<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED: SEPTEMBER 30, 2000
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the transition period from: to:
Commission file number: 019020
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PETROQUEST ENERGY, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 72-1440714
(State of Incorporation) (I.R.S. Employer Identification No.)
400 E. KALISTE SALOOM RD., SUITE 3000,
LAFAYETTE, LOUISIANA 70508
(Address of principal executive offices) (Zip code)
---------
Registrant's telephone number, including area code: (337) 232-7028
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
--- ---
As of November 14, 2000, there were 30,106,156 shares of the
Registrant's Common Stock, par value $.001 per share, outstanding.
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PETROQUEST ENERGY, INC.
Table of Contents
<TABLE>
<CAPTION>
Page No.
<S> <C>
Part I. Financial Information
Item 1. Financial Statements
Consolidated Balance Sheets as of
September 30, 2000 and December 31, 1999............................... 3
Consolidated Statements of Operations for the
Three and Nine Months Ended September 30, 2000 and 1999................ 4
Consolidated Statements of Cash Flows
for the Nine Months Ended September 30, 2000 and 1999.................. 5
Consolidated Statements of Stockholders' Equity for the
Nine Months Ended September 30, 2000................................... 6
Notes to Consolidated Financial Statements................................. 7
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations.......................... 8
Item 3. Quantitative and Qualitative Disclosures About Market Risk................. 11
Part II. Other Information
Item 1. Legal Proceedings.......................................................... 12
Item 2. Changes in Securities and Use of Proceeds.................................. 12
Item 3. Defaults upon Senior Securities............................................ 12
Item 4. Submission of Matters to a Vote of Security Holders........................ 12
Item 5. Other Information.......................................................... 12
Item 6. Exhibits and Reports on Form 8-K........................................... 12
</TABLE>
2
<PAGE> 3
PETROQUEST ENERGY, INC.
Consolidated Balance Sheets
(amounts in thousands)
<TABLE>
<CAPTION>
September 30, December 31,
2000 1999
-------------- --------------
(Unaudited)
<S> <C> <C>
ASSETS
Current assets:
Cash $ 5,538 $ 3,006
Oil and gas revenue receivable 3,991 2,337
Joint interest billing receivable 10,693 2,190
Other current assets 782 235
-------------- --------------
Total current assets 21,004 7,768
-------------- --------------
Oil and gas properties:
Oil and gas properties, full cost method 72,360 51,149
Unevaluated oil and gas properties 7,098 5,753
Accumulated depreciation,
depletion and amortization (39,272) (35,412)
-------------- --------------
Oil and gas properties, net 40,186 21,490
Plugging and abandonment escrow 435 255
Other assets, net of accumulated depreciation and
amortization of $507 and $379, respectively 435 388
-------------- --------------
Total assets $ 62,060 $ 29,901
============== ==============
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable and accrued liabilities $ 18,075 $ 3,021
Advances from co-owners 6,418 3,157
Current portion of long-term debt 405 1,942
-------------- --------------
Total current liabilities 24,898 8,120
-------------- --------------
Commitments and contingencies
Long-term debt 1,060 2,927
Other liabilities 749 749
Stockholders' equity:
Common stock, $0.001 par value, 29,917 and
24,089 issued and outstanding, respectively 30 24
Paid-in capital 61,426 48,869
Accumulated deficit (26,103) (30,788)
-------------- --------------
Total stockholders' equity 35,353 18,105
-------------- --------------
Total liabilities and stockholders' equity $ 62,060 $ 29,901
============== ==============
</TABLE>
The accompanying notes are an integral part of these statements.
3
<PAGE> 4
PETROQUEST ENERGY, INC.
Consolidated Statements of Operations
(unaudited)
(amounts in thousands, except per share amounts)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
September 30, September 30,
2000 1999 2000 1999
---------- ---------- ---------- ----------
<S> <C> <C> <C> <C>
Revenues:
Oil and gas sales $ 6,035 $ 2,557 $ 12,937 $ 5,295
Interest income 97 19 205 59
---------- ---------- ---------- ----------
6,132 2,576 13,142 5,354
---------- ---------- ---------- ----------
Expenses:
Lease operating expenses 540 802 1,837 1,777
Production taxes 275 105 626 262
Depreciation, depletion and amortization 1,642 1,046 3,988 3,058
General and administrative 652 344 1,993 1,055
Interest expense 4 114 13 305
Foreign exchange (gain) loss -- (47) -- (57)
---------- ---------- ---------- ----------
3,113 2,364 8,457 6,400
---------- ---------- ---------- ----------
Income (loss) from operations 3,019 212 4,685 (1,046)
Income tax expense -- -- -- --
---------- ---------- ---------- ----------
Net income (loss) $ 3,019 $ 212 $ 4,685 $ (1,046)
========== ========== ========== ==========
Earnings per common share:
Basic $ 0.10 $ 0.01 $ 0.18 $ (0.05)
========== ========== ========== ==========
Diluted $ 0.10 $ 0.01 $ 0.17 $ (0.05)
========== ========== ========== ==========
Weighted average common shares:
Basic 29,334 21,323 25,835 20,907
Diluted 30,799 21,323 27,906 20,907
</TABLE>
The accompanying notes are an integral part of these statements.
4
<PAGE> 5
PETROQUEST ENERGY, INC.
Consolidated Statements of Cash Flows
(unaudited)
(amounts in thousands)
<TABLE>
<CAPTION>
Nine Months Ended
September 30,
2000 1999
---------- ----------
<S> <C> <C>
Cash flows from operating activities:
Net income (loss) $ 4,685 $ (1,046)
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation, depletion and amortization 3,988 3,058
Compensation expense 116 --
Changes in working capital accounts:
Oil and gas revenue receivable (1,653) (1,953)
Joint interest billing receivable (8,503) --
Other current assets (548) (14)
Accounts payable and accrued liabilities 15,053 2,111
Advances from co-owners 3,262 --
Plugging and abandonment escrow (180) 6
Other (175) (325)
---------- ----------
Net cash provided by operating activities 16,045 1,837
---------- ----------
Cash flows from investing activities:
Investment in oil and gas properties (22,556) (8,383)
Sale of oil and gas properties -- 1,868
---------- ----------
Net cash used in investing activities (22,556) (6,515)
---------- ----------
Cash flows from financing activities:
Proceeds from borrowings 3,100 5,900
Repayment of long-term debt (6,504) (6,000)
Net proceeds from private placement 11,294 4,508
Proceeds from exercise of warrants 939 --
Proceeds from exercise of stock options 214 47
---------- ----------
Net cash provided by financing activities 9,043 4,455
---------- ----------
Net increase (decrease) in cash 2,532 (223)
Cash balance, beginning of period $ 3,006 $ 1,081
---------- ----------
Cash balance, end of period $ 5,538 $ 858
========== ==========
Supplemental disclosure of cash flow information:
Cash paid during the period for interest $ 272 $ 305
========== ==========
</TABLE>
The accompanying notes are an integral part of these statements.
5
<PAGE> 6
PETROQUEST ENERGY, INC.
Consolidated Statements of Stockholders' Equity
(unaudited)
(amounts in thousands)
<TABLE>
<CAPTION>
Total
Common Paid-In Accumulated Stockholders'
Stock Capital Deficit Equity
----------- ----------- ----------- -------------
<S> <C> <C> <C> <C>
Balance, December 31, 1999 $ 24 $ 48,869 $ (30,788) $ 18,105
Stock-based employee compensation -- 116 -- 116
Private placement - net proceeds 5 11,289 -- 11,294
Exercise of options and warrants 1 1,152 -- 1,153
Net income -- -- 4,685 4,685
----------- ----------- ----------- -------------
Balance, September 30, 2000 $ 30 $ 61,426 $ (26,103) $ 35,353
=========== =========== =========== =============
</TABLE>
The accompanying notes are an integral part of these statements.
6
<PAGE> 7
PETROQUEST ENERGY, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1 BASIS OF PRESENTATION
The consolidated financial information for the three and nine-month periods
ended September 30, 2000 and 1999, respectively, has been prepared by the
Company and was not audited by its independent public accountants. In the
opinion of management, all adjustments have been made to present fairly the
financial position, results of operations, and cash flows of the Company at
September 30, 2000 and for all reported periods. Results of operations for the
interim periods presented are not necessarily indicative of the operating
results for the full year or any future periods.
Certain information and footnote disclosures normally included in financial
statements prepared in accordance with accounting principles generally accepted
in the United States have been condensed or omitted. These consolidated
financial statements should be read in conjunction with the financial statements
and related notes thereto included in the Company's Annual Report on Form 10-K
for the year ended December 31, 1999.
Unless the context otherwise indicates, any references in this Quarterly Report
on Form 10-Q to the "Company" refer to PetroQuest Energy, Inc. (Delaware) and
its wholly-owned consolidated subsidiaries, PetroQuest Energy, Inc. (Louisiana)
and PetroQuest Energy One, L.L.C. (a single member Louisiana limited liability
company).
Certain reclassifications of prior year amounts have been made to conform with
the current year presentation.
NOTE 2 EARNINGS PER SHARE
Basic earnings per common share was computed based on the weighted average
number of common shares issued and outstanding during the relevant periods.
Diluted earnings per common share was computed based on the weighted average
number of common shares issued and outstanding plus all potentially dilutive
common shares that would have been outstanding in the relevant periods assuming
the issuance of common shares for stock options and warrants through the
application of the treasury stock method. There were no antidilutive shares for
the three and nine-month periods ended September 30, 2000. The assumed
conversion of certain stock options and warrants into 2,553,696 shares and
871,575 shares of the Company's common stock, respectively, for the three and
nine-month periods ended September 30, 1999, respectively, were excluded from
the computation of diluted earnings per share as the effect was antidilutive.
NOTE 3 LONG-TERM DEBT
The Company's borrowing base under the reducing revolving line of credit at
September 30, 2000 was $2,875,000. At September 30, 2000, there was no
outstanding debt under this facility. The Company's borrowing base was
redetermined on October 3, 2000 and was increased to $10,000,000. A subsequent
borrowing base redetermination occurred on November 13, 2000 and was increased
to $11,500,000. Beginning January 1, 2001, the borrowing base shall reduce each
month by $400,000. The next borrowing base redetermination is scheduled for
April 2001. Borrowings under the reducing revolving line of credit bear interest
at either the prime rate or LIBOR plus 250 basis points, at the option of the
Company. The revolving credit facility matures June 1, 2002.
On April 21, 1999, the Company entered into a loan agreement for non-recourse
financing to fund completion, flow line and facility costs of its High Island
Block 494 property. The property is security for the loan. Interest is payable
at 12% and the lender receives a 2 1/2% overriding royalty interest in the
property. For the first three production months, all of the net cash flow from
the property was dedicated to payment of principal and interest on the loan.
Subsequently, 85% of the net cash flow from the property (assuming production
levels of 12.5 MMcf/day) is dedicated to debt service. The well began producing
during July 1999. At September 30, 2000, $1,465,165 remains outstanding under
this loan.
7
<PAGE> 8
NOTE 4 PRIVATE PLACEMENT
On July 20, 2000, the Company completed a private placement of 4.89 million
shares of common stock to accredited investors at a purchase price of $2.50 per
share for a total consideration of $12,225,000 before fees and expenses. After
fees and expenses, including $644,168 in commissions, proceeds to the Company
were $11,294,000. The proceeds will be used to build and install production
facilities, and for development drilling and completion activities. The issuance
of the common stock was exempt from registration under Section 4 (2) of the
Securities Act of 1933, as amended, and the Company has registered the resale of
the common stock with the Securities and Exchange Commission on Form S-3.
NOTE 5 NEW ACCOUNTING STANDARDS
In June 1998, the FASB issued SFAS No. 133, "Accounting for Derivative
Instruments and Hedging Activities." The statement establishes accounting and
reporting standards that require every derivative instrument (including certain
derivative instruments embedded in other contracts) to be recorded in the
balance sheet as either an asset or liability measured at its fair value. SFAS
No. 133 will be effective for the Company on January 1, 2001.
The Company is currently not obligated to any derivative instrument or hedging
contract and, therefore, would not be subject to SFAS No. 133 disclosure
requirements. However, depending on the nature of future hedging activities and
the fluctuation of oil and gas prices over the term of future hedges, the
adoption of SFAS No. 133 may create volatility in results of operations and/or
stockholders' equity.
ITEM 2.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
GENERAL
PetroQuest Energy, Inc. is an independent oil and gas company engaged in the
acquisition, exploration, development and operation of oil and gas properties
onshore and offshore in the Gulf Coast Region. The Company and its predecessors
have been active in this area since 1986, which gives the Company extensive
geophysical, technical and operational expertise in this area.
The Company's business strategy is to increase production, cash flow and
reserves through exploration, development and acquisition of properties located
in the Gulf Coast Region. At September 30, 2000, the Company operated 77% of all
producing wells in which it participated. For the nine months ended September
30, 2000, approximately 20% of the Company's equivalent production was oil and
80% was gas. In the fourth quarter of 2000, the Company plans to begin
production on three new offshore wells.
8
<PAGE> 9
RESULTS OF OPERATIONS
The following table sets forth certain operating information with respect to the
oil and gas operations of the Company for the periods noted.
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
September 30, September 30,
2000 1999 2000 1999
---------- ---------- ---------- ----------
<S> <C> <C> <C> <C>
Production:
Oil (Bbls) 42,274 32,712 110,615 75,106
Gas (Mcf) 1,041,693 751,470 2,695,718 1,821,774
Total production (Mcfe) 1,298,267 947,744 3,368,420 2,272,412
Revenues:
Total oil sales $1,474,966 $ 643,114 $3,301,896 $1,203,302
Total gas sales 4,549,730 1,902,867 9,606,055 4,053,141
Average Sales Prices:
Oil (per Bbl) $ 34.89 $ 19.66 $ 29.85 $ 16.02
Gas (per Mcf) 4.37 2.53 3.56 2.22
Per Mcfe 4.72 2.69 3.90 2.31
</TABLE>
The net income totaled $3,019,000 and $212,000 for the quarters ended September
30, 2000 and 1999, respectively. Net income for the nine months ended September
30, 2000 was $4,685,000 as compared to net loss of $1,046,000 for the first
nine months of 1999. The positive results are due to the following components:
PRODUCTION. Oil produced in 2000 increased 29% and 47% over the third quarter
and nine months ended September 30, 1999, respectively. Natural gas produced in
2000 increased 39% and 48% over the third quarter and nine months ended
September 30, 1999, respectively. On a Mcfe basis, production for the third
quarter and nine months ended September 30, 2000 increased 37% and 48%,
respectively over the same periods in 1999.
The increase in 2000 production volumes, as compared to 1999, was due primarily
to three new wells that were not producing in 1999. CL&F#14 and CL&F#15 at
Turtle Bayou and Valentine Sugars #1 came on-line in December 1999, May 2000,
and August 2000, respectively. Oil production for the nine months ended
September 30, 2000 was also boosted by the Company's Bully Camp Field, which was
shut-in during the first half of 1999 due to low product prices.
PRICES. Average oil prices for the third quarter and nine months ended September
30, 2000 were $34.89 and $29.85, respectively, as compared to $19.66 and $16.02
for the same periods in 1999. Average gas prices were $4.37 and $3.56 for the
third quarter and nine months ended September 30, 2000, respectively, as
compared to $2.53 and $2.22 for the same periods in 1999. Stated on a Mcfe
basis, unit prices received during the third quarter and the first nine months
of 2000 were 75% and 69% higher, respectively, than the prices received during
the comparable 1999 periods.
REVENUE. Oil and gas sales during the third quarter of 2000 increased 136% to
$6,035,000, as compared to third quarter 1999 revenues of $2,557,000. For the
first nine months of 2000, oil and gas sales increased 144% to $12,937,000,
compared to oil and gas sales of $5,295,000 during the 1999 period. The strong
rise in product prices coupled with the growth in production volumes resulted in
significant increases in revenue.
EXPENSES. Lease operating expenses for the third quarter of 2000 decreased to
$540,000 from $802,000 during the third quarter of 1999. The decrease for the
three months ended September 30, 2000 as compared to the same period in 1999 is
due to 1999 workovers related to bringing the Bully Camp field on-line and high
lease operating expenses in 1999 for High Island Block 494. Lease operating
expenses for the nine months ended September 30,
9
<PAGE> 10
2000 increased to $1,837,000 from $1,777,000 during the nine months ended
September 30, 1999. The rise in lease operating expenses for 2000 is primarily
due to the three new wells that began producing after September 30, 1999, and
the workovers in the Valentine and Deer Island Fields. On a Mcfe basis, lease
operating expenses for the third quarter decreased from $0.85 per Mcfe in 1999
to $0.42 in 2000 and from $0.78 per Mcfe in 1999 to $0.55 in 2000 for the first
nine months due to increased production volumes with nominal increases in
operating costs.
General and administrative expenses during the third quarter of 2000 totaled
$652,000 as compared to expenses of $344,000 during the 1999 quarter. For the
nine months ended September 30, 2000 general and administrative expenses were
$1,993,000 compared to $1,055,000 in 1999. The increases in general and
administrative expenses are primarily due to a 33% increase in personnel and to
increased activity in 2000. In addition, the Company expensed $240,000 for fees
and expenses related to a mezzanine debt financing, which was abandoned due to
the Company's private placement.
Depreciation, depletion and amortization ("DD&A") expense for the nine months
ended September 30, 2000 increased 30% from the 1999 period. The rise in DD&A is
due to bringing the three new wells on-line as well as the Company's aggressive
drilling program. On a Mcfe basis, which reflects the changes in production, the
DD&A rate for the first nine months of 2000 was $1.18 per Mcfe compared to $1.35
per Mcfe for the same period in 1999. The reduction for the first nine months of
2000 as compared to the same period for 1999 is due primarily to reserve
additions at Valentine and Turtle Bayou Fields. For the third quarter of 2000,
DD&A per Mcfe was $1.26 compared to $1.10 for the comparable period in 1999. The
increase for the three months ended September 30, 2000, as compared to the same
period in 1999 is a result of the addition of new reserves from High Island
Block 494, which significantly increased the total reserves in the third quarter
of 1999.
LIQUIDITY AND CAPITAL RESOURCES
WORKING CAPITAL AND CASH FLOW. The Company finances its operations using a
combination of funds provided by operations, bank financing and sales of its
equity securities. Working capital (before considering the current portion of
debt) decreased from $1.6 million at December 31, 1999 to a working capital
deficit of $3.5 million at September 30, 2000. The decrease in working capital
is primarily the result of expenditures related to facilities, development and
drilling at Vermilion 376, Eugene Island 147, Valentine, and Turtle Bayou
Fields.
Net cash flow from operations before working capital changes increased from
$2,012,000 in 1999 to $8,789,000 in 2000. This increase is the result of the
Company's successful drilling program, higher production and higher product
prices.
The Company's borrowing base under the reducing revolving line of credit at
September 30, 2000 was $2,875,000. At September 30, 2000, there was no
outstanding debt under this facility. The Company's borrowing base was
redetermined on October 3, 2000 and was increased to $10,000,000. A subsequent
borrowing base redetermination occurred on November 13, 2000 and was increased
to $11,500,000. Beginning January 1, 2001, the borrowing base shall reduce each
month by $400,000. The next borrowing base redetermination is scheduled for
April 2001. Borrowings under the reducing revolving line of credit bear interest
at either the prime rate or LIBOR plus 250 basis points, at the option of the
Company. The revolving credit facility matures June 1, 2002.
On April 21, 1999, the Company entered into a loan agreement for non-recourse
financing to fund completion, flow line and facility costs of its High Island
Block 494 property. The property is security for the loan. Interest is payable
at 12% and the lender receives a 2 1/2% overriding royalty interest in the
property. For the first three production months, all of the net cash flow from
the property was dedicated to payment of principal and interest on the loan.
Subsequently, 85% of the net cash flow from the property (assuming production
levels of 12.5 MMcf/day) is dedicated to debt service. The well began producing
during July 1999. At September 30, 2000, $1,465,165 remains outstanding under
this loan.
10
<PAGE> 11
On July 20, 2000, the Company completed a private placement of 4.89 million
shares of common stock to accredited investors at a purchase price of $2.50 per
share for a total consideration of $12,225,000 before fees and expenses. After
fees and expenses, including $644,168 in commissions, proceeds to the Company
were $11,294,000. The proceeds will be used to build and install production
facilities, and for development drilling and completion activities. The issuance
of the common stock was exempt from registration under Section 4(2) of the
Securities Act of 1933, as amended, and the Company has registered the resale of
the common stock with the Securities and Exchange Commission on Form S-3.
Management believes the funds received from the private placement, cash flows
from operations and additional borrowing capacity will be sufficient in the near
term to fund exploration and development activities. In the future, our
exploration activities could require additional financings, which may include
sales of additional equity or debt securities, additional bank borrowings, or
joint venture arrangements with industry partners. There can be no assurances
that such additional financings will be available on acceptable terms, if at
all. If the Company is unable to obtain additional financing, it could be forced
to delay or even abandon some of its exploration and development opportunities.
DISCLOSURE REGARDING FORWARD LOOKING STATEMENTS
This Form 10-Q contains "forward-looking statements" within the meaning of
Section 27A of the Securities Act of 1933, as amended (the "Securities Act"),
and Section 21E of the Securities Exchange Act of 1934, as amended (the
"Exchange Act"). All statements other than statements of historical facts
included in and incorporated by reference into this Form 10-Q are
forward-looking statements. These forward-looking statements include, without
limitation, statements regarding the Company's estimate of the sufficiency of
its existing capital resources and its ability to raise additional capital to
fund cash requirements for future operations, and regarding the uncertainties
involved in estimating quantities of proved oil and natural gas reserves and in
projecting future rates or production and timing of development expenditures.
Although the Company believes that the expectations reflected in these
forward-looking statements are reasonable, it cannot give any assurance that
such expectation reflected in these forward-looking statements will prove to
have been correct.
When used in the Form 10-Q, the words, "expect," "anticipate," "intend," "plan,"
"believe," "seek," "estimate" and similar expressions are intended to identify
forward-looking statements, although not all forward-looking statements contain
these identifying words. Because these forward-looking statements involve risks
and uncertainties, actual results could differ materially from those expressed
or implied by these forward-looking statements for a number of important
reasons, including those discussed under "Management's Discussions and Analysis
of Financial Condition and Results of Operations", and elsewhere in this Form
10-Q.
Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Interest Rate Risk
The Company's indebtedness under its line of credit is variable rate financing.
The Company believes that its exposure to market risk relating to interest rate
changes is limited due to the relatively low level of debt outstanding at
September 30, 2000. The Company believes that its business operations are not
exposed to significant market risks relating to foreign currency exchange risk.
Price Risk
The Company's revenues are derived from the sale of its crude oil and natural
gas production. Based on projected annual sales volumes for the remaining three
months of 2000, a 10% decline in the prices the Company receives for its crude
oil and natural gas production would have an approximate $740,000 impact on the
Company's revenues.
11
<PAGE> 12
The Company is currently not obligated to any derivative instrument or hedging
contract and, therefore, would not be subject to SFAS No. 133 disclosure
requirements. However, depending on the nature of future hedging activities and
the fluctuation of oil and gas prices over the term of future hedges, the
adoption of SFAS No. 133 may create volatility in results of operations and/or
stockholders' equity.
PART II
Item 1. LEGAL PROCEEDINGS
NONE.
Item 2. CHANGES IN SECURITIES AND USE OF PROCEEDS
On July 20, 2000, the Company completed a private placement of 4.89 million
shares of common stock to accredited investors at a purchase price of $2.50 per
share for a total consideration of $12,225,000 before fees and expenses. After
fees and expenses, including $644,168 in commissions, proceeds to the Company
were $11,294,000. The proceeds will be used to build and install production
facilities, and for development drilling and completion activities. The issuance
of the common stock was exempt from registration under Section 4(2) of the
Securities Act of 1933, as amended, and the Company has registered the resale of
the common stock with the Securities and Exchange Commission on Form S-3.
Item 3. DEFAULTS UPON SENIOR SECURITIES
NONE.
Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
NONE.
Item 5. OTHER INFORMATION
NONE.
Item 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits:
27.1 Financial data schedule
(b) Reports on Form 8-K:
The Company filed a Form 8-K on July 21, 2000, reporting that
funding of a private placement of 4.89 million shares of
common stock at a purchase price of $2.50 per share for a
total consideration of $12,225,000 before fees and expenses
occurred.
12
<PAGE> 13
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.
PETROQUEST ENERGY, INC.
Date: November 14, 2000 By: /s/ Michael O. Aldridge
----------------- ----------------------------------
Michael O. Aldridge
Chief Financial Officer and
Secretary (Authorized Officer
and Principal Financial and
Accounting Officer)
<PAGE> 14
EXHIBIT INDEX
<TABLE>
<CAPTION>
EXHIBIT
NUMBER DESCRIPTION
------- -----------
<S> <C>
27.1 Financial Data Schedule
</TABLE>
