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, 1996
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. 33-26097-10
PARKER & PARSLEY 90-C CONV., L.P.
(Exact name of Registrant as specified in its charter)
Delaware 75-2347264
(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 __ pages.
-There are no exhibits-
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PARKER & PARSLEY 90-C CONV., L.P.
TABLE OF CONTENTS
Page
Part I. Financial Information
Item 1. Financial Statements
Balance Sheets as of September 30, 1996 and
December 31, 1995 ................................. 3
Statements of Operations for the three and nine
months ended September 30, 1996 and 1995.............. 4
Statement of Partners' Capital for the nine months
ended September 30, 1996.............................. 5
Statements of Cash Flows for the nine months ended
September 30, 1996 and 1995........................... 6
Notes to Financial Statements........................... 7
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations................... 8
Part II. Other Information....................................... 11
Signatures......................................... 12
2
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PARKER & PARSLEY 90-C CONV., L.P.
(A Delaware Limited Partnership)
Part I. Financial Information
Item 1. Financial Statements
BALANCE SHEETS
September 30, December 31,
1996 1995
------------ -----------
(Unaudited)
ASSETS
Current assets:
Cash and cash equivalents, including interest
bearing deposits of $94,965 at September 30
and $81,814 at December 31 $ 95,046 $ 82,151
Accounts receivable - oil and gas sales 79,600 69,436
---------- ----------
Total current assets 174,646 151,587
---------- ----------
Oil and gas properties - at cost, based on the
successful efforts accounting method 5,744,877 5,829,695
Accumulated depletion (4,261,813) (4,252,391)
---------- ----------
Net oil and gas properties 1,483,064 1,577,304
---------- ----------
$ 1,657,710 $ 1,728,891
========== ==========
LIABILITIES AND PARTNERS' CAPITAL
Current liabilities:
Accounts payable - affiliate $ 30,740 $ 49,135
Partners' capital:
Limited partners (7,531 interests) 1,610,728 1,662,989
Managing general partner 16,242 16,767
---------- ----------
1,626,970 1,679,756
---------- ----------
$ 1,657,710 $ 1,728,891
========== ==========
The financial information included as of September 30, 1996 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 90-C CONV., L.P.
(A Delaware Limited Partnership)
STATEMENTS OF OPERATIONS
(Unaudited)
Three months ended Nine months ended
September 30, September 30,
--------------------- ---------------------
1996 1995 1996 1995
--------- --------- --------- ---------
Revenues:
Oil and gas $ 189,248 $ 157,019 $ 584,930 $ 546,364
Interest 1,443 1,380 3,651 3,700
Gain on abandoned property - - - 7,983
-------- -------- -------- --------
190,691 158,399 588,581 558,047
-------- -------- -------- --------
Costs and expenses:
Oil and gas production 78,363 81,295 247,575 261,430
General and administrative 6,029 5,502 18,554 17,640
Depletion 23,532 32,874 86,923 104,138
Abandoned property - - - 3,871
Amortization of organization - 794 - 2,382
Loss on sale of assets 7 - 6,750 -
-------- -------- -------- --------
107,931 120,465 359,802 389,461
-------- -------- -------- --------
Net income $ 82,760 $ 37,934 $ 228,779 $ 168,586
======== ======== ======== ========
Allocation of net income:
Managing general partner $ 828 $ 388 $ 2,288 $ 1,710
======== ======== ======== ========
Limited partners $ 81,932 $ 37,546 $ 226,491 $ 166,876
======== ======== ======== ========
Net income per limited
partnership interest $ 10.87 $ 4.99 $ 30.07 $ 22.16
======== ======== ======== ========
Distributions per limited
partnership interest $ 12.96 $ 10.41 $ 37.01 $ 35.85
======== ======== ======== ========
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 90-C CONV., L.P.
(A Delaware Limited Partnership)
STATEMENT OF PARTNERS' CAPITAL
(Unaudited)
Managing
general Limited
partner partners Total
--------- ---------- ----------
Balance at January 1, 1996 $ 16,767 $1,662,989 $1,679,756
Distributions (2,813) (278,752) (281,565)
Net income 2,288 226,491 228,779
-------- --------- ---------
Balance at September 30, 1996 $ 16,242 $1,610,728 $1,626,970
======== ========= =========
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 90-C CONV., L.P.
(A Delaware Limited Partnership)
STATEMENTS OF CASH FLOWS
(Unaudited)
Nine months ended
September 30,
------------------------
1996 1995
--------- ---------
Cash flows from operating activities:
Net income $ 228,779 $ 168,586
Adjustments to reconcile net income to
net cash provided by operating activities:
Depletion and amortization 86,923 106,520
Gain on abandoned property - (7,983)
Loss on sale of assets 6,750 -
Changes in assets and liabilities:
(Increase) decrease in accounts receivable (10,164) 11,260
Increase (decrease) in accounts payable (18,395) 9,823
-------- --------
Net cash provided by operating activities 293,893 288,206
-------- --------
Cash flows from investing activities:
Additions to oil and gas properties (3,875) (5,361)
Proceeds from equipment salvage on abandoned
property - 3,456
Proceeds from sale of assets 4,442 -
-------- --------
Net cash provided by (used in) investing
activities 567 (1,905)
-------- --------
Cash flows from financing activities:
Cash distributions to partners (281,565) (272,711)
-------- --------
Net increase in cash and cash equivalents 12,895 13,590
Cash and cash equivalents at beginning of period 82,151 47,974
-------- --------
Cash and cash equivalents at end of period $ 95,046 $ 61,564
======== ========
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 90-C CONV., L.P.
(A Delaware Limited Partnership)
NOTES TO FINANCIAL STATEMENTS
September 30, 1996
(Unaudited)
Note 1.
Parker & Parsley 90-C. Conv., L.P. (the "Registrant") was organized as a general
partnership in 1990 under the laws of the State of Texas and was converted to a
Delaware limited partnership on August 1, 1991.
The Registrant engages primarily in oil and gas development and production in
Texas and is not involved in any industry segment other than oil and gas.
Note 2.
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. In the opinion of
management, the Registrant's unaudited financial statements as of September 30,
1996 and for the three and nine months ended September 30, 1996 and 1995 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.
The financial statements should be read in conjunction with the financial
statements and the notes thereto contained in the Registrant's Report on Form
10-K for the year ended December 31, 1995, as filed with the Securities and
Exchange Commission, a copy of which is available upon request by writing to
Steven L. Beal, Senior Vice President, 303 West Wall, Suite 101, Midland, Texas
79701.
Note 3.
A loss of $6,750 on sale of assets to Costilla Energy, L.L.C. was recognized
during the nine months ended September 30, 1996. This loss was the result of the
write-off of remaining capitalized well costs for one gas well of $11,192 less
proceeds received of $4,442.
7
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Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations (1)
Results of Operations
Nine months ended September 30, 1996 compared with nine months ended September
30, 1995
Revenues:
The Registrant's oil and gas revenues increased to $584,930 from $546,364 for
the nine months ended September 30, 1996 and 1995, respectively, an increase of
7%. The increase in revenues resulted from a 21% increase in the average price
received per barrel of oil and a 30% increase in the average price received per
mcf of gas, offset by an 11% decline in barrels of oil produced and sold and a
19% decline in mcf of gas produced and sold. For the nine months ended September
30, 1996, 22,429 barrels of oil were sold compared to 25,307 for the same period
in 1995, a decrease of 2,878 barrels. For the nine months ended September 30,
1996, 49,479 mcf of gas were sold compared to 61,286 mcf for the same period in
1995, a decrease of 11,807 mcf. Of the decrease, 2,773 mcf, or 4%, was
attributable to the sale of one gas well during the nine months ended September
30, 1996 with the remaining 9,034 mcf, or 15%, due to production declines. Due
to the decline characteristics of the Registrant's properties, management
expects a certain amount of decline in production to continue in the future
until the Registrant's economically recoverable reserves are fully depleted.
The average price received per barrel of oil increased $3.70 from $17.27 for the
nine months ended September 30, 1995 to $20.97 for the same period in 1996 while
the average price received per mcf of gas increased from $1.79 during the nine
months ended September 30, 1995 to $2.32 in 1996. 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
Registrant 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, 1996.
A gain on abandoned property of $7,983 was recognized during the nine months
ended September 30, 1995. This gain was the result of proceeds from equipment
salvage on one fully depleted abandoned property. Expenses incurred during the
nine months ended September 30, 1995 to plug and abandon one well totaled
$3,871. There was no abandonment activity for the same period in 1996.
Costs and Expenses:
Total costs and expenses decreased to $359,802 for the nine months ended
September 30, 1996 as compared to $389,461 for the same period in 1995, a
decrease of $29,659, or 8%. This decrease was due to declines in production
costs, depletion, abandoned property costs and amortization of organization
costs, offset by increases in general and administrative expenses ("G&A") and
loss on sale of assets.
8
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Production costs were $247,575 for the nine months ended September 30, 1996 and
$261,430 for the same period in 1995, resulting in a $13,855 decrease, or 5%.
The decrease was the result of less well repair and maintenance costs, lower ad
valorem taxes and a decline in workover costs.
G&A's components are independent accounting and engineering fees, computer
services, postage and managing general partner personnel costs. During this
period, G&A increased, in aggregate, 5% from $17,640 for the nine months ended
September 30, 1995 to $18,554 for the same period in 1996.
Depletion was $86,923 for the nine months ended September 30, 1996 compared to
$104,138 for the same period in 1995, representing a decrease of $17,215, or
17%. This decrease was primarily attributable to the following factors: (i) a
reduction in the Registrant's net depletable basis from charges taken in
accordance with Statement of Financial Accounting Standards No.121, "Accounting
for the Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed
Of" ("FAS 121"), (ii) a reduction in oil production of 2,878 barrels for the
nine months ended September 30, 1996 as compared to the same period in 1995, and
(iii) an increase in oil and gas reserves during the third quarter of 1996 as a
result of higher commodity prices.
A loss on sale of assets of $6,750 was recognized during the nine months ended
September 30, 1996. This loss resulted from the write-off of remaining
capitalized well costs for one gas well of $11,192 less proceeds received of
$4,442.
Three months ended September 30, 1996 compared with three months ended September
30, 1995
Revenues:
The Registrant's oil and gas revenues increased to $189,248 from $157,019 for
the three months ended September 30, 1996 and 1995, respectively, an increase of
21%. The increase in revenues resulted from an increase in mcf of gas produced
and sold, a 31% increase in the average price received per barrel of oil and a
21% increase in the average price received per mcf of gas, offset by a 9%
decline in barrels of oil produced and sold. For the three months ended
September 30, 1996, 7,242 barrels of oil were sold compared to 7,927 for the
same period in 1995, a decrease of 685 barrels. For the three months ended
September 30, 1996, 14,809 mcf of gas were sold compared to 14,707 for the same
period in 1995, an increase of 102 mcf. The increase was the net result of an
increase of 995 mcf produced and sold, offset by a decrease of 893 mcf
attributable to the sale of one gas well during the three months ended September
30, 1996.
The average price received per barrel of oil increased $5.20 from $16.53 for the
three months ended September 30, 1995 to $21.73 for the same period in 1996
while the average price received per mcf of gas increased from $1.77 during the
three months ended September 30, 1995 to $2.15 in 1996.
9
<PAGE>
Costs and Expenses:
Total costs and expenses decreased to $107,931 for the three months ended
September 30, 1996 as compared to $120,465 for the same period in 1995, a
decrease of $12,534, or 10%. This decrease was due to declines in production
costs, depletion and amortization of organization costs, offset by an increase
in G&A.
Production costs were $78,363 for the three months ended September 30, 1996 and
$81,295 for the same period in 1995, resulting in a $2,932 decrease, or 4%. The
decrease was the result of less well repair and maintenance costs.
G&A's components are independent accounting and engineering fees, computer
services, postage and managing general partner personnel costs. During this
period, G&A increased, in aggregate, 10% from $5,502 for the three months ended
September 30, 1995 to $6,029 for the same period in 1996.
Depletion was $23,532 for the three months ended September 30, 1996 compared to
$32,874 for the same period in 1995, representing a decrease of $9,342, or 28%,
primarily attributable to the following factors: (i) a reduction in the
Registrant's net depletable basis from charges taken in accordance with FAS 121,
(ii) a reduction in oil production of 685 barrels for the three months ended
September 30, 1996 as compared to the same period in 1995, and (iii) an increase
in oil and gas reserves during the third quarter of 1996 as a result of higher
commodity prices.
Liquidity and Capital Resources
Net Cash Provided by Operating Activities
Net cash provided by operating activities increased $5,687 during the nine
months ended September 30, 1996 from the same period ended September 30, 1995.
This increase was due to an increase in oil and gas sales, offset by an increase
in production costs paid.
Net Cash Provided by (Used in) Investing Activities
The Registrant's investing activities during the nine months ended September 30,
1996 and 1995 included expenditures related to equipment replacement on various
oil and gas properties.
Proceeds of $4,442 from the sale of one gas well were received during the nine
months ended September 30, 1996. Proceeds of $3,456 were received from the
salvage of equipment on one well abandoned during the nine months ended
September 30, 1995.
Net Cash Used in Financing Activities
Cash was sufficient for the nine months ended September 30, 1996 to cover
distributions to the partners of $281,565 of which $278,752 was distributed to
the limited partners and $2,813 to the managing general partner. For the same
10
<PAGE>
period ended September 30, 1995, cash was sufficient for distributions to the
partners of $272,711 of which $269,983 was distributed to the limited partners
and $2,728 to the managing general partner.
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
None.
11
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PARKER & PARSLEY 90-C CONV., 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 90-C CONV., L.P.
By: Parker & Parsley Development L.P.,
Managing General Partner
By: Parker & Parsley Petroleum USA, Inc.
("PPUSA"), General Partner
Dated: November 13, 1996 By: /s/ Steven L. Beal
----------------------------------------
Steven L. Beal, Senior Vice President
and Chief Financial Officer of PPUSA
12
<PAGE>
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<PERIOD-END> SEP-30-1996
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