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, 1999
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 (IRS Employer or I.D.#)
incorporation or organization)
9319 LBJ Fry., #205, Dallas, TX 75243
(Address of principle executive offices) (Zip Code)
(972)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 - $.01 par value 7,525,804
(Title of Class) (Number of shares Outstanding
on November 9, 1999)
1
<PAGE>
Spindletop Oil & Gas Co. and Subsidiaries
FORM 10-Q September 30, 1999
INDEX
Part I Financial Information: Page No.
Item 1. Financial Statements.
Consolidated Balance Sheets
September 30, 1999 (Unaudited) and December 31,1998..................3
Consolidated Statements of Operations (Unaudited)
Nine Months and Three Months Ended September 30, 1999 and 1998.......5
Consolidated Statements of Cash Flows (Unaudited)
Nine Months Ended September 30, 1999 and 1998 .......................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
<TABLE>
SPINDLETOP OIL & GAS CO. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
<CAPTION>
September 30 December 31
---------------- --------------
1999 1998
---------------- --------------
(Unaudited)
Assets
Current Assets
<S> <C> <C>
Cash $ 108,000 $ 288,000
Accounts receivable 375,000 284,000
Accounts receivable, related parties 4,000 33,000
Shareholder loans 8,000 8,000
Inventory - _-
--------- --------
Total Current Assets 495,000 613,000
--------- --------
Property and Equipment - at cost
Oil and gas properties (full cost method) 2,983,000 3,008,000
Rental equipment 338,000 338,000
Gas gathering systems 145,000 151,000
Other property and equipment 203,000 191,000
---------- ----------
3,669,000 3,688,000
Accumulated depreciation and amortization (2,725,000) (2,548,000)
----------- -----------
944,000 1,140,000
---------- ----------
Other Assets, net of accumulated
amortization of $89,000 and $89,000 at
September 30, 1999 and December 31, 1998
respectively 107,000 40,000
---------- ---------
Total Assets $ 1,546,000 $ 1,793,000
========== =========
</TABLE>
See accompanying notes to financial statements.
3
<PAGE>
<TABLE>
SPINDLETOP OIL & GAS CO. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
<CAPTION>
September 30, December 31,
1999 1998
-------------- ------------
(Unaudited)
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities
<S> <C> <C>
Accounts payable and accrued liabilities $ 423,000 $ 426,000
Notes payable - -
Tax savings benefit payable 97,000 97,000
--------- ---------
Total Current Liabilities 520,000 523,000
--------- ---------
Shareholders' Equity
Common stock, $.01 par value;100,000,000
shares authorized; 7,525,804
issued (7,525,804 at December 31, 1998) 75,000 75,000
Additional paid-in capital 733,000 733,000
Retained earnings 218,000 462,000
--------- ----------
1,026,000 1,270,000
--------- ----------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 1,546,000 $ 1,793,000
========= ==========
</TABLE>
See accompanying notes to financial statements.
4
<PAGE>
<TABLE>
Spindletop Oil & Gas Co. and Subsidiaries
Consolidated Statements Of Operations
(UNAUDITED)
<CAPTION>
Nine Months Ended Three Months Ended
September 30, September 30,
------------------------- --------------------
1999 1998 1999 1998
------------ ----------- ---------- ---------
Revenues
<S> <C> <C> <C> <C>
Oil and gas revenues $ 532,000 $ 731,000 $ 175,000 $ 199,000
Revenue from lease operations 126,000 115,000 42,000 42,000
Sale of natural gas - 35,000 - 11,000
Gas gathering fees 11,000 11,000 3,000 4,000
Equipment rental 82,000 67,000 27,000 26,000
Interest Income 4,000 6,000 1,000 1,000
Other - 33,000 - 33,000
----------- ----------- ---------- ---------
755,000 998,000 248,000 316,000
----------- ----------- ---------- ---------
Expenses
Pipeline and rental operations 35,000 65,000 10,000 19,000
Gas purchases - 21,000 - 18,000
Lease operations 347,000 390,000 123,000 122,000
Depreciation and amortization 177,000 167,000 59,000 51,000
General and administrative 381,000 401,000 123,000 126,000
Other 58,000 - 77,000 -
---------- ---------- ---------- ----------
998,000 1,044,000 392,000 326,000
---------- ----------- ---------- ----------
Net Income (loss) $(243,000) $ (46,000) $(144,000) $ (10,000)
========== ======== ========= =========
Net Income Per Share
of Common Stock $ (.03) $ (.01) $ (.02) $ -
========== ========== ========= =========
Weighted average shares
outstanding 7,525,804 7,525,804 7,525,804 7,525,804
========== ========== ========== =========
</TABLE>
See accompanying notes to financial statements.
5
<PAGE>
<TABLE>
Spindletop Oil & Gas Co. and Subsidiaries
Consolidated Statements Of Cash Flows
(Unaudited)
<CAPTION>
Nine Months Ended
September 30,
1999 1998
------------ ------------
Cash Flows from Operating Activities
<S> <C> <C>
Net Income $ (243,000) $ (46,000)
Reconciliation of net income to net
cash provided by operating activities:
Depreciation and amortiz 177,000 167,000
(Increase) decrease in accounts receivable (62,000) 114,000
(Increase) decrease in inventory - 8,000
Increase (decrease) in accounts payables (3,000) (249,000)
------------ ----------
Net cash provided (used) by operating activities (131,000) (6,000)
------------ ----------
Cash Flows from Investing Activities
Capitalized acquisition, exploration
and development costs (3,000) (206,000)
Purchase of property and equipment (6,000) (10,000)
Principal collected on note receivable - -
---------- ----------
Net cash used by investing activities (9,000) (216,000)
---------- ---------
Cash Flows from Financing Activities
Repayment of notes payable - (1,000)
Other (1,000) -
Sale of oil and gas properties 28,000 -
Increase in other assets (67,000) -
Advances to shareholder - (5,000)
--------- ---------
Net cash provided (used) by financing activities (40,000) (6,000)
Increase (Decrease) in cash (180,000) (228,000)
Cash at beginning of period 288,000 448,000
--------- ---------
Cash at end of period $ 108,000 $ 220,000
========= =========
</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, 1998 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, 1999 compared with 1998
Oil and gas revenues decreased in 1999 due a decrease in production combined
with a decrease in oil and gas prices.
In December 1996 the Company expanded its current pipeline system by acquiring,
at no cost, a pipeline system in Hood County, Texas. The Company began
purchasing natural gas of other producers and reselling this gas to a pipeline
marketing affiliate. In August 1998 sold this pipeline. Therefore both gas
purchases and natural gas sales decreased in 1999.
Three months ended September 30, 1999 compared to 1998
Oil and gas revenues decreased due a decrease in production and because of a
decrease in oil gas prices.
Gas purchases and sale of natural gas decreased due to the sale of the pipeline
system described above.
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, 1999
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 15, 1999 By:/s/ Paul E. Cash
---------------
Paul E. Cash
President
DATE: November 15, 1999 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-31-1999
<PERIOD-START> Jan-1-1999
<PERIOD-END> Sep-30-1999
<EXCHANGE-RATE> 1
<CASH> 108,000
<SECURITIES> 0
<RECEIVABLES> 379,000
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 495,000
<PP&E> 3,669,000
<DEPRECIATION> 2,725,000
<TOTAL-ASSETS> 1,546,000
<CURRENT-LIABILITIES> 520,000
<BONDS> 0
0
0
<COMMON> 75,000
<OTHER-SE> 951,000
<TOTAL-LIABILITY-AND-EQUITY> 1,546,000
<SALES> 532,000
<TOTAL-REVENUES> 755,000
<CGS> 0
<TOTAL-COSTS> 347,000
<OTHER-EXPENSES> 651,000
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (243,000)
<INCOME-TAX> 0
<INCOME-CONTINUING> (243,000)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (243,000)
<EPS-BASIC> (0.03)
<EPS-DILUTED> 0
</TABLE>
