable with the level of activity.
Selling and Administrative Expenses consists of personnel, advertising,
repairs and maintenance, professional fees, taxes, and other corporate
overhead expenses. In 1999, these costs also include the valuation
allowance of $115,257 recorded against the Company's receivables from
TransTexas. During the first half of 1999, personnel costs declined
$48,603 from the first half of 1998 to $177,296. Advertising and public
relations declined $23,239 from 1998 to $66,351. These costs declined as
the Company reduced its personnel due to reduced service work and reduced
its promotional activities in a cost cutting move. Various other overhead
costs have declined during the first half of 1999 from those incurred in
the first half of 1998. The most significant of these being repairs and
maintenance which has been cut by one-half. These reductions are due to a
combination of efforts to control costs and a lower level of activities.
Rent and state taxes were both up during 1999. Rent is due to the office
leasing arrangement with the Company's President. Taxes are up mostly due
to the way corporate taxes are assessed in Texas which is assessed at the
greater of an income tax or a tax on stockholders' equity. Normal selling
and administrative costs, i.e. excluding the valuation adjustment, totaled
$580,187 which represents an overall decline of $90,912 from comparable
costs in 1998.
The Company showed a $.21 and $.63 loss per common share for the quarter
and six months of 1999 compared to $.17 and $.50 per share profit for
the comparable periods in 1998. This is the net result after recognizing
a benefit from income taxes based on the net loss incurred during the
11
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current year. The write-down on receivables represents $.19 of the loss
in 1999. Management believes the Company is weathering the storm, so to
speak, caused by the fallout from the low oil and gas prices and TransTexas
bankruptcy filing. With prices having recovered during the second quarter,
activities are improving but improvement is slow as producers overcome
their own cash flow problems created by the downturn and as they watch to
see if prices will remain steady enough to warrant the inherent risks of
the oil field. While it is still early to make projections for the
balance of the year, it does look like the second half of the year is
likely to improve over the results of the first half, unless oil and gas
prices fall again or unless it becomes evident that TransTexas will be
unable to pay a significant part of its receivables.
Cash flows from operations declined significantly during the first half
of 1999 from those of 1998. This is largely due to decreased revenues
and activities as previously discussed. The Company has borrowed an
additional $95,000 under its existing lines of credit and collected
$27,397 from related parties. A large portion of these funds were used
in the purchase of an Australian oil interest and as down payment on the
Wright property discussed above.
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
as discussed below. 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.
The widespread use of computer programs that rely on these two-digit date
programs to perform computations and decision-making functions may cause
information technology systems to malfunction in and around the year
2000. This could result in a major system failure or miscalculations.
Such malfunctions may lead to significant business delays in the U.S. and
internationally. Many normal business activities will potentially be
impacted because information necessary to monitor and control various
operations is controlled by computers.
12
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<PAGE>
<PAGE>
The Company has studied and tested its technologies systems impacted by
the Year 2000 transition. 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 discussed this problem with its significant customers and
suppliers and is satisfied from their responses that most will be
prepared and will be sufficiently Year 2000 compliant to preclude
significant problems. No one can foresee the final impact of the Year
2000 issue and, despite all efforts to insure that the problem will not
effect the Company, the possibility remains that system malfunctions
could create a domino or "fall out" effect that could adversely impact
the Company's operations and cash flow.
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.
August 30, 1999 /s/ Shawna Owens
Shawna Owens,
Treasurer
August 30, 1999 /s/ Robert B. Early
Robert B. Early,
Chief Financial Officer
13
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<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the
financial statements of Golden Triangle Industries, Inc. for the period
ended JUNE 30, 1999, and is qualified in its entirety by reference to
such financial statements.
</LEGEND>
<CIK> 0000042284
<NAME> GOLDEN TRIANGLE INDUSTRIES, INC.
<S> <C>
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