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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
FORM 10-QSB
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 1997
OR
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE TRANSITION PERIOD FROM ______________ to ______________
COMMISSION FILE NUMBER: 0-8043
SOUTHERN MINERAL CORPORATION
(Exact Name of Small Business Issuer as Specified In Its Charter)
NEVADA 36-2068676
(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)
500 DALLAS, SUITE 2800 77002-4708
HOUSTON, TEXAS (Zip Code)
(Address of Principal Executive Offices)
Issuer's Telephone Number, Including Area Code: (713) 658-9444
Check whether the issuer: (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 such shorter period that the issuer was required to
file such reports) and (2) has been subject to such filing requirements for the
past 90 days.
Yes X No
------ ------
State the number of shares outstanding of each of the issuer's classes
of common equity, as of the latest practical date: As of November 7, 1997,
there were 9,120,741 shares of the Issuer's common stock outstanding.
Transitional Small Business Disclosure Format (check one):
Yes No X
------ ------
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SOUTHERN MINERAL CORPORATION
TABLE OF CONTENTS
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PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
CONSOLIDATED FINANCIAL STATEMENTS:
<TABLE>
<S> <C>
Condensed Consolidated Balance Sheet as of September 30, 1997 and December 31,1996............3
Condensed Consolidated Statement of Operations for the
three and nine months ended September 30, 1997 and 1996...................................4
Condensed Consolidated Statement of Cash Flows for the
nine months ended September 30, 1997 and 1996...........................................5
Notes to Condensed Consolidated Financial Statements..........................................6
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations
Financial Condition and Results of Operations.................................................8
Liquidity and Capital Resources...............................................................10
PART II. OTHER INFORMATION..........................................................................12
Item 6. Exhibits and Reports on Form 8-K...........................................................12
</TABLE>
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SOUTHERN MINERAL CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEET
(thousands omitted)
<TABLE>
<CAPTION>
SEPTEMBER 30, DECEMBER 31,
ASSETS 1997 1996
------------- ------------
(unaudited)
<S> <C> <C>
CURRENT ASSETS
Cash $ 551 $ 471
Receivables and other 3,546 2,447
-------- --------
Total current assets 4,097 2,918
PROPERTY AND EQUIPMENT, AT COST USING SUCCESSFUL
EFFORTS METHOD FOR OIL AND GAS ACTIVITIES
Property, plant and equipment 44,428 25,831
Accumulated depreciation, depletion and amortization (7,650) (5,232)
-------- --------
36,778 20,599
PROPERTIES HELD FOR SALE AND OTHER 3,142 869
-------- --------
Total assets $ 44,017 $ 24,386
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable and accrued liabilities $ 1,712 $ 683
Notes payable 512 0
-------- --------
Total current liabilities 2,224 683
Long-term debt 20,700 3,900
DEFERRED INCOME TAXES 1,316 1,169
STOCKHOLDERS' EQUITY
Common stock, par value $.01 per share; authorized 20,000,000
shares at September 30, 1997, and December 31, 1996, respectively;
issued 9,110,413 and 9,088,519 shares at September 30, 1997 and
December 31, 1996 91 91
Additional paid-in capital 14,031 14,030
Retained earnings 5,707 4,565
-------- --------
19,829 18,686
Less: Treasury stock (52) (52)
-------- --------
Total stockholders' equity 19,777 18,634
-------- --------
Total liabilities and stockholders' equity $ 44,017 $ 24,386
======== ========
</TABLE>
The accompanying notes are an integral part of this statement.
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SOUTHERN MINERAL CORPORATION
CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
(thousands omitted, except share and per share amounts)
<TABLE>
<CAPTION>
THREE MONTHS ENDED NINE MONTHS ENDED
SEPTEMBER 30, SEPTEMBER 30,
---------------------------- ------------------------------
1997 1996 1997 1996
------------ ------------ ------------ ------------
(unaudited) (unaudited)
<S> <C> <C> <C> <C>
REVENUE
Oil and gas $ 3,533 $ 2,997 $ 10,253 $ 8,430
Gain (loss) on sale (41) 25 503 421
------------ ------------ ------------ ------------
3,492 3,022 10,756 8,851
EXPENSES
Production 999 701 2,610 2,051
Exploration 1,302 103 1,517 186
Depreciation, depletion and amortization 1,020 756 2,512 1,937
General and administrative 383 420 1,518 1,243
------------ ------------ ------------ ------------
3,704 1,980 8,157 5,417
------------ ------------ ------------ ------------
Income (loss) from operations (212) 1,042 2,599 3,434
Other income, expenses and deductions
Interest and other income 80 65 135 258
Interest and debt expense (545) (295) (785) (914)
------------ ------------ ------------ ------------
Income (loss) before income taxes (677) 812 1,949 2,778
Provision (benefit) for federal and state
Current provision 53 (79) 391 274
Deferred provision (461) 264 165 432
------------ ------------ ------------ ------------
(408) 185 556 706
------------ ------------ ------------ ------------
Net income (loss) $ (269) $ 627 $ 1,393 $ 2,072
============ ============ ============ ============
Primary net income (loss) per share $ (0.03) $ 0.09 $ 0.14 $ 0.30
Fully diluted net income (loss) per share $ (0.03) $ 0.09 $ 0.14 $ 0.29
Primary weighted average shares outstanding 10,097,992 7,325,308 10,107,903 7,005,999
Fully diluted weighted average shares outstanding 10,254,128 7,452,471 10,144,789 7,145,648
</TABLE>
The accompanying notes are an integral part of this
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SOUTHERN MINERAL CORPORATION
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
(thousands omitted)
<TABLE>
<CAPTION>
NINE MONTHS ENDED
SEPTEMBER 30,
-------------------------
1997 1996
---------- -----------
(unaudited)
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net income $ 1,393 $ 2,072
Adjustments to net income, net of the effects
of disposition in 1996 3,420 1,618
-------- --------
Net cash provided by operating activities 4,813 3,690
-------- --------
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds from sales of properties 1,047 184
Acquisition of partnership interest, net of cash
received Capital expenditures 0 (2,112)
Net cash received on disposition of assets (21,615) (2,874)
Net cash used in investing activities 0 1,143
-------- --------
(20,568) (3,659)
-------- --------
CASH FLOWS FROM FINANCING ACTIVITIES
Payments of long-term debt (6,682) (3,815)
Proceeds from long-term debt 22,600 3,500
Fees paid to facilitate equity offering (68) 0
-------- --------
Net cash provided by (used in) financing activities 15,850 (315)
-------- --------
Effect of exchange rate changes on cash (15) 0
-------- --------
Net increase (decrease) in cash 80 (284)
Cash at beginning of period 471 562
-------- --------
Cash at end of period $ 551 $ 278
======== ========
NON-CASH INVESTING AND FINANCING ACTIVITIES
Issuance of 175,000 shares of common stock for
property acquisitions $ 0 $ 241
Change in property and equipment additions 1,394 0
Assumption of debt with property acquisitions $ 1,394 $ 0
Directors fees 69 0
Cash paid for interest $ 759 $ 850
Cash paid for taxes $ 652 $ 381
</TABLE>
The accompanying notes are an integral part of this statement.
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SOUTHERN MINERAL CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1 - BASIS OF PRESENTATION
The condensed consolidated financial statements included herein have been
prepared by the Company, without audit, pursuant to the rules and regulations
of the Securities and Exchange Commission. Certain information and footnote
disclosures normally included in financial statements prepared in accordance
with generally accepted accounting principles have been condensed or omitted
pursuant to such rules and regulations, though the Company believes that the
disclosures are adequate to make the information presented not misleading.
These condensed consolidated financial statements should be read in conjunction
with the financial statements and the notes thereto included in the Company's
latest Annual Report to the Securities and Exchange Commission on Form 10-KSB
for the year ended December 31, 1996. In the opinion of the Company, all
adjustments, consisting only of normal recurring adjustments, necessary to
present fairly the financial position as of September 30, 1997, and December
31, 1996, the results of operations for the three and nine months ended
September 30, 1997 and 1996 and statements of cash flows for the nine months
then ended have been included.
Use of Estimates - The preparation of financial statements in conformity with
generally accepted accounting principles requires management to make estimates
and assumptions that affect the reported amount of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the financial
statements and the reported amounts of revenues and expenses during the
reporting period. Actual results could differ from those estimates.
NOTE 2 - ACQUISITIONS
On May 20, 1997, the Company purchased from Mario Garcia and Dolores E. Garcia,
the outstanding capital stock of BEC Energy, Inc. ("BEC"). The purchase price
was $10,640,000. BEC's assets consist of working interests in fourteen oil and
gas wells located in the Big Escambia Creek Field, Escambia County, Alabama.
The Company financed the acquisition with a $10,600,000 advance under the
Company's credit facility with Compass Bank-Houston.
On August 30, 1996, the Company acquired for $3,000,000 the limited partnership
interest in SMC Development, L.P., which then was dissolved. The Company
previously owned a 7% general partnership interest in the partnership. The
partnership assets consisted of proved undeveloped oil and gas properties, with
most of the value related to the proved undeveloped properties that were
drilled in 1996. The acquisition was financed through an increase in the
Company's Revolving Bank Note of $1,600,000, and from internally generated
working capital.
In addition, during 1997 the Company has acquired other interests, including a
10% interest in a concession in the Santa Elena Peninsula in Ecuador for
approximately $2,400,000, none of which would have had a material effect on the
historical results of the Company.
The following summarizes pro forma (unaudited) information and assumes the
acquisitions of BEC and SMD had occurred on January 1, 1996, and assumes the
acquisition of BEC had occurred on January 1, 1997.
<TABLE>
<CAPTION>
Nine Months Ended September 30,
--------------------------------------
(000's omitted, except per share data)
1997 1996
------- ---------
<S> <C> <C>
Revenues $11,518 $10,012
Net Income 1,103 1,972
Net Income per share $ .11 $ .28
</TABLE>
These pro forma results are not necessarily indicative of those that would have
occurred had the acquisitions taken place at the beginning of 1996 and 1997.
The above amounts reflect adjustments for interest on notes payable issued as
part of the purchase price and depreciation on revalued property.
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NOTE 3 - NOTE PAYABLE
The Company acquired 3-D seismic in January of 1997 for $1,394,000 payable in
14 monthly payments commencing January 31, 1997 of $105,000 per month, with an
imputed interest rate of 10% per annum. The note balance at September 30, 1997,
is $512,000 and the purchase is included in properties held for sale as of
September 30, 1997.
NOTE 4 - SUBSEQUENT EVENTS
On October 7, 1997, the Company completed the placement of $41,400,000 of
6.875% convertible subordinated debentures due October 1, 2007. The debentures
are convertible at any time prior to maturity into 121.07 shares of common
stock at a price of $8.26 per share. Net proceeds of approximately $39,000,000
were used to retire bank debt of $20,700,000 and to fund future capital
spending.
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SOUTHERN MINERAL CORPORATION
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
FOR THE QUARTER ENDED SEPTEMBER 30, 1997
AS COMPARED TO THE QUARTER ENDED SEPTEMBER 30, 1996
Oil and gas revenues for the quarter ended September 30,1997, are $3,533,000,
compared to oil and gas revenues for the same period in 1996 of $2,997,000. The
increase in revenues reflects higher production volumes of both natural gas and
crude oil, which are partially offset by lower commodity prices for both
natural gas and crude oil. Higher production volumes are primarily due to the
acquisition of BEC Energy, Inc., acquired on May 20, 1997, the acquisition of
a working interest in the A. Philyaw 8-1 #1 on April 7, 1997, and the
acquisition on June 13, 1997 of a 10% interest in the Santa Elena Concession
located in the Santa Elena Peninsula in Ecuador.
Natural gas production for the three months ended September 30, 1997 is 949
Mmcf, a 7% increase as compared to production for the same period in 1996 of
884 Mmcf. The Company's crude oil production for the three months ended
September 30, 1997 increased 60% to 97,997 barrels as compared to 61,122
barrels for the same period in 1996.
The average natural gas price in 1997 decreased 4% to $1.89 per Mcf compared to
$1.97 per Mcf in 1996. Crude oil prices decreased 10% in 1997 to $16.60 per
barrel, compared to $18.51 per barrel in 1996.
Production costs, including production and ad valorem taxes, increased in 1997
to $999,000, up 43% from $701,000 in 1996, due partly to the above mentioned
acquisitions. On a cost per Mcfe basis, production costs for 1997 increased to
$.65 per Mcfe, or 16% from $0.56 per Mcfe in 1996.
General and administrative expenses decreased to $383,000 in 1997, down 9% from
$420,000 in 1996. On a cost per Mcfe basis, general and administrative expenses
declined to $0.25 per Mcfe from $0.34 Mcfe in 1996.
Exploration, dry hole and lease impairment expenses increased in the quarter
ended September 30, 1997 to $1,302,000, compared to $103,000 in the same period
of 1996, which was due to the geological and geophysical expenses of
approximately $655,000 primarily associated with the Matthews Prospect seismic
shoot and the drilling of three dry holes drilled costing approximately
$647,000 in Terrebonne Parish, Louisiana, Orange County, and LaVaca County,
Texas. Since the Company uses the successful efforts method of accounting,
exploration expenses may vary greatly from year to year based upon the level of
exploration activity during the year.
Depreciation, depletion and amortization ("DD&A") expense for 1997 increased
to $1,020,000, up 35% from $756,000 in 1996, which was due primarily to the
above mentioned acquisitions. The Company computes depreciation and depletion
on each producing property on a unit-of-production method. Since this method
employs estimates of remaining reserves, depreciation and depletion expenses
may vary from period to period because of revisions to reserve estimates,
production rates and other factors. DD&A expenses increased in 1997 to $.66
per Mcfe, up 10% from $0.60 per Mcfe in 1996.
Interest and debt expense in the quarter ended September 30, 1997 was $545,000,
compared to $295,000 in 1996. Interest expense increased as a result of an
increase in the outstanding bank debt, which was due primarily to the financing
of the above mentioned acquisitions. During the 1997 third quarter, bank debt
increased to $20,700,000.
Tax (benefit) expense in 1997 and 1996 was( $408,000) and $185,000,
respectively, with the decrease related to a loss in the 1997 period. The tax
rate in 1996 was reduced by a net operating loss carryforward that was
available in the 1996 quarter, which was not available in the second quarter of
1997.
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The Company reported a loss in the quarter ended September 30, 1997, of
$269,000, or $(.03) per share, compared to earnings of $627,000, or $0.09 per
share, in the same period in 1996. The number of shares outstanding increased
by 2,500,000 in December of 1996 as a result of a private placement of common
stock.
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1997
AS COMPARED TO THE NINE MONTHS ENDED SEPTEMBER 30, 1996
Oil and gas revenues for the nine months ended September 30, 1997, are
$10,253,000, up 22% compared to oil and gas revenues for the same period in
1996 of $8,430,000. The increase in revenues reflects higher production volumes
of both natural gas and crude oil along with higher commodity prices for both
natural gas and crude oil. Higher production volumes are primarily due to the
acquisition of BEC Energy, Inc., acquired on May 20, 1997, and the acquisition
of a working interest in the A. Philyaw 8-1 #1 on April 7, 1997. The Company
also acquired on June 13, 1997 a 10% interest in the Santa Elena Concession
located in the Santa Elena Peninsula in Ecuador.
Natural gas production in the first nine months of 1997 is 2,750 Mmcf, a 13%
increase compared to 1996 production of 2,427 Mmcf. The Company's crude oil
production in the first nine months of 1997 increased 25% to 220,598 barrels
compared to 176,760 barrels in 1996.
The average natural gas price in the first nine months of 1997 increased 11% to
$2.12 per Mcf compared to $1.91 per Mcf in the same period of 1996. Crude oil
prices increased 3% in the first nine months of 1997 to $18.58 compared to
$18.07 per barrel in the same period of 1996.
As part of the Company's on-going operations, the Company may sell
non-strategic assets or oil and gas properties. The proceeds would be used to
pay down debt or redeploy capital to opportunities that may have a higher rate
of return. These activities resulted in gains on sales of assets of $503,000
in the first nine months of 1997, and $421,000 in the same period of 1996. The
gain on sale in 1996 was primarily the result of the sale of Venture Resources,
Inc. for $1,143,000, which was a non-core asset acquired as part of the
Company's acquisition of certain oil and gas assets from Stone & Webster, Inc.
in December 1995. The gain on sale in 1997 was primarily the result of the
sales of an oil and gas prospect located in the state waters offshore Texas and
a working interest in a oil and gas property in Canada, which the Company has
sold for approximately $360,000.
Production costs, including production and ad valorem taxes, increased in the
first nine months of 1997 to $2,610,000, up 27% from $2,051,000 in the same
period of 1996, primarily due to the above mentioned acquisitions. On a cost
per Mcfe basis, production costs for 1997 increased to $0.64 per Mcfe, or 8%,
from $0.59 per Mcfe in 1996.
General and administrative expenses increased as a result of increased staffing
to facilitate future growth to $1,518,000 in the first nine months of 1997, up
22% from $1,243,000 in 1996. On a cost per Mcfe basis, general and
administrative expenses increased in 1997 to $0.37 per Mcfe, or 3% from $0.36
Mcfe in 1996.
Exploration, dry hole and lease impairment expenses increased in the first nine
months of 1997 to $1,517,000, compared to $186,000 in the same period of 1996,
which was due to the geological and geophysical expenses of approximately
$655,000 primarily associated with the Matthews Prospect seismic shoot and the
drilling of four dry holes drilled costing approximately $862,000 in Terrebonne
Parish and Jefferson Parish, Louisiana and Orange County and LaVaca County,
Texas. Since the Company uses the successful efforts method of accounting,
exploration expenses may vary greatly from year to year based upon the level of
exploration activity during the year.
DD&A expense for the first nine months of 1997 increased to $2,512,000, up 30%
from $1,937,000 in 1996, primarily due to the above mentioned acquisitions. The
Company computes depreciation and depletion on each producing property on a
unit-of-production method. Since this method employs estimates of remaining
reserves, depreciation and depletion expenses may vary from period to period
because of revisions to reserve estimates, production rates and other factors.
DD&A expenses increased in the first nine months of 1997 to $0.62 per Mcfe, up
11% from $0.56 per Mcfe in 1996.
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Interest and debt expense decreased in the first nine months of 1997 to
$785,000, down 14% compared to $914,000 in 1996. The decline resulted from a
reduction in bank debt, which was reduced from the net proceeds of approximately
$10,600,000 from the Company's private placement of 2,500,000 shares of common
stock in December 1996. Bank debt increased in the first nine months of 1997
primarily to fund the above mentioned acquisitions.
Tax expense in 1997 and 1996 was $556,000 and $706,000, respectively, with the
decrease related to lower 1997 net income before taxes and a net operating loss
carryforward that was available in the 1996 nine month period, which was not
available in the nine months ended September 30,1997.
The Company reported earnings in 1997 of $1,393,000, or $0.14 per share,
compared to earnings of $2,072,000, or $0.30 per share in 1996. The number of
shares outstanding increased by 2,500,000 in December of 1996 as a result of
the private placement of common stock.
LIQUIDITY AND CAPITAL RESOURCES
FOR THE PERIOD ENDED SEPTEMBER 30, 1997
The Company has historically funded its operations, acquisitions, exploration
and development expenditures from cash flows from operating activities, bank
borrowings, issuance of common stock and sales of non-strategic assets and oil
and gas properties. Total available liquidity at September 30, 1997, and 1996,
was $5,251,000 and $1,078,000, respectively.
The Company's cash flows provided by operating activities for the nine months
ended September 30, 1997 and 1996 were $4,813,000 and $3,690,000, respectively.
Additional cash of $1,047,000 and $184,000 was realized in the first nine
months of 1997 and 1996, respectively, from property sales of non-strategic
assets.
Effective June 30, 1997, the Company amended its bank credit agreement
increasing its borrowing base from $16,200,000 to $26,000,000. As of September
30, 1997, the borrowing base under the credit facility is $25,400,000, with
outstanding borrowings thereunder of $20,700,000, leaving $4,700,000 available
to borrow.
The credit facility borrowing base reduces $300,000 per month commencing August
1, 1997, and is reviewed by the bank semi-annually until maturity on June 1,
2000. The obligations under the credit facility are secured by substantially
all of the assets of the Company and its subsidiaries. The credit facility
contains certain covenants relating to the financial condition of the Company.
The credit facility bears interest at the Company's option, of either prime
rate floating, or at the LIBOR rate plus two and one-quarter percent.
Capital spending in the first nine months of 1997 totaled $21,615,000, and was
primarily funded from bank debt and cash flow generated from operations. The
Company will evaluate its level of capital spending throughout the year based
upon drilling results, commodity prices, cash flows from operations and
property acquisitions.
On October 7, 1997, the Company completed the placement of $41,400,000 of
6.875% convertible subordinated debentures due October 1, 2007. The debentures
are convertible at any time prior to maturity into 121.07 shares of common
stock at a price of $8.26 per share. Net proceeds of approximately $39,000,000
were used to retire bank debt of $20,700,000.
The Company believes that it will have sufficient capital available from the
credit facility described above, together with the proceeds from the debenture
offering, and cash flows from operating activities, to fund its 1997 capital
expenditure program, and to meet the Company's other obligations. The Company
also believes that the funds available from such sources will enable the
Company to continue to pursue strategic corporate and property acquisitions.
The Company's debt to total capitalization ratio is 51% at September 30, 1997,
as compared to 56% at September 30, 1996. The Company's interest coverage
ratio (calculated as net income plus depreciation, depletion and amortization,
deferred income taxes, and exploration expenses divided by cash expenditures
for interest) is 7 to 1 for the first nine months of 1997.
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The Company did not declare dividends in the nine months ended September 30,
1997, fiscal 1996, 1995 or 1994. It is likely that for the foreseeable future
funds available for dividends on common stock, if any, will be retained by the
Company to finance future growth.
CHANGE IN ACCOUNTING METHODS
Effective December 1997, the Company will be required to adopt Statement of
Financial Accounting Standards No. 128, "Earnings per Share" ("SFAS 128"). SFAS
128 introduces the concept of basic earnings per share, which represents net
income divided by the weighted average common shares outstanding -- without the
dilutive effects of common stock equivalents (options, warrants, etc.). Diluted
earnings per share, giving effect to common stock equivalents, will be reported
when SFAS 128 is adopted in the fourth quarter of 1997.
Effective December 1997, the Company will be required to adopt Statement of
Financial Accounting Standards No. 129, "Disclosure of Information about
Capital Structure" ("SFAS 129"). SFAS 129 requires that all entities disclose
in summary form within the financial statements the pertinent rights and
privileges of the various securities outstanding. An entity is to disclose
within the financial statements the number of shares issued upon conversion,
exercise, or satisfaction of required conditions during at least the most
recent annual fiscal period and any subsequent interim period presented. Other
special provisions apply to preferred and redeemable stock. The Company will
adopt SFAS 129 in the fourth quarter of 1997.
In June 1997, the Financial Accounting Standards Board (FASB) issued Statement
of Financial Accounting Standards No. 130, "Reporting Comprehensive Income"
("SFAS 130"), which establishes standards for reporting and display of
comprehensive income and its components. The components of comprehensive
income refer to revenues, expenses, gains and losses that are excluded from net
income under current accounting standards, including foreign currency
translation items, minimum pension liability adjustments and unrealized gains
and losses on certain investments in debt and equity securities. SFAS 130
requires that all items that are recognized under accounting standards as
components of comprehensive income be reported in a financial statement
displayed in equal prominence with other financial statements; the total of
other comprehensive income for a period is required to be transferred to a
component of equity that is separately displayed in a statement of financial
position at the end of an accounting period. SFAS 130 is effective for both
interim and annual periods beginning after December 15, 1997.
In June, 1997, the FASB issued Statement of Financial Accounting Standards No.
131, "Disclosures about Segments of an Enterprise and Related Information"
("SFAS 131"). SFAS 131 establishes standards for the way public enterprises
are to report information about operating segments in annual financial
statements and requires the reporting of selected information about operating
segments in interim financial reports issued to shareholders. It also
establishes standards for related disclosures about products and services, and
major customers. SFAS 131 is effective for periods beginning after December
15, 1997.
FORWARD-LOOKING STATEMENTS
The Management's Discussion and Analysis of Financial Condition and Results of
Operations ("MD&A") 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 1937, as amended (the
"Exchange Act"). All statements other than statements of historical fact
included in MD&A, including statements regarding the Company's operating
strategy, plans, objectives and beliefs of management for future operations,
planned capital expenditures and acquisitions are forward-looking statements.
Although the Company believes that the assumptions upon which such
forward-looking statements are based are reasonable, it can give no assurance
that such assumptions will prove to be correct.
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PART II
OTHER INFORMATION
Items 1, 2, 3, 4, and 5 for which provision is made in the applicable
regulations of the Securities and Exchange Commission are not required under
the related instructions or are inapplicable, and therefore have been omitted.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) EXHIBITS:
11.1 Computation of earnings per common and equivalent
share (filed herewith)
27.1 Financial Data Schedule
(b) REPORT ON FORM 8-K:
None
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company
has duly caused this report to be signed on its behalf by the undersigned
thereunto duly authorized.
SOUTHERN MINERAL CORPORATION
Date: November 13, 1997 By /s/ James H. Price
-------------------------------------
James H Price
Vice President-Finance
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EXHIBIT INDEX
<TABLE>
<CAPTION>
Exhibit
Number Description
- ------ -----------
<S> <C>
11.1 Computation of earnings per common and equivalent share (filed
herewith)
27.1 Financial Data Schedule
</TABLE>
<PAGE> 1
EXHIBIT 11.1
COMPUTATION OF EARNINGS PER COMMON AND COMMON
EQUIVALENT SHARE (IN THOUSANDS
EXCEPT PER SHARE AMOUNTS)
<TABLE>
<CAPTION>
Quarter Ended Quarter Ended
September 30, 1997 September 30, 1996
Fully Fully
Primary Diluted Primary Diluted
-------------------- -------------------
<S> <C> <C> <C> <C>
Net Earning (loss) $ (269) $ (269) $ 627 $ 627
======== ======== ======== ========
Weighted average number of common
shares outstanding 9,019 9,019 6,469 6,469
Excess of shares issuable upon exercise
of stock options over shares deemed
retired under the "treasury stock"
method 1,079 1,235 856 983
-------- -------- -------- --------
Weighted average number of common
and dilutive common equivalent shares
outstanding 10,098 10,254 7,325 7,452
======== ======== ======== ========
Earnings (loss) per common and common
equivalent share $ (0.03) $ (0.03) $ 0.09 $ 0.08
======== ======== ======== ========
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM QUARTERLY
REPORT ON FORM 10-QSB FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 1997 AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> SEP-01-1997
<CASH> 551
<SECURITIES> 0
<RECEIVABLES> 3,546
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 4,097
<PP&E> 44,428
<DEPRECIATION> (7,650)
<TOTAL-ASSETS> 44,017
<CURRENT-LIABILITIES> 2,224
<BONDS> 0
91
0
<COMMON> 0
<OTHER-SE> 19,686
<TOTAL-LIABILITY-AND-EQUITY> 44,017
<SALES> 10,253
<TOTAL-REVENUES> 10,756
<CGS> 0
<TOTAL-COSTS> 2,610
<OTHER-EXPENSES> 5,547
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 785
<INCOME-PRETAX> 1,949
<INCOME-TAX> 556
<INCOME-CONTINUING> 1,393
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,393
<EPS-PRIMARY> .14
<EPS-DILUTED> .14
</TABLE>
