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 June 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. 33-26097-10
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 11 pages.
Exhibit index on page 10.
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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 June 30, 1997 and
December 31, 1996 .................................... 3
Statements of Operations for the three and six
months ended June 30, 1997 and 1996...................... 4
Statement of Partners' Capital for the six months
ended June 30, 1997...................................... 5
Statements of Cash Flows for the six months ended
June 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 90-C CONV., L.P.
(A Delaware Limited Partnership)
Part I. Financial Information
Item 1. Financial Statements
BALANCE SHEETS
June 30, December 31,
1997 1996
----------- -----------
(Unaudited)
ASSETS
Current assets:
Cash and cash equivalents, including interest
bearing deposits of $98,311 at June 30
and $79,483 at December 31 $ 98,543 $ 79,564
Accounts receivable - oil and gas sales 63,994 124,287
---------- ----------
Total current assets 162,537 203,851
---------- ----------
Oil and gas properties - at cost, based on the
successful efforts accounting method 5,749,734 5,744,947
Accumulated depletion (4,339,901) (4,287,671)
---------- ----------
Net oil and gas properties 1,409,833 1,457,276
--------- ---------
$ 1,572,370 $ 1,661,127
========== ==========
LIABILITIES AND PARTNERS' CAPITAL
Current liabilities:
Accounts payable - affiliate $ 21,626 $ 17,442
Partners' capital:
Managing general partner 15,477 16,406
Limited partners (7,531 interests) 1,535,267 1,627,279
---------- ----------
1,550,744 1,643,685
---------- ----------
$ 1,572,370 $ 1,661,127
========== ==========
The financial information included as of June 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 90-C CONV., L.P.
(A Delaware Limited Partnership)
STATEMENTS OF OPERATIONS
(Unaudited)
Three months ended Six months ended
June 30, June 30,
--------------------- ---------------------
1997 1996 1997 1996
--------- --------- --------- ---------
Revenues:
Oil and gas $ 156,746 $ 204,766 $ 344,771 $ 395,682
Interest 1,559 1,225 2,939 2,208
Salvage income from equipment
disposals 793 - 793 -
-------- -------- -------- --------
159,098 205,991 348,503 397,890
-------- -------- -------- --------
Costs and expenses:
Oil and gas production 77,988 85,679 166,051 169,212
General and administrative 4,858 6,798 11,018 12,525
Depletion 26,789 29,723 52,230 63,391
Loss on sale of assets - 6,743 - 6,743
-------- -------- -------- --------
109,635 128,943 229,299 251,871
-------- -------- -------- --------
Net income $ 49,463 $ 77,048 $ 119,204 $ 146,019
======== ======== ======== ========
Allocation of net income:
Managing general partner $ 495 $ 770 $ 1,192 $ 1,460
======== ======== ======== ========
Limited partners $ 48,968 $ 76,278 $ 118,012 $ 144,559
======== ======== ======== ========
Net income per limited
partnership interest $ 6.50 $ 10.13 $ 15.67 $ 19.20
======== ======== ======== ========
Distributions per limited
partnership interest $ 12.04 $ 13.53 $ 27.89 $ 24.05
======== ======== ======== ========
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, 1997 $ 16,406 $1,627,279 $1,643,685
Distributions (2,121) (210,024) (212,145)
Net income 1,192 118,012 119,204
-------- --------- ---------
Balance at June 30, 1997 $ 15,477 $1,535,267 $1,550,744
======== ========= =========
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)
Six months ended
June 30,
-----------------------
1997 1996
---------- ----------
Cash flows from operating activities:
Net income $ 119,204 $ 146,019
Adjustments to reconcile net income to net
cash provided by operating activities:
Depletion 52,230 63,391
Gain on abandoned property (793) -
Loss on sale of assets - 6,743
Changes in assets and liabilities:
(Increase) decrease in accounts receivable 60,293 (5,455)
Increase (decrease) in accounts payable 4,184 (21,412)
--------- ---------
Net cash provided by operating activities 235,118 189,286
--------- ---------
Cash flows from investing activities:
Additions to oil and gas properties (4,787) (1,446)
Proceeds from equipment salvage on abandoned
property 793 -
Proceeds from sale of assets - 4,449
--------- ---------
Net cash provided by (used in) operating
activities (3,994) 3,003
--------- ---------
Cash flows from financing activities:
Cash distributions to partners (212,145) (182,917)
---------- ---------
Net increase in cash and cash equivalents 18,979 9,372
Cash and cash equivalents at beginning of period 79,564 82,151
--------- ---------
Cash and cash equivalents at end of period $ 98,543 $ 91,523
========= =========
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
<PAGE>
PARKER & PARSLEY 90-C CONV., L.P.
(A Delaware Limited Partnership)
NOTES TO FINANCIAL STATEMENTS
June 30, 1997
(Unaudited)
Note 1. Basis of presentation
In the opinion of management, the unaudited financial statements of Parker &
Parsley 90-C Conv., L.P. (the "Partnership") as of June 30, 1997 and for the
three and six months ended June 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, Controller, 303
West Wall, Suite 101, Midland, Texas 79701.
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations (1)
Results of Operations
Six months ended June 30, 1997 compared with six months ended
June 30, 1996
Revenues:
The Partnership's oil and gas revenues decreased to $344,771 from $395,682 for
the six months ended June 30, 1997 as compared to the six months ended June 30,
1996. The decrease in revenues resulted from a 14% decrease in barrels of oil
produced and sold, a 14% decrease in mcf of gas produced and sold, and a
slightly lower average price received per barrel of oil, offset by a higher
average price received per mcf of gas. For the six months ended June 30, 1997,
13,014 barrels of oil were sold compared to 15,187 for the same period in 1996,
a decrease of 2,173 barrels. For the six months ended June 30, 1997, 29,803 mcf
of gas were sold compared to 34,670 for the same period in 1996, a decrease of
4,867 mcf. Due to the decline characteristics of the Partnership's oil and gas
properties, management expects a certain amount of decline in production to
continue in the future until the Partnership's economically recoverable reserves
are fully depleted.
7
<PAGE>
The average price received per barrel of oil decreased slightly from $20.61 for
the six months ended June 30, 1996 to $20.46 for the same period in 1997, while
the average price received per mcf of gas increased 11% from $2.38 during the
six months ended June 30, 1996 to $2.63 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 six months ended June 30,
1997.
Salvage income of $793, received during the six months ended June 30, 1997, was
attributable to credits received from the disposal of oil and gas equipment on
one fully depleted well.
Costs and Expenses:
Total costs and expenses decreased to $229,299 for the six months ended June 30,
1997 as compared to $251,871 for the same period in 1996, a decrease of $22,572,
or 9%. This decrease was due to declines in depletion, loss on sale of assets,
production costs and general and administrative expenses, ("G&A").
Production costs were $166,051 for the six months ended June 30, 1997 and
$169,212 for the same period in 1996, resulting in a $3,161 decrease. The
decrease was the result of declines in production taxes and ad valorem taxes.
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, 12% from $12,525 for the six months ended June 30, 1996
to $11,018 for the same period in 1997.
Depletion was $52,230 for the six months ended June 30, 1997 compared to $63,391
for the same period in 1996. This represented a decrease in depletion of
$11,161, or 18%, primarily attributable to a decrease in oil production of 2,173
barrels for the six months ended June 30, 1997 compared to the same period in
1996.
A loss on sale of assets of $6,743 was recognized during the six months June 30,
1996. This loss resulted from the sale of one gas well to Costilla Energy,
L.L.C.
Three months ended June 30, 1997 compared with three months ended
June 30, 1996
Revenues:
The Partnership's oil and gas revenues decreased 23% to $156,746 from $204,766
for the three months ended June 30, 1997 as compared to the three months ended
June 30, 1996. The decrease in revenues resulted from lower average prices
received per barrel of oil and mcf of gas, a 12% decline in barrels of oil
produced and sold and a 10% decline in mcf of gas produced and sold. For the
8
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three months ended June 30, 1997, 6,418 barrels of oil were sold compared to
7,283 for the same period in 1996, a decrease of 865 barrels. For the three
months ended June 30, 1997, 15,197 mcf of gas were sold compared to 16,876 for
the same period in 1996, a decrease of 1,679 mcf. The decreases in oil and gas
production were due to the decline characteristics of the Partnership's oil and
gas properties.
The average price received per barrel of oil decreased $3.35, or 15%, from
$22.25 for the three months ended June 30, 1996 to $18.90 for the same period in
1997, while the average price received per mcf of gas decreased 8% from $2.53
during the three months ended June 30, 1996 to $2.33 in 1997.
Salvage income of $793, received during the three months ended June 30, 1997,
was attributable to credits received from the disposal of oil and gas equipment
on one fully depleted well.
Costs and Expenses:
Total costs and expenses decreased to $109,635 for the three months ended June
30, 1997 as compared to $128,943 for the same period in 1996, a decrease of
$19,308, or 15%. This decrease was due to declines in production costs, loss on
sale of assets, depletion and G&A.
Production costs were $77,988 for the three months ended June 30, 1997 and
$85,679 for the same period in 1996, resulting in a $7,691 decrease, or 9%. The
decrease was primarily due to declines in well repair and maintenance costs and
production taxes.
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, 29% from $6,798 for the three months ended June 30,
1996 to $4,858 for the same period in 1997.
Depletion was $26,789 for the three months ended June 30, 1997 compared to
$29,723 for the same period in 1996. This represented a decrease in depletion of
$2,934, or 10%, primarily attributable to a decline in oil production of 865
barrels for the three months ending June 30, 1997 compared to the same period in
1996.
A loss on sale of assets of $6,743 was recognized during the three months June
30, 1996. This loss resulted from the sale of one gas well to Costilla Energy,
L.L.C.
Liquidity and Capital Resources
Net Cash Provided by Operating Activities
Net cash provided by operating activities increased $45,832 during the six
months ended June 30, 1997 from the same period ended June 30, 1996. This
increase was primarily due to a decrease in production costs paid and an
increase in oil and gas sales receipts.
9
<PAGE>
Net Cash Provided by (Used in) Investing Activities
The Partnership's principal investing activities during the six months ended
June 30, 1997 and 1996 were for expenditures related to equipment replacement on
various oil and gas properties.
Proceeds of $793 were received during the six months ended June 30, 1997 from
the salvage of equipment on one fully depleted well.
Proceeds of $4,449 from the sale of one gas well were received during the six
months ended June 30, 1996.
Net Cash Used in Financing Activities
Cash was sufficient for the six months ended June 30, 1997 to cover
distributions to the partners of $212,145 of which $2,121 was distributed to the
managing general partner and $210,024 to the limited partners. For the same
period ended June 30, 1996, cash was sufficient for distributions to the
partners of $182,917 of which $1,826 was distributed to the managing general
partner and $181,091 to the limited partners.
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) Form 8-K - none
10
<PAGE>
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: August 13, 1997 By: /s/ Rich Dealy
----------------------------------
Rich Dealy, Controller of PPUSA
11
<PAGE>
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<ARTICLE> 5
<CIK> 0000882342
<NAME> 90CC.
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> JUN-30-1997
<CASH> 98,543
<SECURITIES> 0
<RECEIVABLES> 63,994
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 162,537
<PP&E> 5,749,734
<DEPRECIATION> 4,339,901
<TOTAL-ASSETS> 1,572,370
<CURRENT-LIABILITIES> 21,626
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 1,550,744
<TOTAL-LIABILITY-AND-EQUITY> 1,572,370
<SALES> 344,771
<TOTAL-REVENUES> 348,503
<CGS> 0
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<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 119,204
<INCOME-TAX> 0
<INCOME-CONTINUING> 119,204
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 119,204
<EPS-PRIMARY> 15.67
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