-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Q4jfmaiHDY72iR+liQE6q0FFp8rH6AQiU/jRlhviMwxD64OOlpkCoFvyOZW1Ib2S 8FTKaZ6j/LCqg16JNFawhg== 0001000096-04-000331.txt : 20040716 0001000096-04-000331.hdr.sgml : 20040716 20040716143950 ACCESSION NUMBER: 0001000096-04-000331 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040716 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040716 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PYR ENERGY CORP CENTRAL INDEX KEY: 0001016289 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 954580642 STATE OF INCORPORATION: DE FISCAL YEAR END: 0831 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-15511 FILM NUMBER: 04917855 BUSINESS ADDRESS: STREET 1: 1675 BROADWAY STREET 2: STE 2450 CITY: DENVER STATE: CO ZIP: 80202 BUSINESS PHONE: 3038253748 MAIL ADDRESS: STREET 1: 1675 BROADWAY STREET 2: SUITE 2450 CITY: DENVER STATE: CO ZIP: 80202 FORMER COMPANY: FORMER CONFORMED NAME: MAR VENTURES INC DATE OF NAME CHANGE: 19960606 8-K 1 pyr7-16.txt FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 16, 2004 PYR Energy Corporation ---------------------- (Exact name of registrant as specified in its charter) Maryland 001-15511 95-4580642 -------- --------- ---------- (State or other jurisdiction (Commission File Number) (IRS Employer of incorporation) Identification No.) 1675 Broadway, Suite 2450, Denver, Colorado 80202 ------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (303) 825-3748 N/A --- (Former name or former address, if changed since last report) ITEM 5. OTHER EVENTS On July 16, 2004, PYR Energy Corporation (the "Company") announced its financial results for the quarter ended May 31, 2004. A copy of the Company's earnings press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (a) and (b) Financial Statements. Not Applicable. (c) Exhibits. 99.1 Press Release issued July 16, 2004. ITEM 9. REGULATION FD DISCLOSURE (INFORMATION PROVIDED UNDER ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION). On July 16, 2004, the Company announced its financial results for the quarter ended May 31, 2004. A copy of the Company's earnings press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K. The information contained in this Current Report on Form 8-K, including Exhibit 99.1, is being furnished pursuant to Item 12 of Form 8-K under Item 9 of Form 8-K as directed by the Securities and Exchange Commission in Release No. 34-47583. 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. Date: July 16, 2004 PYR ENERGY CORPORATION By: /s/ D. Scott Singdahlsen ---------------------------------- D. Scott Singdahlsen Chief Executive Officer and President EX-99.1 2 pyr8kexh991.txt PRESS RELEASE EXHIBIT 99.1 On July 16, 2004, the Registrant issued the following press release: "PYR ENERGY REPORTS QUARTERLY FINANCIAL RESULTS DENVER - PYR Energy Corporation (AMEX:PYR) today announced unaudited financial results for the three and nine months ended May 31, 2004. For the quarter ended May 31, 2004, the Company recorded a net loss of $391,890, or $0.02 per common share, compared with a net loss of $385,176, or $0.02 per common share, for the quarter ended May 31, 2003. During the quarter ended May 31, 2004, the Company recorded $184,551 in revenues from the sale of oil and natural gas production as compared with $43,041 for the quarter ended May 31, 2003. Lease operating expenses and taxes were $77,958 for the May 31, 2004 quarter and $18,349 for the May 31, 2003 quarter. The increase in revenue is associated with the producing properties acquired from Venus Exploration, Inc. in May 2004. Previously, all company oil and gas revenues were a result of production from the East Lost Hills #1 well in the San Joaquin Basin of California, which commenced its first production on February 6, 2001. The increase in net loss was due to a $66,811 increase in non-cash expense from implementing SFAS No. 143, "Accounting for Asset Retirement Obligations." During May 2004, interests in certain producing properties from Venus were purchased for approximately $3,230,000 (excluding costs associated with the acquisition). Venus is in Chapter 11 Bankruptcy, and the properties were acquired through public auction as approved by the United States Bankruptcy Court. To finance the purchase, the Company primarily used existing cash reserves and also a portion of the proceeds from a May 2004 private placement of the Company's common stock. The placement, with gross proceeds totaling $8,175,000, consisted of the sale of 7.5 million shares of common stock, priced at $1.09 per share, to a group of accredited investors. The first tranche of the placement, consisting of $4,905,000 in gross proceeds, was received and accepted in early May 2004. The second tranche of the placement, consisting of $3,270,000 in gross proceeds, was received in late June 2004. A registration statement covering the possible resale of the placement shares by the investors has been filed with the SEC. For the nine months ended May 31, 2004, PYR had a net loss of $1,155,550, or $0.05 per common share, with revenues of $268,945, as compared with a net loss of $2,309,385, or $0.10 per common share, with revenues of $137,079, for the nine months ended May 31, 2003. The decrease in net loss is due primarily to impairment charges in the prior year totaling $1,178,267, as opposed to the current year, during which no impairment was charged. Additionally, current year revenues increased associated with the producing properties acquired from Venus Exploration, Inc. in May 2004. Interest income was $4,921 and $11,044 during the quarters ended May 31, 2004 and May 31, 2003, respectively, and $15,529 and $45,879 for the nine months ended May 31, 2004 and May 31, 2003, respectively. The Company incurred $82,234 and $78,316 in interest expense associated with the convertible notes dated May 24, 2002, during the quarters ended May 31, 2004 and May 31, 2003, respectively, and $242,784 and $230,371 in interest expense associated with the convertible notes for the nine months ended May 31, 2004 and May 31, 2003, respectively. General and administrative expenses associated primarily with the Company's efforts to pursue its exploration projects totaled $350,377 for the quarter ended May 31, 2004 and $339,576 for the quarter ended May 31, 2003, and $887,309 and $1,010,119 for the nine months ended May 31, 2004 and May 31, 2003, respectively. At May 31, 2004, the Company had cash of $3,956,819, total assets of $13,054,310, current liabilities of $1,221,736, and stockholders' equity of $4,916,843. There were 28,243,023 common shares outstanding at May 31, 2004. Denver based PYR Energy is an independent oil and gas company primarily engaged in the exploration for and the development and production of natural gas and crude oil. At the current time, PYR's activities are focused in select areas of the Rocky Mountain region, the San Joaquin Basin of California, East Texas, and the Gulf Coast. Additional information about PYR Energy Corporation can be accessed via the Company's web site at www.pyrenergy.com. # # # This release and the Company's website contain forward-looking statements regarding PYR Energy Corporation's future plans and expected performance based on assumptions the Company believes to be reasonable. A number of risks and uncertainties could cause actual results to differ materially from these statements, including, without limitation, the success rate of exploration efforts and the timeliness of development activities, fluctuations in oil and gas prices, and other risk factors described from time to time in the Company's reports filed with the SEC. In addition, the Company operates in an industry sector where securities values are highly volatile and may be influenced by economic and other factors beyond the Company's control. This press release and the Company's website include the opinions of PYR Energy and does not necessarily include the views of any other person or entity." -----END PRIVACY-ENHANCED MESSAGE-----