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 the quarterly period ended September 30, 1997
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. 33-38582-01
PARKER & PARSLEY 91-A, L.P.
(Exact name of Registrant as specified in its charter)
Delaware 75-2387572
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
303 West Wall, Suite 101, Midland, Texas 79701
(Address of principal executive offices) (Zip code)
Registrant's Telephone Number, including area code : (915) 683-4768
Not applicable
(Former name, former address and former fiscal year,
if changed since last report)
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.
Yes / x / No / /
Page 1 of 11 pages.
Exhibit index on page 10.
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PARKER & PARSLEY 91-A, L.P.
TABLE OF CONTENTS
Page
Part I. Financial Information
Item 1. Financial Statements
Balance Sheets as of September 30, 1997 and
December 31, 1996 ..................................... 3
Statements of Operations for the three and nine
months ended September 30, 1997 and 1996.................. 4
Statement of Partners' Capital for the nine months
ended September 30, 1997.................................. 5
Statements of Cash Flows for the nine months ended
September 30, 1997 and 1996............................... 6
Notes to 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............................ 10
27. Financial Data Schedule
Signatures.................................................. 11
2
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PARKER & PARSLEY 91-A, L.P.
(A Delaware Limited Partnership)
Part 1. Financial Information
Item 1. Financial Statements
BALANCE SHEETS
September 30, December 31,
1997 1996
------------- -------------
(Unaudited)
ASSETS
Current assets:
Cash and cash equivalents, including interest
bearing deposits of $232,617 at September 30
and $200,661 at December 31 $ 232,854 $ 202,546
Accounts receivable - oil and gas sales 146,737 234,215
----------- ----------
Total current assets 379,591 436,761
----------- ----------
Oil and gas properties - at cost, based on the
successful efforts accounting method 9,664,884 9,653,538
Accumulated depletion (6,055,742) (5,800,421)
----------- ----------
Net oil and gas properties 3,609,142 3,853,117
----------- ----------
$ 3,988,733 $ 4,289,878
=========== ==========
LIABILITIES AND PARTNERS' CAPITAL
Current liabilities:
Accounts payable - affiliate $ 61,069 $ 35,361
Partners' capital:
Managing general partner 39,319 42,588
Limited partners (11,620 interests) 3,888,345 4,211,929
----------- ----------
3,927,664 4,254,517
----------- ----------
$ 3,988,733 $ 4,289,878
=========== ==========
The financial information included as of September 30, 1997 has been prepared
by management without audit by independent public accountants.
The accompanying notes are an integral part of these financial statements.
3
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PARKER & PARSLEY 91-A, L.P.
(A Delaware Limited Partnership)
STATEMENTS OF OPERATIONS
(Unaudited)
Three months ended Nine months ended
September 30, September 30,
---------------------- ------------------------
1997 1996 1997 1996
---------- ---------- ----------- -----------
Revenues:
Oil and gas $ 310,668 $ 375,989 $1,047,209 $1,111,190
Interest 3,596 2,922 10,638 7,638
-------- -------- --------- ---------
314,264 378,911 1,057,847 1,118,828
-------- -------- --------- ---------
Costs and expenses:
Oil and gas production 135,576 142,009 393,152 425,704
General and administrative 10,848 12,240 34,967 36,273
Depletion 82,357 88,309 255,321 269,217
-------- -------- --------- ---------
228,781 242,558 683,440 731,194
-------- -------- --------- ---------
Net income $ 85,483 $ 136,353 $ 374,407 $ 387,634
======== ======== ========= =========
Allocation of net income:
Managing general partner $ 855 $ 1,363 $ 3,744 $ 3,876
======== ======== ========= =========
Limited partners $ 84,628 $ 134,990 $ 370,663 $ 383,758
======== ======== ========= =========
Net income per limited
partnership interest $ 7.28 $ 11.62 $ 31.90 $ 33.03
======== ======== ========= =========
Distribution per limited
partnership interest $ 15.59 $ 17.92 $ 59.75 $ 50.46
======== ======== ========= =========
The financial information included herein has been prepared by
management without audit by independent public accountants.
The accompanying notes are an integral part of these financial statements.
4
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PARKER & PARSLEY 91-A, L.P.
(A Delaware Limited Partnership)
STATEMENT OF PARTNERS' CAPITAL
(Unaudited)
Managing
general Limited
partner partners Total
------------- ------------- -------------
Balance at January 1, 1997 $ 42,588 $ 4,211,929 $ 4,254,517
Distributions (7,013) (694,247) (701,260)
Net income 3,744 370,663 374,407
---------- ---------- ----------
Balance at September 30, 1997 $ 39,319 $ 3,888,345 $ 3,927,664
=========== =========== ===========
The financial information included herein has been prepared by
management without audit by independent public accountants.
The accompanying notes are an integral part of these financial statements.
5
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PARKER & PARSLEY 91-A, L.P.
(A Delaware Limited Partnership)
STATEMENTS OF CASH FLOWS
(Unaudited)
Nine months ended
September 30,
1997 1996
---------- -----------
Cash flows from operating activities:
Net income $ 374,407 $ 387,634
Adjustments to reconcile net income to net
cash provided by operating activities:
Depletion 255,321 269,217
Changes in assets and liabilities:
(Increase) decrease in accounts receivable 87,478 (6,252)
Increase (decrease) in accounts payable 25,708 (23,946)
-------- ---------
Net cash provided by operating activities 742,914 626,653
-------- ---------
Cash flows from investing activities:
Additions to oil and gas properties (11,346) (8,703)
Cash flows from financing activities:
Cash distributions to partners (701,260) (592,212)
-------- ---------
Net increase in cash and cash equivalents 30,308 25,738
Cash and cash equivalents at beginning of period 202,546 174,500
-------- ---------
Cash and cash equivalents at end of period $ 232,854 $ 200,238
======== =========
The financial information included herein has been prepared by
management without audit by independent public accountants.
The accompanying notes are an integral part of these financial statements.
6
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PARKER & PARSLEY 91-A, L.P.
(A Delaware Limited Partnership)
NOTES TO FINANCIAL STATEMENTS
September 30, 1997
(Unaudited)
Note 1. Basis of presentation
In the opinion of management, the unaudited financial statements of Parker &
Parsley 91-A, L.P. (the "Partnership") as of September 30, 1997 and for the
three and nine months ended September 30, 1997 and 1996 include all adjustments
and accruals consisting only of normal recurring accrual adjustments which are
necessary for a fair presentation of the results for the interim period. These
interim results are not necessarily indicative of results for a full year.
Certain information and footnote disclosure normally included in financial
statements prepared in accordance with generally accepted accounting principles
have been condensed or omitted in this Form 10-Q pursuant to the rules and
regulations of the Securities and Exchange Commission. The financial statements
should be read in conjunction with the financial statements and the notes
thereto contained in the Partnership's Report on Form 10-K for the year ended
December 31, 1996, as filed with the Securities and Exchange Commission, a copy
of which is available upon request by writing to Rich Dealy, Vice President and
Controller, 303 W. Wall, Suite 101, Midland, Texas 79701.
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations (1)
As of August 8, 1997, Pioneer Natural Resources USA, Inc. ("Pioneer USA") became
the general partner of the Partnership. Prior to August 8, 1997, the
Partnership's general partner was Parker & Parsley Petroleum U.S.A., Inc.
("PPUSA"), a wholly-owned subsidiary of Parker & Parsley Petroleum Company
("Parker & Parsley"). On August 7, 1997, Parker & Parsley and Mesa Inc. received
shareholder approval to merge and create Pioneer Natural Resources Company
("Pioneer"). On August 8, 1997, PPUSA was merged with and into Pioneer USA, a
wholly-owned subsidiary of Pioneer, resulting in Pioneer USA becoming the
general partner of the Partnership as PPUSA's successor by merger. For a more
complete description of the Parker & Parsley and Mesa Inc. merger, see Pioneer's
Registration Statement on Form S-4 as filed with the Securities and Exchange
Commission.
Results of Operations
Nine months ended September 30, 1997 compared with nine months ended
September 30, 1996
Revenues:
The Partnership's oil and gas revenues decreased 6% to $1,047,209 from
$1,111,190 for the nine months ended September 30, 1997 as compared to the nine
7
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months ended September 30, 1996. The decrease in revenues resulted from a
decline in barrels of oil produced and sold and a lower average price received
per barrel of oil, offset by an increase in mcf of gas produced and sold and a
higher average price received per mcf of gas. For the nine months ended
September 30, 1997, 38,960 barrels of oil were sold compared to 41,499 for the
same period in 1996, a decrease of 2,539 barrels, or 6%. For the nine months
ended September 30, 1997, 116,957 mcf of gas were sold compared to 112,222 for
the same period in 1996, an increase of 4,735 mcf or 4%. The decrease in oil
production was due to the decline characteristics of the Partnership's oil and
gas properties. The increase in gas production was due to operational changes on
several wells. Management expects a certain amount of decline in production in
the future until the Partnership's economically recoverable reserves are fully
depleted.
The average price received per barrel of oil decreased 5% from $20.81 for the
nine months ended September 30, 1996 to $19.85 for the same period in 1997,
while the average price received per mcf of gas increased 6% from $2.21 during
the nine months ended September 30, 1996 to $2.34 for the same period in 1997.
The market price for oil and gas has been extremely volatile in the past decade,
and management expects a certain amount of volatility to continue in the
foreseeable future. The Partnership may therefore sell its future oil and gas
production at average prices lower or higher than that received during the nine
months ended September 30, 1997.
Costs and Expenses:
Total costs and expenses decreased to $683,440 for the nine months ended
September 30, 1997 as compared to $731,194 for the same period in 1996, a
decrease of $47,754, or 7%. This decrease was due to declines in production
costs, depletion, and general and administrative expenses ("G&A").
Production costs were $393,152 for the nine months ended September 30, 1997 and
$425,704 for the same period in 1996, resulting in a $32,552 decrease, or 8%.
This decrease was due to a decline in well maintenance costs.
G&A components are independent accounting and engineering fees and managing
general partner personnel and operating costs. During this period, G&A
decreased, in aggregate, 4% from $36,273 for the nine months ended September 30,
1996 to $34,967 for the same period in 1997.
Depletion was $255,321 for the nine months ended September 30, 1997 compared to
$269,217 for the same period in 1996, representing a decrease of $13,896, or 5%.
Three months ended September 30, 1997 compared with three months ended September
30, 1996
Revenues:
The Partnership's oil and gas revenues decreased 17% to $310,668 from $375,989
for the three months ended September 30, 1997 as compared to the three months
ended September 30, 1996. The decrease in revenues was due to lower average
prices received per barrel of oil and mcf of gas and a decline in barrels of oil
produced and sold, offset by an increase in mcf of gas produced and sold. For
the three months ended September 30, 1997, 12,048 barrels of oil were sold
compared to 13,444 for the same period in 1996, a decrease of 1,396 barrels or
10%. For the three months ended September 30, 1997, 41,920 mcf of gas were sold
8
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compared to 39,196 for the same period in 1996, an increase of 2,724 mcf or 7%.
The increase in gas production was due to operational changes on several wells.
The decrease in oil production was due to the decline characteristics of the
Partnership's oil and gas properties.
The average price received per barrel of oil decreased $3.20, or 15%, from
$21.58 for the three months ended September 30, 1996 to $18.38 for the same
period in 1997, while the average price received per mcf of gas decreased 3%
from $2.19 during the three months ended September 30, 1996 to $2.13 for the
same period in 1997.
Costs and Expenses:
Total costs and expenses decreased to $228,781 for the three months ended
September 30, 1997 as compared to $242,558 for the same period in 1996, a
decrease of $13,777, or 6%. This decrease was due to a decline in production
costs, depletion and G&A.
Production costs were $135,576 for the three months ended September 30, 1997 and
$142,009 for the same period in 1996, resulting in a $6,433 decrease, or 5%.
This decrease was primarily due to a decline in well maintenance costs.
G&A's components are independent accounting and engineering fees and managing
general partner personnel and operating costs. During this period, G&A
decreased, in aggregate, 11%, from $12,240 for the three months ended September
30, 1996 to $10,848 for the same period in 1997.
Depletion was $82,357 for the three months ended September 30, 1997 compared to
$88,309 for the same period in 1996, representing a decrease of $5,952, or 7%.
Liquidity and Capital Resources
Net Cash Provided by Operating Activities
Net cash provided by operating activities increased $116,261 during the nine
months ended September 30, 1997 from the same period in 1996. This increase was
the result of an increase in oil and gas sales receipts and a decrease in
production costs paid.
Net Cash Used in Investing Activities
The Partnership's investing activities during the nine months ended September
30, 1997 and 1996 included expenditures related to equipment replacement on
various oil and gas properties.
Net Cash Used in Financing Activities
Cash was sufficient for the nine months ended September 30, 1997 to cover
distributions to the partners of $701,260 of which $7,013 was distributed to the
managing general partner and $694,247 to the limited partners. For the same
period ended September 30, 1996, cash was sufficient for distributions to the
partners of $592,212 of which $5,922 was distributed to the managing general
partner and $586,290 to the limited partners.
9
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It is expected that future net cash provided by operating activities will be
sufficient for any capital expenditures and any distributions. As the production
from the properties declines, distributions are also expected to decrease.
- ---------------
(1) "Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations" contains forward looking statements that involve
risks and uncertainties. Accordingly, no assurances can be given that the
actual events and results will not be materially different than the
anticipated results described in the forward looking statements.
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
10
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PARKER & PARSLEY 91-A, L.P.
(A Delaware Limited Partnership)
S I G N A T U R E S
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.
PARKER & PARSLEY 91-A, L.P.
By: Pioneer Natural Resources USA, Inc.,
Managing General Partner
Dated: November 7, 1997 By: /s/ Rich Dealy
------------------------------------
Rich Dealy, Vice President and
Controller
11
<PAGE>
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<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> SEP-30-1997
<CASH> 232,854
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<COMMON> 0
<OTHER-SE> 3,927,664
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<SALES> 1,047,209
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<INCOME-PRETAX> 374,407
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<INCOME-CONTINUING> 374,407
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