- 2 -
U.S. Securities and Exchange Commission
Washington, D.C. 20549
AMENDED
FORM 10-KSB
(Mark One)
[ X ] ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED]
For the fiscal year ended December 31, 1996
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
For the transition period from _____ to _____
Commission file number 33-95330
Atlas-Energy for the Nineties-Public #4 Ltd.
(Name of small business issuer in its charter)
Pennsylvania 25-1772474
(State or other jurisdiction of (I.R.S.
Employer incorporation or organization) Identification No.)
311 Rouser Road, Moon Township, Pennsylvania 15108
(Address of principal executive offices) (Zip Code)
Issuer's telephone number (412) 262-2830
Securities registered under Section 12(b) of the Exchange Act
Title of each class Name of each exchange
on which registered
None None
Securities registered under Section 12(g) of the Exchange Act
None
(Title of Class)
Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 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
---- ----
Check if there is no disclosure of delinquent filers in response to Item
405 of Regulation S-B contained in this form, and no disclosure will be
contained, to the best of registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form
10-KSB or any amendment to this Form 10-KSB. [ X ]
State issuer's revenues for its most recent fiscal year. $1,339,327
State the aggregate market value of the voting stock held by
non-affiliates of the Registrant. Not Applicable.
Transitional Small Business Disclosure Format (check one):
Yes X No ___
-----------
1996 FISCAL YEAR ANNUAL REPORT TO PARTICIPANTS
IN ATLAS-ENERGY FOR THE NINETIES-PUBLIC #4 LTD.
PURSUANT TO SECTION 4.03(B)(1) OF THE PARTNERSHIP AGREEMENT
(A) Audited financial statements of the Partnership for the fiscal year ending
December 31, 1996, are included in this report.
(B) Partnership total fees and compensation including any unaccountable, fixed
payment reimbursements for Administrative Costs and Operating Costs, paid by
the Partnership, or indirectly on behalf of the Partnership, to the
Managing General Partner, the Operator and their Affiliates. $160,567.
Percentage that the annual unaccountable, fixed fee reimbursement for
Administrative Costs bears to annual Partnership revenues. 2.00%
(C) The Partnership drilled thirty-two (32) wells during 1996. A total of
31.5 net Partnership wells. The wells were drilled in Mercer and Venango
County, Pennsylvania.
All thirty-two were capable of production in commercial quantities and
all wells were on line as of September 6, 1996. There were two quarterly
distributions in 1996 beginning July 8, 1996. Checks were sent to those
partners who earned interest while their subscriptions were in the escrow
account.
(D) The following table describes the Partnership's thirty-two wells drilled
in 1996:
Partnership
Wells Location Completed Cost
----- -------- --------- ----
Baun #2 Mercer County, PA Yes $218,160
Buckley #1 Mercer County, PA Yes 220,051
Clinton Irwin
R&G Club #1 Venango County, PA Yes 249,757
De Maria Unit #1 Mercer County, PA Yes 240,449
Eperthener Unit #2 Mercer County, PA Yes 217,324
Goebel Unit #1 Mercer County, PA Yes 215,906
Grande #1 Mercer County, PA Yes 238,303
Hamilton #3 Mercer County, PA Yes 216,706
Irwin Unit #1 Mercer County, PA Yes 217,615
Irwin #2 Mercer County, PA Yes 219,978
Ivancic #1 Mercer County, PA Yes 233,431
Jones #1 Venango County, PA Yes 250,193
Kalasky Unit #1 Mercer County, PA Yes 217,069
Kloos #2 Mercer County, PA Yes 213,579
McDowell #7 Mercer County, PA Yes 217,360
McDowell #8 Mercer County, PA Yes 216,451
McNiesh Unit #1 Mercer County, PA Yes 234,231
Philson #3 Mercer County, PA Yes 218,051
Pirc #1 Mercer County, PA Yes 240,885
Polick Unit #2 Mercer County, PA Yes 219,105
Polick #3 Mercer County, PA Yes 216,342
Rabold #3 Mercer County, PA Yes 214,560
Rabold #5 Mercer County, PA Yes 214,415
Rabold #6 Mercer County, PA Yes 214,015
Robinson #1 Mercer County, PA Yes 241,976
Shearer #1* Mercer County, PA Yes 106,171
Smith Unit #5 Mercer County, PA Yes 219,905
Snyder #8 Mercer County, PA Yes 219,324
Struthers #5 Mercer County, PA Yes 250,084
TD & Associates #1 Mercer County, PA Yes 240,776
Thompson #4 Mercer County, PA Yes 217,069
Vogan #2 Mercer County, PA Yes 213,906
* The Partnership has a 50% interest in this well and cost was calculated
accordingly.
There were no wells abandoned in 1996.
(E) There were no farmins and joint ventures in 1996.
(F) The Partnership had revenues in 1996. The following schedule reflects the
payment of Partnership costs in 1996.
Payment of Partnership Costs and
Reconciliation with Article V of the Partnership Agreement
----------------------------------------------------------
Atlas Participants
----- ------------
Partnership Total
% Amount % Amount Costs
- ------ - ------ -----
Organization & Offering Costs 100% -0- -
Lease Costs 100% -0- -
Operating Costs 25% 8,849 75% 26,547 35,396
Tangible Drilling Costs 14.6% -0- 85.4%
Intangible Drilling Costs - -0- 100%
------------------------------------------
8,849 26,547 35,396
Also see Statement of Changes in Partners' Capital Accounts in the attached
Audited Financials for December 31, 1996.
(G) A quarterly cash receipts and disbursements statement is attached dated
April 4, 1996.
(2) 1996 Partner Form 1065 (K-1) were mailed to each partner by February 21,
1997.
(3) Proved Reserves are found in the Audited Financials under Section 9.(3).
(4) There were various reports prepared by the Partnership and paid for by the
Participants.
July 8, 1996: $11,641.60:
$4,725.20 -- 10KSB Filing Fees.
$3,829.00 -- Audit Fee (1995)
$52.00 -- State Filing Fees.
$2,560.00 -- 1995 Partnership Return Preparation
Fee.
$224.65 -- Check Printing Fee.
$250.75 -- 10KSB Printing Fees.
Oct. 4, 1996: $664.84:
$514.27 -- 10QSB Filing Fees.
$150.57 -- Printind Audited Financial
Statements.
DATED: APRIL 24, 1997
ATLAS - ENERGY FOR THE NINETIES - PUBLIC #4 LTD.
PROGRAM SUMMARY -- OCTOBER 4, 1996
FORMATION DATE: 12/27/95 -- FIRST DISTRIBUTION: 7/8/96
PARTNERSHIP CAPITALIZATION: Well Activity
-------------
Investor Capital Raised $6,991,350 Wells Drilled 32
Managing General Partner Capital 1,287,782 Wells Completed 32
---------
Total Capital Investment $8,279,132 Wells in Production 32
Plugged & Abandoned 0
CASH DISTRIBUTION SUMMARY:
Total Production Revenue $ 555.79
ADD: Advance from MGP 47.63
LESS: Payback Advance from MGP (47.63)
________
Cash-on-Cash Distribution $ 555.79
ANNUALIZED PERCENTAGE RETURN TO DATE 11%
LESS: Third-Stage Frac Costs 0
_________
---------
CUMULATIVE CASH DISTRIBUTED $555.79
CURRENT DISTRIBUTIONS
Distribution
to Partner Annualized
Per $10,000 Unit Per Cent
---------------- --------
PRODUCTION PERIODS CHECK DATED
---------------------------------------- -----------
2/96-4/96 July 8, 1996 250.06 10%
5/96-7/96 October 4, 1996 305.73 12%
8/96-10/96 January 5, 1997
11/96-1/97 April 5, 1997 _________ _______
Distributions -- 1996 (2 quarters - 6 periods)
$ 555.79 11%
Cumulative to Date -- 6 Periods $ 555.79
ONE UNIT CUMULATIVE TAX EFFECTED SAVINGS
Unit Size $ 10,000.00
1995 Intangible Drilling Cost 3168.00
Cumulative Depletion Allowance 51.00
Tangible Deductions 0
__________
Total Tax & Percentage Savings to Date $ 3,219.00 32%
Total Cash Distributions 555.79
__________
TOTAL NET TAX SAVINGS & CASH DISTRIBUTED PER UNIT $3,774.79 38%
NOTE: 1 UNIT = .10717 % of Partnership distributions
AUDITED FINANCIAL STATEMENTS
------------------------------
ATLAS-ENERGY FOR THE NINETIES-PUBLIC #4 LTD.
-------------------------------------------------
A PENNSYLVANIA LIMITED PARTNERSHIP
-------------------------------------
DECEMBER 31, 1996
-------------------
INDEPENDENT AUDITORS' REPORT
To the Partners
Atlas-Energy for the Nineties-Public #4 Ltd.
A Pennsylvania Limited Partnership
We have audited the accompanying balance sheets of Atlas-Energy for the
Nineties-Public #4 Ltd., A Pennsylvania Limited Partnership as of December 31,
1996 and 1995 and the related statements of income and changes in partners'
capital accounts and cash flows for the year then ended December 31, 1996 and
for the period June 30, 1995 (Date of Formation) to December 31, 1995. These
financial statements are the responsibility of the Partnership's management.
Our responsibility is to express an opinion on these financial statements
based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation. We believe that our audits provide a reasonable basis
for our opinion.
In our opinion, the financial statements referred to above present
fairly, in all material respects, the financial position of Atlas-Energy for
the Nineties-Public #4 Ltd., A Pennsylvania Limited Partnership as of December
31, 1996 and 1995 and the results of its operations, changes in partners'
capital accounts and cash flows for the year ended December 31, 1996 and for
the period June 30, 1995 (Date of Formation) to December 31, 1995 in
conformity with generally accepted accounting principles.
Pittsburgh, Pennsylvania
February 11, 1997
<PAGE>
- ------
BALANCE SHEETS
---------------
ATLAS-ENERGY FOR THE NINETIES-PUBLIC #4 LTD.
A PENNSYLVANIA LIMITED PARTNERSHIP
ASSETS
------
DECEMBER 31,
-------------
1996 1995
---- ----
Cash $ 204,711 $ 14,314
Accounts receivable 312,953 -0-
Accounts receivable Managing General Partner 34,584 -0-
Oil and gas wells and leases 7,331,715 7,366,299
Less accumulated depletion and depreciation (869,814) -0-
------------ ------------
6,461,901 7,366,299
Organizational and syndication costs,net of
accumulated amortization of $124,416, and
-0- respectively 924,287 1,048,703
---------- ---------
$7,938,436 $8,429,316
========== ==========
LIABILITIES AND PARTNERS' CAPITAL
------------------------------------
Accounts payable $ 25,069 $ -0-
Partners' capital 7,913,367 8,429,316
----------- -----------
$7,938,436 $8,429,316
========== ==========
STATEMENT OF INCOME AND CHANGES IN PARTNERS CAPITAL
----------------------------------------------------------
YEAR ENDED DECEMBER 31, 1996
MANAGING
GENERAL OTHER
PARTNER PARTNERS TOTAL
------- -------- -----
REVENUE
- -------
Natural gas sales $ 334,832 $1,004,495 $1,339,327
Less direct operating costs:
Royalty interests 41,889 125,668 167,557
Other 31,293 93,878 125,171
---------- ------- -----------
73,182 219,546 292,728
---------- ------- -----------
Net production revenues 261,650 784,949 1,046,599
EXPENSES
- --------
Depletion and depreciation
of oil and gas wells and leases 43,893 825,921 869,814
Amortization of organizational
and syndication costs 124,416 -0- 124,416
General and administrative 8,849 26,547 35,396
--------- --------- --------
TOTAL EXPENSE 177,158 852,468 1,029,626
--------- --------- ---------
NET INCOME (LOSS) 84,492 (67,519) 16,973
Capital accounts at
beginning of year 1,423,652 7,005,664 8,429,316
Distributions (129,652) (403,270) (532,922)
-------------- ------------ ----------
$1,378,492 $6,534,875 $7,913,367
========== ========== ==========
See notes to financial statements
ATLAS-ENERGY FOR THE NINETIES-PUBLIC #4 LTD.
A PENNSYLVANIA LIMITED PARTNERSHIP
STATEMENT OF INCOME AND CHANGES IN PARTNERS CAPITAL
----------------------------------------------------------
FROM JUNE 30, 1995 (DATE OF FORMATION) TO DECEMBER 31, 1995
MANAGING
GENERAL OTHER
PARTNER PARTNERS TOTAL
------- -------- -----
REVENUE
- -------
Interest income $ -0- $ 14,314 $ 14,314
PARTNERS' CAPITAL CONTRIBUTIONS
- ---------------------------------
Cash -0- 6,991,350 6,991,350
Organizational and
syndications costs 1,048,703 -0- 1,048,703
Tangible costs 239,049 -0- 239,049
Leasehold costs 135,900 -0- 135,900
--------------- --------- ----------
PARTNERS' CAPITAL AT END OF YEAR $1,423,652 $7,005,664 $8,429,316
=========== ========== ==========
STATEMENTS OF CASH FLOWS
---------------------------
YEAR ENDING
DECEMBER 31,
-------------
1996 1995
---- ----
Cash flows from operating activities:
Net income $ 16,973 $ 14,314
Adjustments to reconcile net income
to net cash provided by
operating activities:
Depletion and depreciation of oil and
gas wells and leases 869,814 -0-
Amortization 124,416 -0-
Increase in accounts receivable (312,953) -0-
Increase in accounts payable 25,069 -0-
---------- --------
Net cash provided by operating activities 723,319 14,314
Cash flows from investing activities:
Oil and gas well drilling contracts -0- (6,991,350)
Cash flows from financing activities:
Capital (distributions) contributions (532,922) 6,991,350
---------- -----------
Net increase in cash 190,397 14,314
Cash at beginning of year 14,314 -0-
-------------- -------------
Cash at end of year $ 204,711 $ 14,314
============ ==============
Supplemental cash flow information:
Accounts receivable from Managing General Partner for
adjustments to assets contributed $ 34,584 $ -0-
========== ===========
Assets contributed by Managing General Partner:
Tangible costs $ -0- $ 239,049
Organizational and syndication costs -0- 1,048,703
Lease costs -0- 135,900
----------- ------------
$ -0- $ 1,423,652
========== ============
See notes to financial statements
NOTES TO FINANCIAL STATEMENT
-------------------------------
ORGANIZATION AND DESCRIPTION OF BUSINESS
- ----------------------------------------
Atlas-Energy for the Nineties-Public #4 Ltd. (the "Partnership"), is a
Pennsylvania limited partnership which includes Atlas Resources, Inc.
("Atlas"), of Pittsburgh, Pennsylvania, as Managing General Partner and
Operator, and 326 other investors as either Limited Partners or Investor
General Partners. The Partnership was funded to drill and operate gas wells
located primarily in southeastern Mercer and Venango Counties, Pennsylvania.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
- --------------------------------------------------
The financial statements are prepared in accordance with generally
accepted accounting principles.
The partnership uses the successful efforts method of accounting for oil
and gas producing activities. Property acquisition costs are capitalized when
incurred. Development costs, including equipment and intangible drilling
costs related to both producing wells and dry holes, are capitalized.
Capitalized costs are expensed at unit cost rates calculated annually based on
the estimated volume of recoverable gas and the related costs. Oil and gas
properties are periodically assessed for impairment of value, and losses
recognized at the time of impairment.
3. FEDERAL INCOME TAXES
- --------------------------
The Partnership is not treated as a taxable entity for federal income tax
purposes. Any item of income, gain, loss, deduction or credit flows through
to the partners as though each partner had incurred such item directly. As a
result, each partner must take into account his pro rata share of all items of
partnership income and deductions in computing his federal income tax
liability. Many provisions of the federal income tax laws are complex and
subject to various interpretations.
4. PARTICIPATION IN REVENUES AND COSTS
- -------------------------------------------
Atlas and the other partners generally participate in revenues and costs
in the following manner:
OTHER
ATLAS PARTNERS
----- --------
Organization and offering costs 100 % 0 %
Lease costs 100 % 0 %
Revenues 25 % 75 %
Direct operating costs 25 % 75 %
Intangible drilling costs 0 % 100 %
Tangible costs 14.6 % 85.4 %
Tax deductions:
Intangible drilling and development costs 0 % 100 %
Depreciation 14.6 % 85.4 %
Depletion allowances 25 % 75 %
5. TRANSACTIONS WITH ATLAS AND ITS AFFILIATES
- ---------------------------------------------------
The Partnership has entered into the following significant transactions
with Atlas and its affiliates.
Drilling contracts to drill and complete Partnership wells at an
anticipated cost of $36.36 per foot on completed wells.
Administrative costs at $75 per well per month
Well supervision fees initially of $275 per well per month plus the
cost of third party materials and services
Gas transportation and marketing charges at competitive rates which
currently is 29 cents per MCF
6. PURCHASE COMMITMENT
- ------------------------
Subject to certain conditions, investor partners may present their
interests beginning in 1999 for purchase by Atlas. Atlas is not obligated to
purchase more than 5% of the units in any calendar year.
7. SUBORDINATION OF MANAGING GENERAL PARTNER'S REVENUE SHARE
- -------------------------------------------------------------------
Atlas will subordinate a part of its partnership revenues in an amount up
to 10% of production revenues of the Partnership net of related operating
costs, administrative costs and well supervision fees to the receipt by
participants of cash distributions from the Partnership equal to at least 10%
of their agreed subscriptions of $7,000,000, determined on a cumulative basis,
in each of the first five years of Partnership operations, commencing with the
first distribution of revenues to the Participants (July 1996).
Cash distributions to participants in 1996 for the subordination year
ending in 1997 subject to the subordination agreement amounted to $388,956.
8. INDEMNIFICATION
- -------------------
In order to limit the potential liability of the investor general
partners, Atlas and AEG Holdings, Inc. (parent company of Atlas) have agreed
to indemnify each investor general partner from any liability incurred which
exceeds such partner's share of Partnership assets.
9. NATURAL GAS AND OIL PRODUCING ACTIVITIES (UNAUDITED)
- --------------------------------------------------------------
The supplementary information summarized below presents the results of
natural gas and oil activities in accordance with SFAS No. 69, "Disclosures
About Oil and Gas Producing Activities."
No consideration has been given in the following information to the
income tax effect of the activities as the Partnership is not treated as a
taxable entity for income tax purposes.
(1) Production Costs
-----------------
The following table presents the costs related to natural gas and oil
production activities:
Capitalized costs at December 31, 1996:
Capitalized costs $7,331,715
Accumulated depreciation and depletion (869,814)
------------
Net capitalized costs $6,461,901
==========
Costs incurred during the year:
Property acquisition costs-proved
undeveloped properties $ -0-
==========
Development costs $7,331,715
==========
Property acquisition costs include costs to purchase, lease or otherwise
acquire a property. Development costs include costs to gain access to and
prepare development well locations for drilling, to drill and equip
development wells and to provide facilities to extract, treat, gather and
store oil and gas.
(2) Results of Operations for Producing Activities
---------------------------------------------------
The following table presents the results of operations related to
natural gas and oil production for the year ended December 31, 1996.
Revenues $ 1,171,770
Production costs (125,171)
Depreciation and depletion (869,814)
--------------
Results of operations from producing activities $ 176,785
==============
Depreciation and depletion of natural gas and oil properties are
expensed at unit cost rates calculated annually based on the estimated volume
of recoverable gas and the related costs.
(3) Reserve Information
--------------------
The information presented below represents estimates of proved
natural gas reserves. Proved developed
reserves represent only those reserves expected to be recovered from existing
wells and support equipment. Proved undeveloped reserves represent proved
reserves expected to be recovered from new wells after substantial development
costs are incurred. All reserves are located in Eastern Ohio and Western
Pennsylvania.
1996
----
NATURAL GAS
MCF
---
Proved developed and undeveloped reserves:
Beginning of period -0-
Production (523,279)
Purchase of minerals in place 3,761,040
---------
End of period 3,237,761
===========
Proved developed reserves:
Beginning of period -0-
===========
End of period 3,237,761
===========
9. NATURAL GAS AND OIL PRODUCING ACTIVITIES (UNAUDITED) (CONTINUED)
- ---------------------------------------------------------------------------
(4) Standard Measure of Discounted Future Cash Flows
------------------------------------------------------
Management cautions that the standard measure of discounted future
cash flows should not be viewed as an indication of the fair market value of
natural gas and oil producing properties, nor of the future cash flows
expected to be generated therefrom. The information presented does not give
recognition to future changes in estimated reserves, selling prices or costs
and has been discounted at an arbitrary rate of 10%. Estimated future net
cash flows from natural gas and oil reserves based on selling prices and costs
at December 31, 1996 price levels are as follows:
Future cash inflows $ 6,896,433
Future production costs (2,778,008)
Future development costs -0-
-------------
Future net cash flow 4,118,425
10% annual discount for estimated timing of cash flows (1,689,963)
Standardized measure of discounted future net cash flows $ 2,428,462
===========
Summary of changes in the standardized measure of discounted future net
cash flows:
Discoveries and extensions $ 3,453,021
Sale of gas and oil produced - net (1,024,559)
------------
Net increase 2,428,462
Beginning of period -0-
------------
End of period $2,428,462
============
Management believes that the standardized measure of discounted future net
cash flows presented above does not represent the fair market value of its
oil and gas assets. The above values reflect constant prices applied to
future production and are discounted at an arbitrary 10% interest rate to
comply with SFAS 69 reporting requirements.
In accordance with Section 13 or 15(d) of the Exchange Act, the
registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
Atlas-Energy for the Nineties-Public #4 Ltd.
By: (Signature and Title): Atlas Resources, Inc., Managing General
Partner
By (Signature and Title): /s/ James R. O'Mara
----------------------
James R. O'Mara, President, Chief Executive Officer
and a Director
Date: December 31, 1997
In accordance with the Exchange Act, this report has been signed by the
following persons on behalf of the registrant and in the capacities and on the
dates indicated.
By (Signature and Title): /s/ Charles T. Koval
-----------------------
Charles T. Koval, Chairman of the Board and a Director
Date: December 31, 1997
By (Signature and Title): /s/ James R. O'Mara
----------------------
James R. O'Mara, President, Chief Executive Officer and
a Director
Date: December 31, 1997
By (Signature and Title): /s/ Bruce M. Wolf
--------------------
Bruce M. Wolf, General Counsel, Secretary and a Director
Date: December 31, 1997
By (Signature and Title): /s/ Tony C. Banks
----------------------
Tony C. Banks, Vice President of Finance and Chief Financial Officer
Date: December 31, 1997
