<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000943861
<NAME> GOODRICH PETROLEUM CORPORATION
<MULTIPLIER> 1
<CURRENCY> U.S. Dollars
<S> <C>
<PERIOD-TYPE> 3-mos
<FISCAL-YEAR-END> Dec-31-1998
<PERIOD-START> Jan-01-1998
<PERIOD-END> Mar-31-1998
<EXCHANGE-RATE> 1
<CASH> 0
<SECURITIES> 884,000
<RECEIVABLES> 1,280,195
<ALLOWANCES> 24,989
<INVENTORY> 0
<CURRENT-ASSETS> 2,230,571
<PP&E> 44,078,105
<DEPRECIATION> 10,115,626
<TOTAL-ASSETS> 36,448,297
<CURRENT-LIABILITIES> 3,938,048
<BONDS> 19,500,000
0
1,546,318
<COMMON> 1,046,481
<OTHER-SE> 10,417,450
<TOTAL-LIABILITY-AND-EQUITY> 36,448,297
<SALES> 2,389,224
<TOTAL-REVENUES> 2,437,783
<CGS> 0
<TOTAL-COSTS> 3,060,723
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 385,575
<INCOME-PRETAX> (1,008,515)
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (1,008,515)
<EPS-PRIMARY> (.25)
<EPS-DILUTED> 0
</TABLE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT 1934
For the quarterly period ended March 31, 1998
---------------------------------------
or
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT 1934
For the transition period from to
---------------------- ------------------
Commission File Number: 1-7940
------------------------------------------------
Goodrich Petroleum Corporation
(Exact name of registrant as specified in its charter)
Delaware 76-0466193
- --------------------------------------------------------------------------------
(State or other jurisdiction of incorporation or organization)
(I.R.S. Employer ID. No.)
5847 San Felipe, Suite 700, Houston, Texas 77057
- --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(713) 780-9494
- --------------------------------------------------------------------------------
(Registrant's telephone number, including area code)
None
- --------------------------------------------------------------------------------
(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. [ X ] Yes [ ] No
At April 30, 1998, there were 5,232,164 shares of Goodrich Petroleum
Corporation common stock outstanding.
1
<PAGE>
GOODRICH PETROLEUM CORPORATION
FORM 10-Q
March 31, 1998
INDEX
Page No.
--------
PART 1 - FINANCIAL INFORMATION
Item 1. Financial Statements.
Consolidated Balance Sheets
March 31, 1998 (Unaudited) and December 31, 1997.................... 3-4
Consolidated Statements of Operations (Unaudited)
Three Months Ended March 31, 1998 and 1997.......................... 5
Consolidated Statements of Cash Flows (Unaudited)
Three Months Ended March 31, 1998 and 1997.......................... 6
Consolidated Statements of Stockholders' Equity (Unaudited)
Three Months Ended March 31, 1998 and 1997.......................... 7
Notes to Consolidated Financial Statements............................. 8-9
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations. 10-12
PART II - OTHER INFORMATION 13
Item 1. Legal Proceedings.
Item 2. Changes in Securities.
Item 3. Defaults Upon Senior Securities.
Item 4. Submission of Matters to a Vote of Security Holders.
Item 5. Other Information.
Item 6. Exhibits and Reports on Form 8-K.
2
<PAGE>
GOODRICH PETROLEUM CORPORATION AND SUBSIDIARIES
Consolidated Balance Sheets
<TABLE>
<CAPTION>
March 31, December 31,
1998 1997
-------- -------=----
(Unaudited)
<S> <C> <C>
ASSETS
CURRENT ASSETS
Cash and cash equivalents..........................$ --- $ 793,358
Marketable equity securities....................... 844,000 844,000
Accounts receivable
Trade and other, net of allowance................ 272,337 1,354,776
Accrued oil and gas revenue...................... 982,869 1,641,969
Prepaid insurance.................................. 128,865 174,201
Other ............................................. 2,500 4,000
--------- ----------
Total current assets......................... 2,230,571 4,812,304
----------- ----------
PROPERTY AND EQUIPMENT
Oil and gas properties (successful efforts method). 43,888,528 41,154,687
Furniture, fixtures and equipment.................. 189,577 180,966
----------- ----------
44,078,105 41,335,653
Less accumulated depletion, depreciation
and amortization................................. (10,115,626) (8,869,783)
----------- ----------
Net property and equipment................... 33,962,479 32,465,870
----------- ----------
OTHER ASSETS......................................... 255,247 259,744
----------- ----------
TOTAL ASSETS.......................$ 36,448,297 $ 37,537,918
=========== ==========
</TABLE>
See notes to consolidated financial statements.
3
<PAGE>
GOODRICH PETROLEUM CORPORATION AND SUBSIDIARIES
Consolidated Balance Sheets (Continued)
<TABLE>
<CAPTION>
March 31, December 31,
1998 1997
--------- ------------
(Unaudited)
<S> <C> <C>
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable...............................$ 1,938,797 $ 1,996,887
Accrued liabilities............................ 1,999,251 2,708,355
---------- ----------
Total current liabilities................ 3,938,048 4,705,242
---------- ----------
LONG TERM DEBT .................................. 19,500,000 18,500,000
STOCKHOLDERS' EQUITY
Preferred stock; authorized 10,000,000 shares:
Series A convertible preferred stock, par
value $1.00 per share; issued and out-
standing 796,318 shares (liquidation
preference $10 per share, aggregating
to $7,963,180)........................... 796,318 796,318
Series B convertible preferred stock, par
value $1.00 per share; issued and out-
standing 750,000 shares (liquidation
preference $10 per share, aggregating
to $7,500,000)........................... 750,000 750,000
Common stock, par value $0.20 per share;
authorized 25,000,000 shares; issued
and outstanding 5,232,403 shares......... 1,046,481 1,046,481
Additional paid-in capital..................... 15,146,095 15,146,095
Accumulated deficit............................ (4,813,045) (3,490,618)
Accumulated other comprehensive income......... 84,400 84,400
---------- ----------
Total stockholders' equity............... 13,010,249 14,332,676
---------- ----------
TOTAL LIABILITIES AND STOCK-
HOLDERS' EQUITY...................$ 36,448,297 $ 37,537,918
========== ==========
</TABLE>
See notes to consolidated financial statements.
4
<PAGE>
GOODRICH PETROLEUM CORPORATION AND SUBSIDIARIES
Consolidated Statements of Operations
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
------------------
1998 1997
---- ----
<S> <C> <C>
REVENUES
Oil and gas sales............................. $ 2,389,224 2,883,133
Pipeline joint venture........................ --- 550,510
Other......................................... 48,559 163,776
----------- -----------
Total revenues.......................... 2,437,783 3,597,419
----------- -----------
EXPENSES
Lease operating expense and production taxes.. 673,767 552,841
Depletion, depreciation and amortization...... 1,126,566 1,291,715
Exploration................................... 610,870 136,412
Interest expense.............................. 385,575 319,712
General and administrative.................... 649,520 559,781
----------- -----------
Total costs and expenses................ 3,446,298 2,860,461
----------- -----------
INCOME (LOSS) BEFORE INCOME TAXES.................. (1,008,515) 736,958
Income taxes ................................. --- ---
------ --------
NET INCOME (LOSS).................................. (1,008,515) 736,958
Preferred stock dividends..................... 313,912 263,315
----------- -----------
EARNINGS (LOSS) APPLICABLE TO
COMMON STOCK ................................. $ (1,322,427) 473,643
=========== ===========
BASIC EARNINGS (LOSS) PER AVERAGE
COMMON SHARE ................................. $ (.25) .09
========== ===========
DILUTED EARNINGS (LOSS) PER AVERAGE
COMMON SHARE ................................. $ (.25) .09
========== ===========
AVERAGE COMMON SHARES
OUTSTANDING ................................. 5,229,307 5,225,564
=========== ===========
</TABLE>
See notes to consolidated financial statements.
5
<PAGE>
GOODRICH PETROLEUM CORPORATION AND SUBSIDIARIES
Consolidated Statements of Cash Flows
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
------------------
1998 1997
---- ----
<S> <C> <C>
OPERATING ACTIVITIES
Net income (loss)................................. $(1,008,515) 736,958
Adjustments to reconcile net income (loss) to
net cash provided by operating activities:
Depletion, depreciation and amortization....... 1,126,566 1,291,715
Amortization of leasehold costs................ 123,774 57,204
Amortization of deferred debt financing costs.. --- 16,616
Gain on sale of oil and gas properties......... --- (18)
Capital expenditures charged to income......... 364,470 ---
Payment of contingent liability................ (1,703) (76,268)
Payment of other liabilities................... (80,260) (80,260)
--------- -----------
524,332 1,945,947
Net change in (exclusive of acquisition in 1997):
Accounts receivable............................ 1,741,539 340,935
Prepaid insurance and other.................... 46,836 56,564
Accounts payable............................... (58,090) 375,275
Accrued liabilities............................ (627,141) 654,238
--------- -----------
Net cash provided by operating activities... 1,627,476 3,372,959
--------- -----------
INVESTING ACTIVITIES
Proceeds from sales of oil and gas properties..... --- 370,000
Acquisition of oil and gas properties............. --- (1,516,866)
Capital expenditures.............................. 3,106,922) (1,642,917)
--------- -----------
Net cash used in investing activities....... 3,106,922) (2,789,783)
--------- -----------
FINANCING ACTIVITIES
Proceeds from bank borrowings..................... 1,500,000 9,000,000
Principal payments of bank borrowings............. (500,000) (8,463,919)
Preferred stock dividends......................... (313,912) (263,315)
--------- -----------
Net cash provided by financing activities... 686,088 272,766
--------- -----------
NET INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS.................................. (793,358) 855,942
CASH AND CASH EQUIVALENTS AT
BEGINNING OF PERIOD............................... 793,358 344,551
--------- -----------
CASH AND CASH EQUIVALENTS AT
END OF PERIOD..................................... $ --- 1,200,493
========= ===========
</TABLE>
See notes to consolidated financial statements.
6
<PAGE>
GOODRICH PETROLEUM CORPORATION AND SUBSIDIARIES
Consolidated Statements of Stockholders' Equity
Three Months Ended March 31, 1998 and 1997
(Unaudited)
<TABLE>
<CAPTION>
Series A Series B
Preferred Stock Preferred Stock Common Stock
--------------- --------------- ------------
Number of Par Number of Par Number of Par
Shares Value Shares Value Shares* Value*
------ ----- ------ ----- ------- ------
<S> <C> <C> <C> <C> <C> <C>
Balance at December 31, 1996..... 801,149 $ 801,149 --- $ --- 5,225,564 $ 1,045,113
Net income....................... --- --- --- --- --- ---
Unrealized appreciation of marketable
securities available for sale.. --- --- --- --- --- ---
Preferred stock dividends........ --- --- --- --- --- ---
Issuance of Series B Preferred
Stock.......................... --- --- 750,000 750,000 --- ---
-------- --------- ----------- ------------ ----------- ------------
Balance at March 31, 1997........ 801,149 $ 801,149 750,000 $ 750,000 5,225,564 $ 1,045,113
======== ========= =========== ============ =========== ============
Balance at December 31, 1997..... 796,318 $ 796,318 750,000 $ 750,000 5,232,403 $ 1,045,113
Net loss......................... --- --- --- --- --- ---
Preferred stock dividends........ --- --- --- --- --- ---
-------- --------- ----------- ------------ ----------- ------------
Balance at March 31, 1998........ 796,318 $ 796,318 750,000 $ 750,000 5,232,403 $ 1,046,481
======== ========= =========== ============ =========== ============
</TABLE>
<TABLE>
<CAPTION>
Accumulated Other
Comprehensive
Income - Unrealized
Additional Gain (Loss) on Total
Paid-In Accumulated Marketable Stockholders'
Capital* Deficit Equity Securities Equity
---------- ----------- -------------------- -------------
<S> <C> <C> <C> <C>
Balance at December 31, 1996..... $ 8,375,282 $ (896,444) $ (189,900) $ 9,135,200
Net income....................... --- 736,958 --- 736,958
Unrealized appreciation of marketable
securities available for sale.. --- --- 105,500 105,500
Preferred stock dividends........ --- (263,315) --- (263,315)
Issuance of Series B Preferred
Stock.......................... 6,750,000 --- --- 7,500,000
----------- ----------- ------------- ---------------
Balance at March 31, 1997........ $ 15,125,282 $ (422,801) $ (84,400) $ 17,214,343
=========== ============ ============== ===============
Balance at December 31, 1997..... $ 15,146,095 $ (3,490,618) $ 84,400 $ 14,332,676
Net loss......................... --- (1,008,515) --- (1,008,515)
Preferred stock dividends........ --- (313,912) --- (313,912)
----------- ------------ ------------- --------------
Balance at March 31, 1998........ $ 15,146,095 $ (4,813,045) $ 84,400 $ 13,010,249
=========== ============ ============= ==============
</TABLE>
* All 1997 share and dollar amounts have been restated to retroactively reflect
the March 1998 reverse stock split.
See notes to consolidated financial statements.
7
<PAGE>
GOODRICH PETROLEUM CORPORATION AND SUBSIDIARIES
Notes to Consolidated Financial Statements
March 31, 1998 and 1997
(Unaudited)
NOTE A - Basis of Presentation
- ------------------------------
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 rules and regulations of the
Securities and Exchange Commission; however, the Company believes the
disclosures which are made are adequate to make the information presented not
misleading. The financial statements and footnotes included in this Form 10-Q
should be read in conjunction with the financial statements and notes thereto
included in the Company's annual report on Form 10-K for the year ended December
31, 1997.
In the opinion of the Company, the accompanying unaudited consolidated financial
statements contain all adjustments (consisting of only normal recurring
accruals) necessary to present fairly the financial position of the Company as
of March 31, 1998 and the results of its operations for the three months ended
March 31, 1998 and 1997.
The results of operations for the three month period ended March 31, 1998 are
not necessarily indicative of the results to be expected for the full year.
NOTE B - Acquisition of Oil and Gas Properties
- ----------------------------------------------
On January 31, 1997, the Company acquired the oil and gas properties of La/Cal
Energy Partners II ("La/Cal II") and certain working interest owners for a
purchase price of $16.5 million ("La/Cal II Acquisition"). The purchase price
was comprised of $1.5 million cash, the assumption of $7.5 million of La/Cal II
long-term debt and the issuance of 750,000 shares of Series B convertible
preferred stock of the Company ("Series B Preferred Stock") with an aggregate
liquidation value of $7.5 million. In connection with the La/Cal II Acquisition,
the Company borrowed an additional $9 million under its bank credit facility,
which was used to repay $7.5 million of La/Cal II debt and to pay the $1.5
million cash portion of the purchase price. The Series B Preferred Stock has a
dividend rate of 8.25% per annum and each share of Series B Preferred Stock is
convertible into 1.12 shares of common stock. Such shares are redeemable by the
Company after January 31, 2001 at $10.00 per share. Certain of the Company's
officers were partners in La/Cal II.
NOTE C - Commitments and Contingencies
- --------------------------------------
The U.S. Environmental Protection Agency ("EPA") has identified the Company as a
potentially responsible party ("PRP") for the cost of clean-up of "hazardous
substances" at an oil field waste disposal site in Vermilion Parish, Louisiana.
The Company has estimated that the remaining cost of long-term clean-up of the
site will be approximately $4.5 million with the Company's percentage of
responsibility to be approximately 3.05%. As of March 31, 1998, the Company has
paid approximately $211,000 in costs related to this matter and has $199,000
8
<PAGE>
accrued for the remaining liability. These costs have not been discounted to
their present value. The EPA and the PRPs will continue to evaluate the site and
revise estimates for the long-term clean-up of the site. There can be no
assurance that the cost of clean-up and the Company's percentage responsibility
will not be higher than currently estimated. In addition, under the federal
environmental laws, the liability costs for the clean-up of the site is joint
and several among all PRPs. Therefore, the ultimate cost of the clean-up to the
Company could be significantly higher than the amount presently estimated or
accrued for this liability.
NOTE D - Income Taxes
- ---------------------
No provision for income taxes has been recorded for the Company for the three
months ended March 31, 1997 due to its ability to utilize net operating loss
carryforwards to offset financial taxable income.
NOTE E - Pro Forma Financial Results of Operations
- --------------------------------------------------
Selected results of operations on a pro forma basis for the three months ended
March 31, 1997 as if the La/Cal II Acquisition had occurred on January 1, 1997
are as follows:
Revenues............................. $ 4,118,525
Net income........................... 971,443
Earnings applicable to
common stock..................... 656,565
Basic and diluted earnings per
average common share............. $ .13
NOTE F - Stockholders' Equity
- -----------------------------
On March 12, 1998, the Company effected a one for eight reverse stock split of
its common stock. All share and per share amounts of prior periods presented
have been adjusted to retroactively give effect to the reverse stock split.
NOTE G - Comprehensive Income
- -----------------------------
Comprehensive income for the three months ended March 31, 1998 and 1997 is as
follows:
<TABLE>
<CAPTION>
Three months Three months
ended March 31, 1998 ended March 31, 1997
---------------------------------------------
<S> <C> <C>
Net income (loss) $ (1,008,515) 736,958
Other comprehensive income -
Unrealized holding gains
on securities -0- 105,000
-------------- ------------
Comprehensive income (loss) $ (1,008,515) 842,458
============== ============
</TABLE>
9
<PAGE>
Management's Discussion and Analysis of Financial
-------------------------------------------------
Condition and Results of Operations
-----------------------------------
1997 Acquisition
- ----------------
On January 31, 1997, the Company acquired the oil and gas properties of La/Cal
Energy Partners II ("La/Cal II") and certain working interest owners (the
"La/Cal II Properties") for a purchase price of $16.5 million ("La/Cal II
Acquisition"). The purchase price was comprised of $1.5 million cash, the
assumption of $7.5 million of La/Cal II long-term debt and the issuance of
750,000 shares of Series B convertible preferred stock of the Company ("Series B
Preferred Stock") with an aggregate liquidation value of $7.5 million. In
connection with the La/Cal II Acquisition, the Company's borrowing base was
increased to $22.5 million and the Company borrowed an additional $9 million
under its bank credit facility, which was used to repay $7.5 million of La/Cal
II debt and to pay the $1.5 million cash portion of the purchase price. The
Series B Preferred Stock has a dividend rate of 8.25% per annum and each share
of Series B Preferred Stock is convertible into 1.12 shares of common stock.
Such shares are redeemable by the Company after January 31, 2001 at $10.00 per
share.
Changes in Results of Operations
- --------------------------------
Three months ended March 31, 1998 versus three months ended March 31,1997
Total revenues for the three months ended March 31, 1998 amounted to $2,438,000
and were $1,159,000 lower than the $3,597,000 for the three months ended March
31, 1997 due to lower oil and gas revenues and the loss of revenues from the
pipeline joint venture. Oil and gas sales were $494,000 lower due primarily to
lower oil prices along with lower gas prices and decreased gas production offset
somewhat by increased oil production. Revenues from the pipeline joint venture
were $0 in the first quarter of 1998 compared to $551,000 in 1997 due to the
sale of the asset in the fourth quarter of 1997.
The following table reflects the production volumes and pricing information for
the periods presented.
<TABLE>
<CAPTION>
Three months Three months
ended March 31, 1998 ended March 31, 1997
-------------------- --------------------
Production Average Price Production Average Price
---------- ------------- ---------- -------------
<S> <C> <C> <C> <C>
Gas (Mcf).......... 544,303 $ 2.43 587,878 $ 2.55
Oil (Bbls)......... 70,363 15.16 66,357 20.90
</TABLE>
Lease operating expense and production taxes were $674,000 for the three months
ended March 31, 1998, versus $553,000 for the three months ended March 31, 1997,
or $121,000 higher due primarily to the Company not incurring in the 1997 period
ad valorem taxes related to the La/Cal II properties which were the
10
<PAGE>
responsibility of the La/Cal II partners. Depletion, depreciation and
amortization was $1,127,000 for the three months ended March 31, 1998, versus
$1,292,000 for the three months ended March 31, 1997, or $165,000 lower than the
first quarter of 1997 due to no amortization of the pipeline joint venture in
the current period compared to $392,000 in the same period a year ago offset
somewhat by increased depletion of oil and gas properties in the first quarter
of 1998 due to a slightly higher depletion rate. Exploration expense in the
first quarter of 1998 was $611,000 versus $136,000 in the first quarter of 1997,
or $475,000 higher due primarily to seismic costs of $437,000 in the first
quarter of 1998 versus $4,000 in the same period in 1997. Dry hole costs were
$1,000 in 1998 compared to $3,000 in 1997.
Interest expense was $386,000 in the three months ended March 31, 1998 compared
to $320,000 in the first quarter of 1997 due to higher average debt outstanding
for the quarter ended March 31, 1998.
General and administrative expenses amounted to $650,000 in the three months
ended March 31, 1998 versus $560,000 in the first quarter of 1997 due largely to
expenses associated with the addition of six employees in May 1997.
The Company's preferred stock dividends amounted to $314,000 for the three
months ended March 31, 1998 compared to $263,000 for the prior year. The
increase is due to three months of dividends being paid on the Company's Series
B Preferred Stock in the current year versus two months in the prior year.
Liquidity and Capital Resources
- -------------------------------
Net cash provided by operating activities was $1,627,000 in the three months
ended March 31, 1998 compared to $3,373,000 in the three months ended March 31,
1997. The Company's accompanying consolidated statements of cash flows identify
major differences between net income and net cash provided by operating
activities for each of the periods presented.
Net cash used in investing activities totaled $3,107,000 for the first quarter
of 1998 compared to $2,790,000 in 1997. The three months ended March 31, 1998 is
entirely composed of capital expenditures for the period. The three months ended
March 31, 1997 reflects $1,643,000 in capital expenditures and $1,517,000 of
cash paid in connection with the purchase of oil and gas properties offset by
$370,000 in proceeds from the sale of certain oil and gas properties located in
Montana.
Net cash provided by financing activities was $686,000 for the current period as
compared to $273,000 in the prior year period. The 1998 amount includes
borrowings of $1,500,000 by the Company under its line of credit and pay downs
under this line of credit of $500,000. The 1997 amount included the borrowing of
$9,000,000 by the Company under its line of credit which was used to payoff the
debt assumed from La/Cal II and pay the cash portion of the purchase price. The
1997 amount also includes pay downs of $1,000,000 and the payoff of La/Cal II
debt of $7,464,000. The current period also includes preferred dividends of
$314,000, whereas the first quarter of 1997 consists of preferred stock
dividends of $263,000.
11
<PAGE>
The Company has a credit facility with a bank which
provides for a total borrowing base determined by the bank every six months
based in part, on the Company's oil and gas reserve information. Such borrowing
base is currently $24,000,000. The maturity date for all amounts drawn under the
bank credit facility is June 1, 2000. Interest is based on either of two methods
at the option of the Company: the bank's prime lending rate or LIBOR plus 2%.
Interest rates are set on specific draws for one, two, three or six month
periods, also at the option of the Company. The Company's credit facility
requires that minimum net worth and debt service ratios be maintained by the
Company. Accordingly, the Company had $10,249 available for the payment of
dividends at March 31, 1998. The amount outstanding under this facility as of
March 31, 1998 was $19,500,000.
The Company had $3,107,000 in capital expenditures in the three months ended
March 31, 1998. The Company plans to incur capital expenditures in the amount of
approximately $9,400,000 in the remainder of 1998. The Company expects to fund
such expenditures from operating cash flow and borrowings under its bank credit
facility.
Year 2000
- ---------
The Company believes that it has identified each of its computer systems that
will require modifications to enable it to perform satisfactorily on and after
January 1, 2000. The financial impact of making such modifications to the
Company's systems is not expected to be material to the Company's consolidated
financial position or results of operations.
Disclosure Regarding Forward-Looking Statements
- -----------------------------------------------
Certain statements in this quarterly report on Form 10-Q regarding future
expectations and plans for future activities may be regarded as "forward looking
statements" within the meaning of the Private Securities Litigation Reform Act
of 1995. They are subject to various risks, such as financial market conditions,
operating hazards, drilling risks, and the inherent uncertainties in
interpreting engineering data relating to underground accumulations of oil and
gas, as well as other risks discussed in detail in the Company's Annual Report
or Form 10-K and other filings with the Securities and Exchange Commission.
Although the Company believes that the expectations reflected in such
forward-looking statements are reasonable, it can give no assurance that such
expectations will prove to be correct.
12
<PAGE>
PART II. OTHER INFORMATION
Item 1. Legal Proceedings.
None
Item 2. Changes in Securities.
None
Item 3. Defaults Upon Senior Securities.
None.
Item 4. Submission of Matters to a Vote of Security Holders.
A Special Meeting of Shareholders of the Company was held on March 12, 1998. Set
forth below is a brief description of the matter acted upon at the meeting and
the number of votes cast for, against or withheld, and abstaining or not voting.
Authorize a one-for-eight reverse stock split of the Company's common stock and
reduce the number of shares of authorized common stock from 100,000,000 to
25,000,000.
FOR AGAINST ABSTAIN
36,680,293 1,204,247 198,292
Item 5. Other Information.
Not applicable.
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits
27 - Financial Data Schedule
(b) Reports on Form 8-K
None.
13
<PAGE>
SIGNATURES
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.
GOODRICH PETROLEUM CORPORATION
(registrant)
May 14, 1998 /s/ Walter G. Goodrich
------------ --------------------------------
Date Walter G. Goodrich, President and
Chief Executive Officer
May 14, 1998 /s/ Roland L. Frautschi
------------ --------------------------------
Date Roland L. Frautschi, Senior Vice
President, Chief Financial Officer
and Treasurer
14
<PAGE>
