-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, UfoZ+U+HrV6OhOHE2tbAgN9qfBU6009Jm9uTJl9bh1oyuCqsuyayN9FNiTfXtPrr p+J3z7cbltzlVkQWoCXRlw== 0000912057-95-003832.txt : 19950530 0000912057-95-003832.hdr.sgml : 19950530 ACCESSION NUMBER: 0000912057-95-003832 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19950331 FILED AS OF DATE: 19950515 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: WILSHIRE OIL CO OF TEXAS CENTRAL INDEX KEY: 0000107454 STANDARD INDUSTRIAL CLASSIFICATION: 1311 IRS NUMBER: 840513668 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-04673 FILM NUMBER: 95539315 BUSINESS ADDRESS: STREET 1: 921 BERGEN AVE CITY: JERSEY CITY STATE: NJ ZIP: 07306-4204 BUSINESS PHONE: 2014202796 MAIL ADDRESS: STREET 1: 921 BERGEN AVENUE STREET 2: 921 BERGEN AVENUE CITY: JERSEY CITY STATE: NJ ZIP: 07306 10-Q 1 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-Q QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For quarter ended March 31, 1995 Commission file number 1-467 ------------------- WILSHIRE OIL COMPANY OF TEXAS - - - - -------------------------------------------------------------------------------- (Exact name of registrants as specified in its charter) Delaware 84-0513668 - - - - -------------------------------------------------------------------------------- (State or other jurisdiction of (IRS Employer incorporation or organization) Identification No.) 921 Bergen Avenue - Jersey City, New Jersey 07306-4204 - - - - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number - including area code (201) 420-2796 - - - - -------------------------------------------------------------------------------- NO CHANGE - - - - -------------------------------------------------------------------------------- Former name, former address and former fiscal year, if changed since last reports. 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. Yes x No --- --- Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the close of the period by this report. Common Stock $1 Par Value -----9,671,620 WILSHIRE OIL COMPANY OF TEXAS INDEX PAGE NO. -------- Part I Financial Information Financial Information: 1 Consolidated Balance Sheets - March 31, 1995 and December 31, 1994 Consolidated Statements of Income - 2 Three months ended March 31, 1995 and 1994 Consolidated Statements of Cash Flows - 3 Three months ended March 31, 1995 and 1994 Notes to Consolidated Financial Statements 4 Management's Discussion and Analysis 5,6 & 7 of Financial Condition and Results of Operations Part II Other Information 8 WILSHIRE OIL COMPANY OF TEXAS AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (000's Omitted, Except Share Data) (Unaudited)
March 31, December 31, 1995 1994 --------- ----------- ASSETS CURRENT ASSETS: Cash and cash equivalents $ 448 $ 907 Accounts receivable 1,885 934 Marketable securities, stated at market value in 1995 and 1994 29,956 29,989 Prepaid expenses and other current assets 602 450 --------- --------- Total current assets 32,891 32,280 --------- --------- INVESTMENT IN PREFERRED STOCK OF THE TRUST COMPANY OF NEW JERSEY 6,000 6,000 --------- --------- PROPERTY AND EQUIPMENT Oil and gas properties, using the full cost method of accounting 128,230 127,880 Real estate properties 35,643 35,523 Other property and equipment 377 391 --------- --------- 164,250 163,794 Less - Accumulated depreciation, depletion and amortization 99,770 98,876 --------- --------- 64,480 64,918 --------- --------- $ 103,371 $ 103,198 --------- --------- --------- --------- LIABILITIES AND SHAREHOLDERS' EQUITY CURRENT LIABILITIES: Current portion of long-term debt $ 2,525 $ 2,484 Accounts payable 2,834 2,853 Income taxes payable 336 - Accrued liabilities 564 626 --------- --------- Total current liabilities 6,259 5,963 --------- --------- LONG - TERM DEBT, less current portion 49,561 50,160 --------- --------- DEFERRED INCOME TAXES 18,315 18,636 --------- --------- COMMITMENTS AND CONTINGENCIES (Note 2) SHAREHOLDERS' EQUITY Common stock, $1 par value, 15,000,000 shares authorized; issued 10,013,544 and 10,013,544 shares in 1995 and 1994 10,014 10,014 Capital in excess of par value 10,102 10,399 Unrealized gain on marketable securities ($17,673 in 1995 and $18,487 in 1994), net of deferred income taxes 9,720 10,168 Retained earnings 4,163 2,822 --------- --------- 33,999 33,403 Less - Treasury stock, 341,924 and 341,818 shares in 1995 and 1994, at cost 2,291 2,290 Cumulative foreign currency translation adjustment 2,472 2,674 --------- --------- 29,236 28,439 --------- --------- $ 103,371 $103,198 --------- --------- --------- ---------
1 WILSHIRE OIL COMPANY OF TEXAS AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS (000's Omitted, Except Share Data) (Unaudited)
FOR THE THREE MONTHS ENDED -------------------------- March 31, March 31, 1995 1994 --------- -------- REVENUES Oil & Gas $ 1,635 $ 1,842 Real Estate 2,084 1,771 ---------- ---------- Total Revenues 3,719 3,613 COSTS AND EXPENSES Oil and Gas Production Expenses 686 730 Real Estate Operating Expenses 1,216 972 Depreciation, depletion and amortization 947 1,061 General and Administrative 256 399 ---------- ---------- Total Costs and Expenses 3,105 3,162 ---------- ---------- Income from Operations 614 451 INTEREST INCOME 1 1 OTHER INCOME 159 83 GAIN ON SALES OF MARKETABLE SECURITIES (Note 1) 2,202 2,102 INTEREST EXPENSE ( 1,060) (692) ---------- ---------- Income before provision for income taxes 1,916 1,945 ---------- ---------- PROVISION FOR INCOME TAXES Federal Current 525 280 Deferred 0 325 Foreign Current (13) 74 Deferred 74 (40) ---------- ---------- 586 639 ---------- ---------- Net income $ 1,330 $ 1,306 ---------- ---------- AVERAGE NUMBER OF SHARES OF COMMON STOCK OUTSTANDING: 9,671,663 10,003,417 ---------- ---------- INCOME PER COMMON SHARE $ .14 $ .13 ---------- ----------
2 WILSHIRE OIL COMPANY OF TEXAS AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (000's Omitted) (Unaudited)
For The Three Months Ended -------------------------- March 31, March 31, 1995 1994 ----------- ----------- CASH FLOWS FROM OPERATING ACTIVITIES Net Income $ 1,330 $ 1,306 Adjustments to reconcile net income to net cash provided by operating activities - Depreciation, depletion and amortization 947 1,061 Deferred income tax provision 74 285 Amortization (adjustment) of deferred and unearned compensation in connection with non-qualified stock option plan, net (297) (92) Gain on sales of marketable securities (2,202) (2,102) Foreign currency transactions - - Changes in operating assets and liabilities - (Increase) decrease in receivables (270) 1,390 (Increase) in prepaid expenses and other current assets 588 (270) Increase (decrease) in income taxes payable (28) 354 Increase (decrease) in accounts payable, accrued and other liabilities (443) (175) ----------- ----------- Net cash provided by (used in) operating activities $ (301) $ 1,757 ----------- ----------- CASH FLOWS FROM INVESTING ACTIVITIES Capital expenditures, net (446) (10,530) Purchase of marketable securities (1,392) (2,103) Proceeds from sales of marketable securities 2,074 2,226 ----------- ----------- Net cash provided by (used in) investing activities $ 236 $ (10,407) ----------- ----------- CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from issuance of long term debt - 19,704 Principal payment of long term debt (558) (10,160) Purchase of treasury stock (1) (105) Exercise of stock options - - Other 116 13 ----------- ----------- Net cash provided by (used in) financing activities $ (443) $ 9,452 ----------- ----------- EFFECT OF EXCHANGE RATE CHANGES ON CASH 49 35 ----------- ----------- Net increase (decrease) in cash and cash equivalents (459) 837 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 907 1,566 ----------- ----------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 448 $ 2,403 ----------- ----------- SUPPLEMENTAL DISCLOSURES TO THE STATEMENTS OF CASH FLOWS: Cash paid during the period for - Interest, net of amounts capitalized $ 1,022 $ 783 Income taxes, net 43 146 ----------- -----------
3 WILSHIRE OIL COMPANY OF TEXAS NOTES TO CONSOLIDATED FINANCIAL STATEMENTS MARCH 31, 1995 (Unaudited) 1. FINANCIAL STATEMENTS The condensed financial statements included herein have been prepared by the Registrant, 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, although the Registrant believes that the disclosures are adequate to make the information presented not misleading. It is suggested that these condensed financial statements be read in conjunction with the financial statements and the notes thereto included in the Company's latest annual report on Form 10-K. This condensed financial information reflects, in the opinion of management, all adjustments necessary to present fairly the results for the interim periods. The results of operations for such interim periods are not necessarily indicative of the results for the full year. 2. GAIN ON SALES OF MARKETABLE SECURITIES The Company realized gains from the sales of marketable securities of $2,202,000 for the three months ended March 31, 1995 and $2,102,000 for the three months March 31, 1994. 3. COMMITMENTS AND CONTINGENCIES Federal income tax returns of the Company and its subsidiaries for the years 1975 through 1983 are under review by the Internal Revenue Service. The Company believes that final settlement of its Federal tax liability for those years will not have a significant effect on its consolidated financial position or results of operations. 4 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS RESULTS OF OPERATIONS Net income for the quarter ended March 31 increased from $1,306,000 in 1994 to $1,330,000 in 1995. Oil and gas revenues were $1,635,000 in the first quarter of 1995 as compared with $1,842,000 in 1994. This decrease was due to production declines from quarter to quarter. Real estate revenues increased from $1,771,000 in 1994 to $2,084,000 in 1995. This increase was principally attributable to the operations of investment real estate properties acquired in 1994 as well as generally higher rents and occupancy. Oil and gas production expense decreased in the first quarter of 1995 by approximately 6%. Real estate operating expenses increased in the first quarter of 1995 over 1994 principally due to the newly acquired properties in 1994. Depreciation, depletion, and amortization expense decreased in the first quarter of 1995 compared with 1994 principally as a result of the increase in the estimated value of the Company's oil and gas reserves. Gain on sales of marketable securities was $2,202,000 in 1995 as compared with $2,102,000 in 1994. Interest expense increased from $692,000 in the first quarter of 1994 to $1,060,000 in 1995 due to the addition of $8,704,000 of new financing related to the acquisition of real estate properties in 1994 as well as substantially higher interest rates in general in 1995. The provision for income taxes includes Federal and Canadian taxes. Differences between the effective tax rate and the statutory income tax rates are due to foreign resource tax credits in Canada and the dividend exclusion in the United States. ACCOUNTING FOR INCOME TAXES Statement of Financial Accounting Standard No. 109- "Accounting for Income Taxes" became effective for the Company beginning in the first quarter of 1993. SFAS 109 requires, among other things, an asset and liability approach to accounting for income taxes. SFAS 109 did not have a material impact on the Company's consolidated financial statements. 5 ACCOUNTING FOR CERTAIN INVESTMENTS IN DEBT AND EQUITY SECURITIES On December 31, 1994 the Company adopted Statement of Financial Accounting Standards No. 115 "Accounting for Certain Investments in Debt and Equity Securities" (SFAS 115). The investments of the Company are principally equity securities, held for indefinite periods of time. These securities are carried at fair value and the difference between cost and fair value is charged/credited directly to shareholders' equity net of income taxes. As of March 31, 1995, the net unrealized gain on marketable securities was $17,673,000. This amount, net of related deferred income taxes of $7,953,000, is included as a credit to shareholders' equity in the Company's March 31, 1995 consolidated balance sheet. LIQUIDITY AND CAPITAL RESOURCES At March 31, 1995 the Company had approximately $12.3 million in marketable securities at cost, with a market value of approximately $30 million. The current ratio at March 31, 1995 was 5.2 to 1 on a market basis, which management considers adequate for the Company's current business. The Company's working capital was approximately $27 million at March 31, 1995. The Company anticipates that cash provided by operating activities and investing activities will be sufficient to meet its capital requirements to acquire oil and gas properties and to drill and evaluate these and other oil and gas properties presently held by the Company. The level of oil and gas capital expenditures will vary in future periods depending on market conditions, including the price of oil and the demand for natural gas, and other related factors. As the Company has no material long-term commitments with respect to its oil and gas capital expenditure plans, the Company has a significant degree of flexibility to adjust the level of its expenditures as circumstances warrant. The Company plans to actively continue its exploration and production activities as well as search for the acquisition of oil and gas producing properties and of companies with desirable oil and gas producing properties. There can be no assurance that the Company will in fact locate any such acquisitions. The Company will explore other real estate acquisitions as they arise. The timing of any such acquisition will depend on, among other things, economic conditions and the favorable evaluation of specific opportunities presented to the Company. Accordingly, while the Company anticipates that it will actively explore real estate acquisition opportunities, no assurance can be given that any such acquisition will occur. 6 Net cash provided by (used in) operating activities was ($301,000) in 1995 and $1,757,000 in 1994. The decrease in 1995 was primarily due to changes in operating assets and liabilities. Net cash provided by (used in) investing activities was $236,000 in 1995 and ($10,407,000) in 1994. The variation principally relates to purchases of real estate properties during the first quarter of 1994. Net cash provided by (used in) financing activities was ($443,000) in 1995 and $9,452,000 in 1994. The variation principally relates to the issuance of long-term debt in connection with purchases of real estate properties during the first quarter of 1994. During the first quarter of 1994 the Company renegotiated all of its secured bank loans (other than mortgage notes). Among other things, more favorable principal amortization was obtained and the maturity dates of these loans were extended. The Company believes it has adequate capital resources to fund operations for the foreseeable future. 7 PART II - OTHER INFORMATION ITEM 1, 2, 3, 4, 5 - NOT APPLICABLE ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K No Form 8-K was filed in the first quarter of 1995. 8 S I G N A T U R E S 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. WILSHIRE OIL COMPANY OF TEXAS ----------------------------------------------------- (Registrant) Date: May 13, 1995 /s/ Sherry Wilzig Izak ----------------- ------------------------------------------------------ By: Sherry Wilzig Izak Chairman of the Board and Chief Executive Officer (Duly Authorized Officer and Chief Financial Officer) 9 EX-27 2 EXHIBIT 27
5 3-MOS DEC-31-1994 JAN-01-1995 MAR-31-1995 448,000 29,956,000 1,885,000 0 0 32,891,000 164,250,000 99,770,000 103,371,000 6,259,000 0 10,014,000 0 0 19,222,000 103,371,000 1,635,000 3,719,000 686,000 3,105,000 0 0 1,060,000 1,916,000 586,000 1,330,000 0 0 0 1,330,000 .14 .14
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