-----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, VBEiMFJrAf0izPaYiOkphcpGVNuTPcC52VQKHDEbEBvJft86eRULAvyBnT9ErwDS hJ8woYlK294YrhzfQbEmEw== 0000950110-98-000640.txt : 19980518 0000950110-98-000640.hdr.sgml : 19980518 ACCESSION NUMBER: 0000950110-98-000640 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19980331 FILED AS OF DATE: 19980515 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: WILSHIRE OIL CO OF TEXAS CENTRAL INDEX KEY: 0000107454 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 840513668 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 001-04673 FILM NUMBER: 98624565 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 FORM 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, 1998 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 -----9,396,894 ================================================================================ WILSHIRE OIL COMPANY OF TEXAS INDEX Page No. Part I Financial Information Financial Information: 1 Condensed Consolidated Balance Sheets - March 31, 1998 (Unaudited) and December 31, 1997 Consolidated Statements of Income - 2 (Unaudited) Three months ended March 31, 1998 and 1997 Consolidated Statements of Cash Flows - 3 (Unaudited) Three months ended March 31, 1998 and 1997 Notes to (Unaudited) Consolidated Financial Statements 4 & 5 Management's Discussion and Analysis 6, 7, & 8 of Financial Condition and Results of Operations Part II Other Information 9 WILSHIRE OIL COMPANY OF TEXAS AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (000'S OMITTED, EXCEPT SHARE DATA) MARCH 31, ASSETS 1998 DECEMBER 31, ------ (UNAUDITED) 1997 ----------- ------------ CURRENT ASSETS CASH AND CASH EQUIVALENTS $ 5,116 $ 5,534 ACCOUNTS RECEIVABLE 940 1,061 MARKETABLE SECURITIES, STATED AT MARKET VALUE 16,197 17,947 PREPAID EXPENSES AND OTHER CURRENT ASSETS 1,098 949 -------- --------- TOTAL CURRENT ASSETS 23,351 25,491 -------- --------- PROPERTY AND EQUIPMENT OIL AND GAS PROPERTIES, USING THE FULL COST METHOD OF ACCOUNTING 134,454 133,509 REAL ESTATE PROPERTIES 52,337 50,901 OTHER PROPERTY AND EQUIPMENT 398 421 -------- --------- 187,189 184,831 LESS - ACCUMULATED DEPRECIATION, DEPLETION AND AMORTIZATION 109,144 108,293 -------- --------- 78,045 76,538 -------- --------- $101,396 $102,029 ======== ========= LIABILITIES AND SHAREHOLDERS' EQUITY CURRENT LIABILITIES CURRENT PORTION OF LONG-TERM DEBT $ 3,300 $ 3,324 ACCOUNTS PAYABLE 1,563 1,856 ACCRUED AND OTHER LIABILITIES 1,754 3,110 -------- --------- TOTAL CURRENT LIABILITIES 6,617 8,290 -------- -------- LONG - TERM DEBT, LESS CURRENT PORTION 51,018 51,587 -------- --------- DEFERRED INCOME TAXES AND OTHER NONCURRENT LIABILITIES 13,578 13,415 -------- --------- SHAREHOLDERS' EQUITY COMMON STOCK, $1 PAR VALUE, 15,000,000 SHARES AUTHORIZED; 10,013,544 SHARES ISSUED 10,014 10,014 CAPITAL IN EXCESS OF PAR VALUE 9,685 9,522 UNREALIZED GAIN ON MARKETABLE SECURITIES ($3,732 IN 1998 AND $2,943 IN 1997), NET OF INCOME TAXES 2,053 1,619 RETAINED EARNINGS 15,047 14,267 -------- --------- 36,799 35,422 LESS - TREASURY STOCK, 619,448 AND 888,724 SHARES IN 1998 AND 1997, AT COST 3,864 3,857 CUMULATIVE TRANSLATION ADJUSTMENT 2,752 2,828 -------- --------- 30,183 28,737 -------- --------- $101,396 $102,029 ======== ========= 1 WILSHIRE OIL COMPANY OF TEXAS AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF INCOME (000'S OMITTED, EXCEPT SHARE DATA) (UNAUDITED) FOR THE THREE MONTHS ENDED -------------------------- MARCH 31, MARCH 31, 1998 1997 ---------- ---------- REVENUES OIL & GAS $ 1,326 $ 1,420 REAL ESTATE 2,727 2,341 ------- ------- TOTAL REVENUES 4,053 3,761 COSTS AND EXPENSES OIL AND GAS PRODUCTION EXPENSES 593 583 REAL ESTATE OPERATING EXPENSES 1,608 1,324 DEPRECIATION, DEPLETION AND AMORTIZATION 851 843 GENERAL AND ADMINISTRATIVE 398 369 ------- ------- TOTAL COSTS AND EXPENSES 3,450 3,119 ------- ------- INCOME FROM OPERATIONS 603 642 OTHER INCOME (EXPENSE) 123 190 GAIN ON SALES OF MARKETABLE SECURITIES (NOTE 3) 1,495 2,689 INTEREST EXPENSE (1,036) (923) ------- ------- INCOME BEFORE PROVISION FOR INCOME TAXES 1,185 2,598 PROVISION FOR INCOME TAXES 405 882 ------- ------- NET INCOME $ 780 $ 1,716 ======= ------- BASIC EARNINGS PER COMMON SHARE $ .08 $ .18 ------- ------- DILUTED EARNINGS PER COMMON SHARE $ .08 $ .18 ======= ======= 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, 1998 1997 ---------- --------- CASH FLOWS FROM OPERATING ACTIVITIES NET INCOME $ 780 $ 1,716 ADJUSTMENTS TO RECONCILE NET INCOME TO NET CASH USED IN OPERATING ACTIVITIES - DEPRECIATION, DEPLETION AND AMORTIZATION 851 843 DEFERRED INCOME TAX PROVISION (194) -- AMORTIZATION (ADJUSTMENT) OF DEFERRED AND UNEARNED COMPENSATION IN CONNECTION WITH NON-QUALIFIED STOCK OPTION PLAN, NET 163 58 GAIN ON SALES OF MARKETABLE SECURITIES (1,495) (2,689) FOREIGN CURRENCY TRANSACTIONS -- -- CHANGES IN OPERATING ASSETS AND LIABILITIES - (INCREASE) DECREASE IN RECEIVABLES 121 (125) (INCREASE) IN PREPAID EXPENSES AND OTHER CURRENT ASSETS (149) (3) INCREASE (DECREASE) IN ACCOUNTS PAYABLE, ACCRUED AND OTHER LIABILITIES (1,649) (247) ------- ------- NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES $(1.572) $ (447) ------- ------- CASH FLOWS FROM INVESTING ACTIVITIES CAPITAL EXPENDITURES, NET (2,358) (1,255) PURCHASES OF MARKETABLE SECURITIES (35) -- PROCEEDS FROM SALES AND REDEMPTIONS OF SECURITIES 4,070 2,891 ------- ------- NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES $ 1,677 $ 1,636 ------- ------- CASH FLOWS FROM FINANCING ACTIVITIES PROCEEDS FROM ISSUANCE OF LONG TERM DEBT 1,105 578 PRINCIPAL PAYMENT OF LONG TERM DEBT (1,698) (1,534) PURCHASE OF TREASURY STOCK (7) -- EXERCISE OF STOCK OPTIONS -- 108 OTHER -- -- ------- ------- NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES $ (600) ($ 848) ------- ------- EFFECT OF EXCHANGE RATE CHANGES ON CASH 77 (25) ------- ------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (418) 316 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 5,534 1,192 ------- ------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 5,116 $ 1,508 ------- ------- SUPPLEMENTAL DISCLOSURES TO THE STATEMENTS OF CASH FLOWS: CASH PAID DURING THE PERIOD FOR - INTEREST $ 1,013 $ 939 INCOME TAXES $ 1,042 $ 1,158 3 WILSHIRE OIL COMPANY OF TEXAS NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS MARCH 31, 1998 (UNAUDITED) 1. FINANCIAL STATEMENTS THE CONDENSED CONSOLIDATED 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 CONSOLIDATED 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. DESCRIPTION OF BUSINESS: WILSHIRE OIL COMPANY OF TEXAS IS A DIVERSIFIED CORPORATION ENGAGED IN OIL AND GAS EXPLORATION AND PRODUCTION AND REAL ESTATE OPERATIONS. THE COMPANY'S OIL AND GAS OPERATIONS ARE CONDUCTED BOTH IN ITS OWN NAME AND THROUGH SEVERAL WHOLLY-OWNED SUBSIDIARIES IN THE UNITED STATES AND CANADA. CRUDE OIL AND NATURAL GAS PRODUCTIONS ARE SOLD TO OIL REFINERIES AND NATURAL GAS PIPELINE COMPANIES. THE COMPANY'S REAL ESTATE HOLDINGS ARE LOCATED IN THE STATES OF ARIZONA, FLORIDA, NEW JERSEY, TEXAS AND GEORGIA. THE COMPANY ALSO MAINTAINS INVESTMENTS IN MARKETABLE SECURTIES. 3. GAIN ON SALES OF MARKETABLE SECURITIES THE COMPANY REALIZED GAINS FROM THE SALES OF MARKETABLE SECURITIES OF $1,495,000 FOR THE THREE MONTHS ENDED MARCH 31, 1998 AND $2,689,000 FOR THE THREE MONTHS ENDED MARCH 31, 1997. 4. COMPREHENSIVE INCOME EFFECTIVE JANUARY 1, 1998, THE COMPANY ADOPTED THE PROVISIONS OF STATEMENT OF FINANCIAL ACCOUNTING STANDARDS NO. 130, "REPORTING COMPREHENSIVE INCOME", WHICH MODIFIES THE FINANCIAL STATEMENT PRESENTATION OF COMPREHENSIVE INCOME AND ITS COMPONENTS. RECLASSIFICATION OF FINANCIAL STATEMENTS FOR EARLIER PERIODS IS REQUIRED. 4 COMPREHENSIVE INCOME, REPRESENTING ALL CHANGES IN SHAREHOLDERS' EQUITY DURING THE PERIOD, OTHER THAN CHANGES RESULTING FROM THE COMPANY'S COMMON STOCK, FOR THE THREE MONTHS ENDED MARCH 31, 1998 AND 1997 IS AS FOLLOWS: 1998 1997 ---------- ---------- NET INCOME $ 780,000 $1,716,000 OTHER COMPREHENSIVE INCOME (LOSS), NET OF TAXES FOREIGN CURRENCY TRANSLATION ADJUSTMENTS 76,000 (25,000) UNREALIZED GAIN ON AVAILABLE-FOR-SALE SECURITIES 1,421,000 893,000 LESS: RECLASSIFICATION ADJUSTMENT FOR GAINS INCLUDED IN NET INCOME, NET OF INCOME TAX EFFECT OF $508,000 AND $914,000 IN 1998 AND 1997, RESPECTIVELY (987,000) (1,775,000) ---------- ----------- OTHER COMPREHENSIVE INCOME (LOSS) 510,000 (907,000) ---------- ----------- COMPREHENSIVE INCOME $1,290,000 $ 809,000 ----------- ----------- 5. EARNINGS PER SHARE IN 1997, THE FINANCIAL ACCOUNTING STANDARDS BOARD ISSUED STATEMENT OF FINANCIAL ACCOUNTING STANDARDS NO. 128, "EARNINGS PER SHARE" (SFAS NO. 128), WHICH REQUIRES PRESENTATION IN THE CONSOLIDATED STATEMENT OF INCOME OF BOTH BASIC AND DILUTED EARNINGS PER SHARE. EARNINGS PER SHARE AMOUNTS HAVE BEEN PRESENTED, AND WHERE APPROPRIATE, RESTATED TO CONFORM TO THE SFAS NO. 128 REQUIREMENTS. THE FOLLOWING TABLE SETS FORTH THE COMPUTATION OF BASIC AND DILUTED EARNINGS PER SHARE- THREE MONTHS ENDED MARCH 31, 1998 1997 ---------- ---------- NUMERATOR- NET INCOME $ 780,000 $1,716,000 ========== ========== DENOMINATOR- WEIGHTED AVERAGE COMMON SHARES OUTSTANDING - BASIC 9,414,864 9,329,735 INCREMENTAL SHARES FROM ASSUMED CONVERSIONS OF STOCK OPTIONS 74,745 68,554 ---------- ---------- WEIGHTED AVERAGE COMMON SHARES OUTSTANDING - DILUTED 9,489,609 9,398,289 ========== ========== BASIC EARNINGS PER SHARE $ 0.08 $ 0.18 DILUTED EARNINGS PER SHARE $ 0.08 $ 0.18 5 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS RESULTS OF OPERATIONS NET INCOME FOR THE QUARTER ENDED MARCH 31 WAS $780,000 IN 1998 AS COMPARED TO $1,716,000 IN 1997. CONSOLIDATED REVENUES FOR THE QUARTER ENDED MARCH 31 INCREASED FROM $3,761,000 IN 1997 TO $4,053,000 IN 1998. OIL AND GAS REVENUES DECREASED FROM $1,420,000 IN 1997 TO $1,326,000 IN 1998, DUE TO DECLINES IN THE PRICE OF CRUDE OIL. REAL ESTATE REVENUES INCREASED FROM $2,341,000 IN 1997 TO $2,727,000 IN 1998. THIS INCREASE IS DUE TO HIGHER RENTS AND THE OPERATIONS OF THE PROPERTIES ACQUIRED IN 1997. TOTAL COSTS AND EXPENSES FOR THE QUARTER ENDED MARCH 31 WERE $3,450,000 IN 1998 COMPARED WITH $3,119,000 IN 1997. OIL AND GAS PRODUCTION EXPENSE INCREASED BY $10,000, REAL ESTATE OPERATING EXPENSES INCREASED BY $284,000, DEPRECIATION, DEPLETION AND AMORTIZATION INCREASED BY $8,000, AND GENERAL AND ADMINISTRATIVE EXPENSES INCREASED BY $29,000. THE INCREASE IN REAL ESTATE OPERATING EXPENSES IS ATTRIBUTABLE TO THE PROPERTIES ACQUIRED IN 1997. GAIN ON SALES OF MARKETABLE SECURITIES WAS $1,495,000 IN 1998 AS COMPARED WITH $2,689,000 IN 1997. THE COMPANY REALIZED $1.2 MILLION LESS IN GAINS IN 1998 THAN IN 1997. INTEREST EXPENSE WAS $1,036,000 IN THE FIRST QUARTER OF 1998 AS COMPARED WITH TO $923,000 IN 1997. THIS INCREASE IN INTEREST EXPENSE IS ATTRIBUTABLE TO NEW FIRST-MORTGAGE INDEBTNESS ASSOCIATED WITH THE COMPANY'S REAL ESTATE ACQUISITIONS DURING THE PAST TWELVE MONTHS. THE PROVISION FOR INCOME TAXES INCLUDES FEDERAL, STATE AND CANADIAN TAXES. DIFFERENCES BETWEEN THE EFFECTIVE TAX RATE AND THE STATUTORY INCOME TAX RATES ARE PRINCIPALLY DUE TO FOREIGN RESOURCE TAX CREDITS IN CANADA AND THE DIVIDEND EXCLUSION IN THE UNITED STATES. 6 LIQUIDITY AND CAPITAL RESOURCES AT MARCH 31, 1998 THE COMPANY HAD APPROXIMATELY $12.5 MILLION IN MARKETABLE SECURITIES AT COST, WITH A MARKET VALUE OF APPROXIMATELY $16.2 MILLION. THE CURRENT RATIO AT MARCH 31, 1998 WAS 3.53 TO 1, WHICH MANAGEMENT CONSIDERS ADEQUATE FOR THE COMPANY'S CURRENT BUSINESS. THE COMPANY'S WORKING CAPITAL WAS APPROXIMATELY $17 MILLION AT MARCH 31, 1998. 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. DURING THE FIRST QUARTER OF 1998, THE COMPANY ACQUIRED A REAL ESTATE PROPERTY FROM THE TRUST COMPANY OF NEW JERSEY ("TCNJ") AT A PURCHASE PRICE OF APPROXIMATELY $1,300,000. THIS TRANSACTION WAS FINANCED BY A FIRST-MORTGAGE LOAN FROM TCNJ. 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. THE COMPANY IS CURRENTLY PLANNING FURTHER ACQUISITIONS OF INVESTMENT PROPERTIES DURING THE NEXT YEAR. ACCORDINGLY, WHILE THE COMPANY ANTICIPATES THAT IT WILL ACTIVELY EXPLORE THESE AND OTHER REAL ESTATE ACQUISITION OPPORTUNITIES, NO ASSURANCE CAN BE GIVEN THAT ANY SUCH ACQUISITION WILL OCCUR. NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES WAS ($1,572,000) IN 1998 AND $(447,000) IN 1997. THE DECREASE IN 1998 WAS PRIMARILY DUE TO CHANGES IN OPERATING ASSETS AND LIABILITIES. NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES WAS $1,677,000 IN 1998 AND $1,636,000 IN 1997. THE VARIATIONS PRINCIPALLY RELATE TO PURCHASES OF REAL ESTATE PROPERTIES AND TRANSACTIONS IN SECURITIES. PURCHASES OF REAL ESTATE PROPERTIES AMOUNTED TO $1,300,000 IN 1998 AND $680,000 IN 1997. PROCEEDS FROM SALES AND REDEMPTIONS OF SECURITIES AMOUNTED TO $4,070,000 IN 1998 AND $2,891,000 IN 1997. INCLUDED IN THIS AMOUNT FOR 1998 IS A REDEMPTION OF 7,500 SHARES, AT PAR, AGGREGATING $750,000 OF PREFERRED STOCK OF TCNJ. 7 NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES WAS ($600,000) IN 1998 AND $(848,000) IN 1997. THE VARIATION PRINCIPALLY RELATES TO THE ISSUANCE OF LONG-TERM DEBT IN CONNECTION WITH THE PURCHASES OF REAL ESTATE PROPERTIES DURING THE RESPECTIVE QUARTERS AS WELL AS PRINCIPAL PAYMENTS OF LONG-TERM DEBT. THE COMPANY BELIEVES IT HAS ADEQUATE CAPITAL RESOURCES TO FUND OPERATIONS FOR THE FORESEEABLE FUTURE. "YEAR 2000 ISSUE" THE COMPANY CONTINUES TO EVALUATE WHAT EFFECTS, IF ANY, YEAR 2000 ISSUES MAY HAVE ON ITS OPERATIONS. AT PRESENT, THE COMPANY DOES NOT BELIEVE SUCH ISSUES WILL HAVE ANY MATERIAL ADVERSE EFFECT IN ITS OPERATIONS, LIQUIDITY OR ON ITS CONSOLIDATED FINANCIAL STATEMENTS. FOWARD-LOOKING STATEMENTS THIS REPORT ON FORM 10-Q FOR THE QUARTER ENDED MARCH 31, 1998 CONTAINS FORWARD-LOOKING STATEMENTS WITHIN THE MEANING OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995. ALL STATEMENTS INCLUDED HEREIN OTHER THAN STATEMENTS OF HISTORICAL FACT ARE FORWARD-LOOKING STATEMENTS. ALTHOUGH THE COMPANY BELIEVES THAT THE UNDERLYING ASSUMPTIONS AND EXPECTATIONS REFLECTED IN SUCH FORWARD-LOOKING STATEMENTS ARE REASONABLE, IT CAN GIVE NO ASSURANCE THAT SUCH EXPECTATIONS WILL PROVE TO BE CORRECT. THE COMPANY'S BUSINESS AND PROSPECTS ARE SUBJECT TO A NUMBER OF RISKS WHICH COULD CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY FROM THOSE REFLECTED IN SUCH FORWARD-LOOKING STATEMENTS, INCLUDING VOLATILITY OF OIL & GAS PRICES, THE NEED TO DEVELOP AND REPLACE RESERVES, RISKS INVOLVED IN EXPLORATION AND DRILLING, UNCERTAINTIES ABOUT ESTIMATES OF RESERVES, ENVIRONMENTAL RISKS RELATING TO THE COMPANY'S OIL & GAS AND REAL ESTATE PROPERTIES, COMPETITION, THE SUBSTANTIAL CAPITAL EXPENDITURES REQUIRED TO FUND THE COMPANY'S OIL & GAS AND REAL ESTATE OPERATIONS, MARKET AND ECONOMIC CHANGES IN AREAS WHERE THE COMPANY HOLDS REAL ESTATE PROPERTIES, INTEREST RATE FLUCTUATIONS, GOVERNMENT REGULATION, AND THE ABILITY OF THE COMPANY TO IMPLEMENT ITS BUSINESS STRATEGY. 8 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 DURING THE QUARTER ENDED MARCH 31, 1998 9 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 14, 1998 BY: /S/ S. WILZIG IZAK ------------ ------------------------- S. WILZIG IZAK CHAIRMAN OF THE BOARD AND CHIEF EXECUTIVE OFFICER (DULY AUTHORIZED OFFICER AND CHIEF FINANCIAL OFFICER) EX-27 2 FINANCIAL DATA SCHEDULE
5 3-MOS DEC-31-1998 MAR-31-1998 5,116,000 16,197,000 940,000 0 0 23,351,000 187,189,000 109,144,000 101,396,000 6,617,000 0 0 0 10,014,000 20,169,000 30,183,000 1,326,000 4,053,000 593,000 3,450,000 0 0 1,036,000 1,185,000 405,000 780,000 0 0 0 780,000 .08 .08
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