-----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, Orfp2ioTQylRrWUQbVtyRUdxSVDK78hbRwCbANBxkfPcXZV7G1NUD7pPl59AO9FB EFMtZkbgRc44AWmx9LwVOQ== 0001125282-03-003439.txt : 20030515 0001125282-03-003439.hdr.sgml : 20030515 20030515132349 ACCESSION NUMBER: 0001125282-03-003439 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030514 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030515 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: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-04673 FILM NUMBER: 03703011 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 CITY: JERSEY CITY STATE: NJ ZIP: 07306 8-K 1 b324991_8k.txt CURRENT REPORT 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 May 14, 2003 Date of Report (Date of earliest event reported) WILSHIRE OIL COMPANY OF TEXAS (Exact name of Registrant as specified in its charter) Delaware 1-467 84-0513668 (State or other jurisdiction of (Commission File (IRS Employer incorporation or organization) Number) Identification No.) 921 Bergen Avenue, Jersey City, New Jersey 07306 (Address of principal executive offices) (Zip Code) (Registrant's telephone number, including area code) (201) 420-2796 Not Applicable (Former name or former address, if changed since last report.) ITEM 9. Regulation FD Disclosure The Company today issued a press release with results of its fiscal 2003 first quarter and confirmed plans to explore various transaction alternatives to maximize shareholder value. This report is being furnished pursuant to Item 9. ITEM 7. Financial Statements and Exhibits a. Not applicable. b. Not applicable c. Exhibits The following exhibit is filed with this report: Exhibit Number Description -------------- ----------- 99.1 Press release dated May 14, 2003 -2- SIGNATURE 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. Dated: May 14, 2003 WILSHIRE OIL COMPANY OF TEXAS. (Registrant) By: /s/ Philip Kupperman --------------------------------- Philip Kupperman President -3- EX-99.1 3 b324991_ex99-1.txt PRESS RELEASE WILSHIRE REPORTS FOR IMMEDIATE RELEASE - ---------------- --------------------- SUBSTANTIAL INCREASE IN AMEX: WOC ----------------------- --------- NET INCOME ---------- CONFIRMS PLANS TO EXPLORE ------------------------- VARIOUS TRANSACTION ------------------- ALTERNATIVES ------------ Jersey City, New Jersey, May 14, 2003 - Wilshire Oil Company of Texas (Wilshire) reported its results for the first quarter of 2003 and updated its announcement of May 6, 2003 regarding its plans to pursue the sale of its oil and gas division. Net income for the first quarter ended March 31, 2003 was $1,122,000 or $.14 per share compared to $450,000 or $.06 per share for the same period in 2002. Included in net income for the current period was $1,000,000 of tax free insurance proceeds offset by $468,000 of net of tax costs and expenses resulting from the successful refinancing of the Company's real estate portfolio. Without these one-time income and expense items, net income would have increased by 31% over the same period last year. Revenues for the first quarter increased to $6,150,000 from $5,017,000 for the same quarter last year. This resulted from increases in both production and prices received from the Company's oil and gas business between the respective periods. Income from operations increased to $1,072,000 in 2003 from $1,006,000 in 2002 after absorbing the expensing of $241,000 for the unamortized mortgage costs resulting from the successful refinancing that was completed on March 1, 2003. Without this one time charge, income from operations for this period in 2003 increased by over 30% over that for last year. "We are very pleased that we were able to deliver these results for this quarter and are extremely excited about the positive impact our recently completed refinancing will have on future operations" said S. Wilzig Izak. "As of March 1, 2003 Wilshire completed the refinancing or modification of most of its long-term debt, which should result in annual interest expense savings of over $600,000 per year during the term of the new obligations." Ms. Izak then went on to say "this is a very exciting time for us and our shareholders as we pursue the sale of our oil and gas business that we announced earlier this month. As we have said on several occasions, we are not exploring any one path at the exclusion of others. Our focus remains on maximizing shareholder value whether by selling one or more portions of our Company to acquirers willing to pay fair value or remaining independent." Wilshire is being advised by Deloitte & Touche Corporate Finance, LLC. For stockholder inquiries: please contact Philip Kupperman at 201-420-2796 For transaction inquiries: please contact Daniel Pryor of Deloitte & Touche Corporate Finance LLC at 212-436-6545. -----END PRIVACY-ENHANCED MESSAGE-----