SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Form 10-QSB\A
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1996
Commission file number 1-13162
EMPIRIC ENERGY, INC.
(Exact name of registrant as specified in its charter)
Texas 75-2455467
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
10300 N. Central Expressway
Suite 426, Dallas, Texas 75231
(Address of principal executive offices) (Zip Code)
(214) 265-8392
(Registrant's telephone number, including area code)
Indicate by a check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities and 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 _____
PART II. OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
There were no reports filed.
In accordance with the requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.
Date: June 12, 1997
EMPIRIC ENERGY, INC.
By:_____Clyde E. Skeen______________
Clyde E. Skeen
Chief Financial Officer
By:_____James J. Ling______________
James J. Ling
President
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> MAR-31-1996
<CASH> $ 3,811
<SECURITIES> 0
<RECEIVABLES> 42,250<F3><F13>
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 46,061
<PP&E> 3,686,440<F3><F4>
<DEPRECIATION> 1,107,192
<TOTAL-ASSETS> 2,638,061
<CURRENT-LIABILITIES> 433,169<F3><F5><F7>
<BONDS> 0
0
0
<COMMON> 40,555<F11>
<OTHER-SE> 1,896,818
<TOTAL-LIABILITY-AND-EQUITY> 2,638,061<F11>
<SALES> 20,567
<TOTAL-REVENUES> 31,817
<CGS> 39,865
<TOTAL-COSTS> 66,673
<OTHER-EXPENSES> 26,808
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 7,688<F1><F6>
<INCOME-PRETAX> (42,545)
<INCOME-TAX> 0<F8>
<INCOME-CONTINUING> (42,545)
<DISCONTINUED> 0
<EXTRAORDINARY> 0<F1>
<CHANGES> 0
<NET-INCOME> (42,545)
<EPS-PRIMARY> (0.01)<F1>
<EPS-DILUTED> 0<F1>
<FN>
<F3>ACQUISITION AND SALE OF OIL AND GAS PROPERTIES
In 1992, the Company acquired undivided interests in a producing well
located in Mississippi. Current production from this well is being
retained by the operator of the well to offset costs it incurred in a major
rework program. Upon receipt of full payment and satisfaction of this
obligation, future revenue will revert to Empiric. This property has been
recorded at its fair market value of $1.6 million. This value was based on
the discounted value of estimated reserves of the property less a
provision for all claims and encumbrances which may be assessed against
the property as estimated by management. The estimated reserves were
determined in an independent appraisal by outside professional engineers.
In exchange for this property and other valuable assets, including the
opportunity to acquire the working interests in the Panhandle prperties and
for obtaining the initial financing to form the company, 1.75 million shares
of stock and $125,000 in convertible senior notes were issued.
In 1993, the Company acquired an additional 28.5% undivided interest in
property in the Texas Panhandle. This additional interest was acquired for the
assumption of the debts of the former operator (balances still owed to these
vendors are included in vendors payable on the balance sheet) and included a
substantial amount of supplies. The amount of the debts assumed plus other
expenditures related to the transaction totaled approximately $450,000. Part
of this additional interest in the property was sold shortly thereafter for
$450,000. The supplies were used on the Company's projects in the Panhandle.
Also in 1993, the Company acquired a lease on the property known as the "Brent
Ranch" for $100,000. This transaction is discussed further in Note 9.
<F13> Pursuant to an agreement dated March 23, 1995, between the Company and
Texoil Energy, Ltd. (Texoil), a Canadian corporation, Texoil acquired one-half
of the Company's interest in approximately 9,300 acres of oil and casinghead
gas leases in Moore and Potter Counties, Texas, including the 7,000 acres on
the Brent Ranch and 225,000 shares of the Company's Common Stock. In
consideration, the Company received $128,750 cash and a $121,250 note due in
August 1995, 1,000,000 shares of Texoil Common stock and $750,000 principal
amount of 6% preferred stock, convertible into 750,000 shares of Texoil Common
Stock (offsetting for this transaction went to work in process). Under the
terms of the agreement, Texoil is required to drill nine wells on the Brent
Ranch and four wells on the Richmond acreage at a total estimated cost of
approximately $2,000,000. The proceeds of the $121,250 note and the proceeds
of the private placement will be used to fund the Company's obligations under
the Texoil Agreement. Texoil will pay two-thirds of the drilling and testing
costs and will share the completion costs equally with the Company. No work is
presently being conducted under this agreement due to pending litigation which
is discussed in Note 9.
On December 21, 1995, the Company entered into an agreement with Lyon
Operating, Inc., for the purchase of an undivided 72% of the leasehold or
working interest in approximately 1,223 acres of land situated in Clay and Jack
Counties, Texas. For this interest, the Company paid $30,000 cash, a
promissory note for $35,000 with interest at 8% payable on or before March 21,
1996 and 20,000 shares of the Company's stock.
<F4>OIL AND GAS PROPERTIES, NOT SUBJECT TO AMORTIZATION
The Company is current participating in oil and gas development activities
in the Texas Panhandle. A determination will not be made about the extent of
additional reserves that should be classified as proved reserves as a result of
this project until its completion. Consequently, the associated property and
development costs have been excluded in computing amortization of the full cost
pool. The Company will begin to amortize these costs when the project is
completed. Costs excluded from amortization consists of the following:
Year Acquisition Property Development Capitalized
Incurred Costs Sale Costs Interests Total
1995 $65,000 $ -- $ -- $ -- $65,000
<F5>CURRENT PORTION OF LONG-TERM DEBT
This item consisted of 8% convertible senior notes payable which were
converted to common stock in 1994.
<F7>SHORT-TERM NOTES PAYABLE
This note bears interest at 12%, matures on April 30, 1996, and is secured
by all of the assets of the Company.
<F11>REVERSE STOCK SPLIT
On March 24, 1994, the Board of Directors authorized a 1-for-2 reverse
stock split of Common Stock to Stockholders of record on March 24, 1994. Per
share amounts in the accompanying financial statements have been adjusted for
the split.
<F1>OIL AND GAS PROPERTIES - The Company follows the full cost method of accounting
for oil and gas properties. Accordingly, all costs associated with acquisition
and development of oil and gas reserves, including directly related overhead
costs, are capitalized. All capitalized costs of oil and gas properteis are
amortized on the unit-of-production method using estimates of proved reserves.
Investments in unproved properties and major development projects are not
amortized until proved reserves associated with the projects can be determined
or until impairment occurs. If the results of the assessment indicates that
the properties are impaired, the amount of the impairment is added to the
capitalized costs to be amortized. Further, the capitalized costs are subject
to a "ceiling test" which basically limits such costs to the aggregate of the
"estimated present value", discounted at a 10% interest rate of future net
revenues from proved reserves, based on current economic and operating
conditions plus the lower of cost or fair market value of unproved properties.
Sales of proved and unproved properties are accounted for as adjustments
of capitalized costs with no gain or loss recognized, unless such adjustments
would significantly alter the relationship between capitalized costs and proved
reserves of oil and gas in which case the gain or loss is recognized in income.
Abandonments of properties are accounted for as adjustments of capitalized
costs with no loss recognized.
CAPITALIZED INTEREST - The Company capitalizes interest ($8,126 in 1995 and
$29,577 in 1994, respectively) on expenditures made in connection with
development projects that are not subject to current amortization. Interest is
capitalized only for the period that activities are in progress to bring these
projects to their intended use.
EARNINGS PER SHARE - Primary earnings per share amounts are computed based on
the weighted average number of shares actually outstanding. The number of
shares used in the computations were 3,933,019 in 1995 and 3,734,186 in 1994.
Fully diluted earnings per share amounts are not presented because they are not
materially dilutive.
<F6>LONG-TERM DEBT
On December 31, 1995, the Company issued $267,520 in senior secured notes
bearing interest at 8%, payable each six months. The full amount of the
principal is due thirty-six months from that date. The notes were issued to
two stockholders of the Company.
At December 31, 1993, the Company had issued $1,384,991 in convertible senior
notes payable. However, since the principal of these notes was payable in
three equal quarterly payments beginning April 15, 1994, and ending October 15,
1994, they were carried in "current portion of long-term debt" on the December
31, 1993 statements (See Note 5). Interest on the unpaid principal balance was
accrued at the rate of 8% per annum and was paid quarterly. These notes were
secured by a Deed of Trust covering all rights, titles and interests of the
Company in the Mississippi and certain Texas properties. These notes were
convertible at the holders' option, into Common Shares of the Company at the
conversion price of $2.00 in principal amount for each share of stock. These
notes were converted into common stock in 1994.
No interest was paid on these notes in 1995. Interest expense for the period
ended December 31, 1994, totaled $81,093, of which $29,577 was capitalized.
<F8>INCOME TAX
The Company has a deferred tax asset of $2,176,145 which they have elected
to offset with a valuation reserve of the same amount. Therefore, there is no
effect on the Company's books. The net operating loss carry forward available
to reduce future taxable income will expire for financial and tax purposes as
follows:
Financial Tax
December 31, 2007 $ 37,661 $ 505,161
December 31, 2008 286,454 823,485
December 31, 2009 998,929 627,142
December 31, 2010 245,636 220,357
$1,568,680 $2,176,145
</FN>
</TABLE>
