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 June 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 Freeway, Suite 205, Dallas, Texas 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 August 7, 1996)
1
<PAGE>
SPINDLETOP OIL & GAS CO. AND SUBSIDIARIES
FORM 10-Q
June 30, 1996
INDEX
Part I Financial Information: Page No.
Item 1. Financial Statements.
Consolidated Balance Sheets
June 30, 1996 (Unaudited) and December 31, 1995...................3
Consolidated Statements of Income (Unaudited)
Six Months and Three Months Ended June 30, 1996 and 1995..........5
Consolidated Statements of Cash Flows (Unaudited)
Six Months Ended June 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.................................8
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>
June 30 December 31
----------- -----------
1996 1995
----------- -----------
(Unaudited)
Assets
<S> <C> <C>
Current Assets
Cash $ 246,000 $ 229,000
Accounts receivable 660,000 600,000
Accounts receivable, related parties -- 64,000
Receivable from shareholder 42,000 22,000
Inventory 28,000 7,000
----------- -----------
Total Current Assets 976,000 922,000
----------- -----------
Property and Equipment - at cost
Oil and gas properties (full cost method) 2,451,000 2,427,000
Rental equipment 334,000 329,000
Gas gathering systems 145,000 145,000
Other property and equipment 190,000 167,000
----------- -----------
3,120,000 3,068,000
Accumulated depreciation and amortization (1,960,000) (1,852,000)
----------- -----------
1,160,000 1,216,000
----------- -----------
Other Assets, net of accumulated amortization
of $56,000 and $54,000 at June 30, 1996
and December 31, 1995 respectively 60,000 62,000
----------- -----------
Total Assets $ 2,196,000 $ 2,200,000
=========== ===========
</TABLE>
See accompanying notes to financial statements.
3
<PAGE>
SPINDLETOP OIL & GAS CO. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
June 30, December 31,
----------- -----------
1996 1995
----------- -----------
(Unaudited)
LIABILITIES AND SHAREHOLDERS' EQUITY
<S> <C> <C>
Current liabilities
Accounts payable and accrued liabilities $ 805,000 $ 842,000
Current portion of long-term debt 7,000 3,000
Tax savings benefit payable 85,000 85,000
------------ ------------
Total Current Liabilities 897,000 930,000
------------ ------------
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 496,000 467,000
------------ ------------
1,435,000 1,406,000
Less treasury stock,at cost; 8,725,625
shares (8,725,625 at December 31, 1995)
(136,000) (136,000)
------------ ------------
1,299,000 1,270,000
------------ ------------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 2,196,000 $ 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>
Six Months Ended Three Months Ended
June 30, June 30,
------------------------- -------------------------
1996 1995 1996 1995
----------- ----------- ----------- -----------
<S> <C> <C> <C> <C>
Revenues
Oil and gas revenues $ 619,000 $ 510,000 $ 343,000 $ 277,000
Revenue from lease
operations 109,000 109,000 54,000 53,000
Gas gathering fees 10,000 19,000 5,000 13,000
Equipment rental 59,000 61,000 30,000 31,000
Interest Income 2,000 3,000 1,000 2,000
Other -- 5,000 -- 4,000
----------- ----------- ----------- -----------
799,000 707,000 433,000 380,000
----------- ----------- ----------- -----------
Expenses
Pipeline and rental
operations 28,000 32,000 14,000 16,000
Lease operations 356,000 281,000 203,000 172,000
Depreciation and
amortization 110,000 115,000 52,000 62,000
General and
administrative 274,000 235,000 146,000 116,000
Interest expense 2,000 3,000 -- 1,000
----------- ----------- ----------- -----------
770,000 666,000 415,000 367,000
----------- ----------- ----------- -----------
Net Income $ 29,000 $ 41,000 $ 18,000 $ 13,000
=========== =========== =========== ===========
Net Income Per Share
of Common Stock $ 0 $ 0 $ 0 $ 0
=========== =========== =========== ===========
Weighted average shares
outstanding 44,928,854 44,928,454 44,928,854 44,928,454
=========== =========== =========== ===========
</TABLE>
See accompanying notes to financial statements.
5
<PAGE>
SPINDLETOP OIL & GAS AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
Six Months Ended
June 30,
----------------------
1996 1995
--------- ---------
<S> <C> <C>
Cash Flows from Operating Activities
Net Income 29,000 $ 41,000
Reconciliation of net income to net cash provided by
operating activities:
Depreciation and amortization 110,000 115,000
(Increase) decrease in accounts receivable 4,000 (81,000)
(Increase) decrease in inventory (21,000) --
Increase (decrease) in accounts payable (37,000) (36,000)
--------- ---------
Net cash provided (used) by operating activities 85,000 39,000
--------- ---------
Cash Flows from Investing Activities
Capitalized acquisition, exploration
and development costs (72,000) (121,000)
Purchase of property and equipment (28,000) (2,000)
Principal collected on note receivable -- --
--------- ---------
Net cash used by investing activities (100,000) (123,000)
--------- ---------
Cash Flows from Financing Activities
Repayment of notes payable (6,000) (71,000)
Proceeds from sale of properties 48,000 --
Proceeds from borrowings 10,000 --
Repayment of shareholder loans (20,000) (75,000)
--------- ---------
Net cash provided (used) by financing activities 32,000 (146,000)
--------- ---------
Increase(decrease)in cash 17,000 (230,000)
Cash at beginning of period 229,000 319,000
--------- ---------
Cash at end of period $ 246,000 $ 89,000
========= =========
</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 Operations
Results of Operations
Six months ended June 30, 1996 compared to 1995
Oil and gas revenues increased in 1996 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 period ended in 1996.
General and administrative expenses increased primarily due to additional
staffing requirements.
Lease operating expenses increased for the reason above. Also some existing
wells had a higher amount of maintenance expenses than normal.
Three months ended June 30, 1996 compared to 1995
Oil and gas revenues increased in 1996 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 period ended in 1996.
General and administrative expenses increased primarily due to additional
staffing requirements.
Lease operating expenses increased because of higher amounts of maintenance
expenses on existing wells and also due to acquisitions of oil and gas
properties.
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. In 1993 the Company established a $125,000 line of credit with
its bank. The line of credit was established for oil and gas property
acquisitions. 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
June 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: August 9, 1996 By:Paul E. Cash
---------------
Paul E. Cash
President
DATE: August 9, 1996 By: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> 6-MOS
<FISCAL-YEAR-END> Dec-31-1996
<PERIOD-START> Jan-1-1996
<PERIOD-END> Jun-30-1996
<EXCHANGE-RATE> 1
<CASH> 246,000
<SECURITIES> 0
<RECEIVABLES> 660,000
<ALLOWANCES> 0
<INVENTORY> 28,000
<CURRENT-ASSETS> 976,000
<PP&E> 3,120,000
<DEPRECIATION> 1,960,000
<TOTAL-ASSETS> 2,196,000
<CURRENT-LIABILITIES> 897,000
<BONDS> 0
0
0
<COMMON> 54,000
<OTHER-SE> 1,245,000
<TOTAL-LIABILITY-AND-EQUITY> 2,196,000
<SALES> 619,000
<TOTAL-REVENUES> 799,000
<CGS> 0
<TOTAL-COSTS> 356,000
<OTHER-EXPENSES> 412,000
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 2,000
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 29,000
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
