FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For Quarter ended September 30, 1996
Commission File No. 0-18774
Spindletop Oil & Gas Co.
(Exact name of registrant as specified in its charter)
Texas 75-2063001
(State or other jurisdiction of incorporation (IRS Employer or I.D.#)
or organization)
9319 LBJ Frwy., #205, Dallas, TX 75243
(Address of principle executive offices) (Zip Code)
(214)644-2581
(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 of 15 (d) of the Securities Exchange Act of 1934
during the preceding twelve 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 ninety (90) days.
YES X 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 - $.001 par value 44,928,854
(Title of Class) (Number of shares Outstanding
on November 11, 1996)
1
<PAGE>
Spindletop Oil & Gas Co. and Subsidiaries
FORM 10-Q September 30, 1996
INDEX
Part I Financial Information: Page No.
Item 1. Financial Statements
Consolidated Balance Sheets
September 30, 1996 (Unaudited) and December 31,1995.................3
Consolidated Statements of Income (Unaudited)
Nine Months and Three Months Ended September 30, 1996 and 1995......5
Consolidated Statements of Cash Flows (Unaudited)
Nine Months Ended September 30, 1996 and 1995 ......................6
Notes to Consolidated Financial Statements ..........................7
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations..................................7
Part II Other Information:
Item 6. Exhibits and Reports on Form 8-K .................................9
2
<PAGE>
Part I Financial information
Item 1. Financial statements
Spindletop Oil & Gas Co. and Subsidiaries
Consolidated Balance Sheets
<TABLE>
<CAPTION>
September 30 December 31
------------------------------
1996 1995
------------ ------------
(Unaudited)
<S> <C> <C>
Assets
Current Assets
Cash $ 273,000 $ 229,000
Accounts receivable 706,000 600,000
Accounts receivable, related parties 3,000 64,000
Receivable from shareholder 42,000 22,000
Inventory 30,000 7,000
----------- ---------
Total Current Assets 1,054,000 922,000
----------- ---------
Property and Equipment - at cost
Oil and gas properties (full cost method) 2,458,000 2,427,000
Rental equipment 334,000 329,000
Gas gathering systems 145,000 145,000
Other property and equipment 190,000 167,000
--------- ----------
3,127,000 3,068,000
Accumulated depreciation and amortization (2,028,000) (1,852,000)
----------- ----------
1,099,000 1,216,000
----------- ----------
Other Assets,net of accumulated amortization
of $59,000 and $54,000 at September 30, 1996
and December 31, 1995 respectively 57,000 62,000
---------- ----------
Total Assets $ 2,210,000 $ 2,200,000
========== ==========
</TABLE>
See accompanying notes to financial statements.
3
<PAGE>
Spindletop Oil & Gas Co. and Subsidiaries
Consolidated Balance Sheets
<TABLE>
<CAPTION>
September 30, December 31,
1996 1995
----------- -----------
(Unaudited)
LIABILITIES AND SHAREHOLDERS' EQUITY
<S> <C> <C>
Current liabilities
Accounts payable and accrued liabilities $ 737,000 $ 842,000
Current portion of long-term debt 5,000 3,000
Tax savings benefit payable 85,000 85,000
---------- ---------
Total Current Liabilities 827,000 930,000
---------- ---------
Shareholders' Equity
Common stock,$.001 par value;150,000,000
shares authorized; 53,654,479 issued
(53,654,479 at December 31, 1995) 54,000 54,000
Additional paid-in capital 885,000 885,000
Retained earnings 580,000 467,000
----------- ----------
1,519,000 1,406,000
Less treasury stock, at cost; 8,725,625
shares(8,725,625 at December 31, 1995) (136,000) (136,000)
----------- ----------
1,383,000 1,270,000
----------- ----------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 2,210,000 $ 2,200,000
=========== ==========
</TABLE>
See accompanying notes to financial statements.
4
<PAGE>
Spindletop Oil & Gas Co. and Subsidiaries
Consolidated Statements Of Income
(UNAUDITED)
<TABLE>
<CAPTION>
Nine Months Ended Three Months Ended
September 30, September 30,
----------------------- ----------------------
1996 1995 1996 1995
----------- ---------- ---------- ----------
<S> <C> <C> <C> <C>
Revenues
Oil and gas revenues $ 958,000 $ 745,000 $ 339,000 $ 235,000
Revenue from lease operations 166,000 163,000 57,000 54,000
Gas gathering fees 14,000 22,000 4,000 3,000
Equipment rental 85,000 92,000 26,000 31,000
Interest Income 3,000 4,000 1,000 1,000
Other - 11,000 - 6,000
----------- ----------- ---------- ---------
1,226,000 1,037,000 427,000 330,000
----------- ----------- ---------- ---------
Expenses
Pipeline and rental operations 39,000 45,000 11,000 13,000
Lease operations 509,000 423,000 153,000 142,000
Depreciation and amortization 181,000 168,000 71,000 53,000
General and administrative 382,000 345,000 108,000 110,000
Interest expense 2,000 4,000 - 1,000
---------- ----------- ---------- ---------
1,113,000 985,000 343,000 319,000
----------- ----------- ---------- ---------
Net Income (loss) $ 113,000 $ 52,000 $ 84,000 $ 11,000
=========== =========== ========== =========
Net Income Per Share of
Common Stock $ 0 $ 0 $ 0 $ 0
========== ========== ========== =========
Weighted average shares
outstanding 44,928,854 44,928,854 44,928,854 44,928,854
=========== =========== =========== ==========
</TABLE>
See accompanying notes to financial statements.
5
<PAGE>
Spindletop Oil & Gas Co. and Subsidiaries
Consolidated Statements Of Cash Flows
(Unaudited)
<TABLE>
<CAPTION>
Nine Months Ended
September 30,
-------------------------
1996 1995
---------- -----------
<S> <C> <C>
Cash Flows from Operating Activities
Net Income $ 113,000 $ 52,000
Reconciliation of net income to net
cash provided by operating activities:
Depreciation and amortization 181,000 168,000
(Increase) decrease in accounts receivable (45,000) (45,000)
(Increase) decrease in inventory (23,000) -
Increase (decrease) in accounts payable (105,000) (50,000)
---------- ---------
Net cash provided (used) by operating activities 121,000 125,000
---------- ---------
Cash Flows from Investing Activities
Capitalized acquisition, exploration
and development costs (86,000) (65,000)
Purchase of property and equipment (28,000) (18,000)
Investment in affiliated company - -
Principal collected on note receivable - 13,000
--------- ---------
Net cash used by investing activities (114,000) (70,000)
--------- ---------
Cash Flows from Financing Activities
Repayment of notes payable (8,000) (87,000)
Proceeds from borrowings 10,000 -
Proceeds from sale of properties 55,000 -
Repayment of shareholder loans (20,000) (75,000)
--------- ---------
Net cash provided (used) by financing activities 37,000 (162,000)
--------- ---------
Increase (Decrease) in cash 44,000 (107,000)
Cash at beginning of period 229,000 319,000
--------- ---------
Cash at end of period $ 273,000 $ 212,000
========= =========
</TABLE>
See accompanying notes to financial statements.
6
<PAGE>
Spindletop Oil & Gas Co. and Subsidiaries
Notes to Consolidated Financial Statements
(Unaudited)
Note 1. Basis of Presentation
The accompanying financial statements are presented in accordance with the
requirements of Form 10-Q and consequently do not include all of the disclosures
normally required by generally accepted accounting principles or those normally
made in the Company's annual Form 10-K filing. Accordingly, the reader of this
form 10-Q may wish to refer to the Company's Form 10-K for the year ended
December 31, 1995 for further information.
In the opinion of management, the accompanying interim financial statements
contain all material adjustments, consisting only of normal recurring
adjustments necessary to present fairly the financial condition, the results of
operations and changes in cash flows of the Company and its consolidated
subsidiary for the interim periods.
7
<PAGE>
Spindletop Oil & Gas Co. and Subsidiaries
Notes to Consolidated Financial Statements
(Unaudited)
Item 2. Management's Discussion and Analysis
of Financial Condition and Results of Operation
Results of Operations
Nine months ended September 30, 1996 compared with 1995
Oil and gas revenues increased approximately 28% due to an increase in oil and
gas prices and due to acquisitions of oil and gas properties that were in
production for the full nine months in 1996. Accordingly, lease operating
expenses also increased.
Three months ended September 30, 1996 compared to 1995
Oil and gas revenues increased significantly for the three months ended
September 30, 1996. This was primarily due to acquisitions of oil and gas
properties that were in production for the full period of 1996.
Gas gathering fees decreased in 1996. This was due primarily to a decrease in
production of wells for which the Company gathers natural gas.
Financial Condition and Liquidity
The Company's operating capital needs, as well as its capital spending program
are generally funded from cash flow generated by operations. Because future cash
flow is subject to a number of variables, such as the level of production and
the sales price of oil and natural gas, the Company can provide no assurance
that its operations will provide cash sufficient to maintain current levels of
capital spending. Accordingly, the Company may be required to seek additional
financing from third parties in order to fund its exploration and development
programs.
8
<PAGE>
Spindletop Oil & Gas Co. and Subsidiaries
September 30, 1996
Part II Other Information
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits - 27 Financial Data Schedule
(b) Reports on Form 8-K - None
9
<PAGE>
Signature
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 thereunto duly authorized.
SPINDLETOP OIL & GAS CO.
(Registrant)
DATE: November 12, 1996 By:s/ Paul E. Cash
--------------------------
Paul E. Cash, President
DATE: November 12, 1996 By:s/ Gary Goodnight
---------------------------
Gary Goodnight, Controller
10
<PAGE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> Dec-31-1996
<PERIOD-START> Jan-1-1996
<PERIOD-END> Sep-30-1996
<EXCHANGE-RATE> 1
<CASH> 273,000
<SECURITIES> 0
<RECEIVABLES> 709,000
<ALLOWANCES> 0
<INVENTORY> 30,000
<CURRENT-ASSETS> 1,054,000
<PP&E> 3,127,000
<DEPRECIATION> 2,028,000
<TOTAL-ASSETS> 2,210,000
<CURRENT-LIABILITIES> 827,000
<BONDS> 0
0
0
<COMMON> 54,000
<OTHER-SE> 1,329,000
<TOTAL-LIABILITY-AND-EQUITY> 2,210,000
<SALES> 958,000
<TOTAL-REVENUES> 1,226,000
<CGS> 0
<TOTAL-COSTS> 509,000
<OTHER-EXPENSES> 602,000
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 2,000
<INCOME-PRETAX> 113,000
<INCOME-TAX> 0
<INCOME-CONTINUING> 113,000
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 113,000
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
