10QSB 1 a2056723z10qsb.txt 10QSB U.S. Securities and Exchange Commission Washington, D.C. 20549 Form 10-QSB (Mark One) [X] QUARTERLY REPORT PURSUANT SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2001 [ ] TRANSITION REPORT PURSUANT SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from___________ to ____________ Commission file number 333-82389 Atlas-Energy for the Nineties-Public #8 Ltd. (Name of small business issuer in its charter) Pennsylvania 25-1836294 (State or other jurisdiction of (I.R.S. Employer identification No.) incorporated or organization) 311 Rouser Road, Moon Township, Pennsylvania 15108 (Address of principle executive offices) (Zip Code) Issuer's telephone (412) 262-2830 (Former name, former address and former fiscal year, if changed since last report) 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 Transitional Small Business Disclosure Format (check one): Yes X No FORWARD-LOOKING STATEMENTS AND ASSOCIATED RISKS Other than statements of historical facts, the statements included in this report and its exhibits address activities, events or developments that management anticipates will or may occur in the future. These forward-looking statements include such things as investment objectives, business strategy, estimated future capital expenditures, competitive strengths and goals, reference to future success, and other similar matters. These statements are based on certain assumptions and analyses made by management in light of our experience and perception of historical trends, current conditions and expected future developments. However, whether actual results will conform with these expectations is subject to a number of risks and uncertainties, many of which are beyond our control, including general economic market or business conditions, changes in laws or regulations, uncertainties concerning the price of oil and gas, and other risks. Thus, all of the forward-looking statements made in this report and its exhibits are qualified by these cautionary statements. There can be no assurance that actual results will conform with our expectations. PART I Item 1. Financial Statements The unaudited Financial Statements of Atlas-Energy for the Nineties-Public #8 Ltd. (the "Partnership") for the period January 1, 2001 to June 30, 2001. Item 2. Description of Business The Partnership has spudded 54.66 net wells to the Clinton/Medina formation in Mercer, Lawrence, Warren and Venango Counties, Pennsylvania and Trumbull County in Ohio. As of June 30, 2001, all wells are in production. Revenues for the first six months were $1,677,018. Expenses for this same period were $671,511. Included in these expenses were $75.00 per month per producing well for management fees and $275.00 per month per producing well for operating fees charged by the managing partner. For the next twelve months management believes that the Partnership has adequate capital. No other wells will be drilled and, therefore, no additional funds will be required. Although management does not anticipate the need for additional funding, if the need arises the Partnership will obtain the funding from production revenues or from borrowings by the Partnership from Atlas or its affiliates, although Atlas is not contractually committed to make such a loan. No borrowings will be obtained from third parties. PART II Item 1. Legal Proceeding None Item 2. Changes in Securities None Item 3. Defaults Upon Senior Securities None Item 4. Submission of Matters to a Vote of Securities Holders None Item 5. Other Matters None Item 6. Reports on Form 8-K The registrant filed no reports on Form 8-K during the last quarter of the period covered by this report. ATLAS-ENERGY FOR THE NINETIES - PUBLIC #8 LTD. (A PENNSYLVANIA LIMITED PARTNERSHIP) BALANCE SHEET AS OF JUNE 30, 2001 AND DECEMBER 31, 2000
JUNE 30 DECEMBER 31 2001 2000 (unaudited) ---------------------------- ASSETS CURRENT ASSETS Cash $ 213,532 $ 19,790 Accounts receivable - affiliate 486,977 785,058 ---------------------------- TOTAL CURRENT ASSETS 700,509 804,848 Oil and Gas wells, drilling contracts, and leases 12,573,824 12,573,810 Less accumulated depletion and depreciation (1,542,513) (990,640) ---------------------------- 11,031,311 11,583,170 TOTAL ASSETS $11,731,820 $12,388,018 ============================ LIABILITIES AND PARTNERS' CAPITAL Accounts payable - affiliate $ 12,000 $ 11,768 Accrued liabilities 11,108 11,108 ---------------------------- TOTAL CURRENT LIABILITIES 23,108 22,876 PARTNERS' CAPITAL Managing General Partner 1,488,363 1,583,850 Limited Partners (1,110.98 units) 10,220,349 10,781,292 ---------------------------- 11,708,712 12,365,142 ---------------------------- TOTAL LIABILITIES AND PARTNERS' CAPITAL $11,731,820 $12,388,018 ============================
ATLAS-ENERGY FOR THE NINETIES - PUBLIC #8 LTD. (A PENNSYLVANIA LIMITED PARTNERSHIP) STATEMENT OF INCOME (Unaudited) FOR THE SIX AND THREE MONTHS ENDED JUNE 30, 2001 and 2000
Six Months Ended Three Months Ended JUNE 30 JUNE 30 JUNE 30 JUNE 30 2001 2000 2001 2000 ------------------------- ----------------------- REVENUES Natural gas and oil sales $1,668,439 $769,316 $620,403 $630,422 Interest income 8,579 19,994 3,884 19,994 ------------------------- ----------------------- TOTAL REVENUE 1,677,018 789,310 624,287 650,416 EXPENSES Well Operating Expense 95,498 77,592 40,169 62,563 Depletion and depreciation of oil and gas wells and leases 551,873 426,285 394,555 342,509 Management fees 24,140 29,526 10,936 26,764 Other - 417 - 417 ------------------------- ----------------------- TOTAL EXPENSES 671,511 533,820 445,660 432,253 ------------------------- ----------------------- NET EARNINGS $1,005,507 $255,490 $178,627 $218,163 ========================= ======================= ALLOCATION OF EARNINGS: Managing General Partner $ 386,475 $ 58,432 $146,679 $ 51,437 ========================= ======================= Limited Partners $ 619,032 $197,058 $ 31,948 $166,726 ========================= ======================= Net earnings per limited partnership interest $ 557.19 $ 177.37 $ 28.76 $ 150.07 ========================= =======================
ATLAS-ENERGY FOR THE NINETIES - PUBLIC #8 LTD. (A PENNSYLVANIA LIMITED PARTNERSHIP) STATEMENT OF CASH FLOWS (Unaudited) FOR THE SIX MONTHS ENDED JUNE 30, 2001 AND 2000
JUNE 30 JUNE 30 2001 2000 -------------------------- CASH FLOWS FROM OPERATING ACTIVITIES: Net Earnings $ 1,005,507 $ 255,490 Adjustments to reconcile net earnings to net cash provided by operating activities: Depletion and depreciation 551,873 426,285 (Increase)/Decrease in accounts receivable 298,081 (567,859) Increase/(Decrease) in account payable and accrued liabilities 232 13,866 -------------------------- CASH PROVIDED BY OPERATING ACTIVITIES 1,855,693 127,782 CASH FLOWS USED IN INVESTING ACTIVITIES: Oil and gas wells drilling contracts, and leases (14) - CASH FLOWS USED IN FINANCING ACTIVITIES: Distributions to Partners (1,661,937) (121,104) -------------------------- NET INCREASE IN CASH 193,742 6,678 CASH AT BEGINNING OF PERIOD 19,790 - -------------------------- CASH AT END OF PERIOD $ 213,532 $ 6,678 ==========================
ATLAS-ENERGY FOR THE NINETIES - PUBLIC #8 LTD. (A PENNSYLVANIA LIMITED PARTNERSHIP) STATEMENTS OF CHANGES IN PARTNERS' CAPITAL (UNAUDITED) FOR THE SIX MONTHS ENDED JUNE 30, 2001
MANAGING GENERAL LIMITED PARTNER PARTNERS TOTAL ---------------------------------------------- BALANCE AT JANUARY 1, 2001 $1,583,850 $10,781,292 $12,365,142 Participation in revenue and expense Net Production Revenues 483,847 1,184,592 1,668,439 Interest Income 2,488 6,091 8,579 Well Operating Costs (27,694) (67,804) (95,498) Depletion and Depreciation (65,165) (486,708) (551,873) Management fees (7,001) (17,139) (24,140) ---------------------------------------------- Net Earnings 386,475 619,032 1,005,507 Distributions (481,962) (1,179,975) (1,661,937) ---------------------------------------------- BALANCE AT JUNE 30, 2001 $1,488,363 $10,220,349 $11,708,712 ==============================================
NOTES TO FINANCIAL STATEMENTS (UNAUDITED) Atlas-Energy for the Nineties-Public #8 Ltd. A PENNSYLVANIA LIMITED PARTNERSHIP 1. INTERIM FINANCIAL STATEMENTS The financial statements as of June 30, 2001 and for the six and three Months then ended have been prepared by the management of the Partnership without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in the financial statements prepared in accordance with generally accepted accounting principles have been omitted pursuant to such rules and regulations, although the partnership believes that the disclosures are adequate to make the information presented not misleading. These financial statements should be read in conjunction with the audited December 31, 2000 financial statements. In the opinion of management, all adjustments (consisting of only normal recurring accruals) considered necessary for presentation have been included. 2. SIGNIFICANT ACCOUNTING POLICIES The Partnership uses the successful efforts method of accounting for oil and gas activities. Costs to acquire mineral interests in oil and gas properties and drill and equip wells are capitalized. Oil and gas properties are periodically assessed and when unamortized costs exceed expected future net cash flows, a loss is recognized by a charge to income. Capitalized costs of oil and gas wells and leases are depreciated, depleted and amortized by the unit of production method. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Atlas-Energy for the Nineties-Public #8 Ltd. Management's discussion and analysis should be read in conjunction with the financial statements and notes thereto. RESULTS OF OPERATIONS THREE MONTHS ENDED JUNE 30, 2001 Revenues Natural gas and oil sales revenue for the three months ended June 30, 2001 declined by $10,019 (2%) while production declined 79,115 mcfs (32%). The production decline for the quarter reflects the flush production received in the quarter ended June 30, 2000 as compared to the current quarter. The revenue received this year was $620,403 based on gas production of 165,534 Mcf. The average sales price for gas production during this period was $3.75 per Mcf compared to June 30, 2000 of $2.82 per Mcf. Expenses Well operating expenses for the three months ended June 30, 2001 decreased by $22,394 (36%). Well Operating Expense was $40,169 for the quarter ended June 30, 2001 as compared to $62,563 in the same quarter last year. Depletion and depreciation for the three months ended June 30, 2001 increased by $52,046 (15%). Depletion and Depreciation in the quarter was $394,555 compared to $342,509 last year. Net Earnings declined by $39,536 (18%) principally because of the decrease in production and the increase in depletion and depreciation. SIX MONTHS ENDED JUNE 30, 2001 Revenues Natural gas and oil sales revenue for the six months ended June 30, 2001 increased by $899,123 (117%) while production increased 84,258 Mcf (28%). The production increase for the six months reflects that the wells drilled last year were producing for the entire six months as compared to the six months ended June 30, 2000 where the wells were being placed on line during the six months. The revenue received this year was $1,668,439 based on gas production of 388,747 Mcf. The average sales price for gas production during this six month period was $4.29 per Mcf compared to June 30, 2000 of $2.87 per Mcf. Expenses Well operating expenses for the six months ended June 30, 2001 increased by $17,906 (23%). This increase in expense reflects that the wells were producing for the full six months where last year the wells were being placed on line during the comparable period. Well Operating Expense was $95,498 for the six months ended June 30, 2001 as compared to $77,592 in the same comparable period of 2000. Depletion and depreciation for the six months ended June 30, 2001 increased by $125,588 (29%). Depletion and Depreciation in the period ended June 30, 2001 was $551,873 compared to $426,285 for the six months end June 30, 2000. Net Earnings increased by $750,017 (294%) principally because the wells were producing the entire period as compared to last year where they were being put into production. FINANCIAL CONDITION LIQUIDITY Working capital decreased to $104,571 (13%) in the six months ended June 30, 2001. Management believes that the partnership procedures will cause the partnership to have an adequate working capital for the near future. The working capital on June 30, 2001 was $677,401 compared to $781,972 at December 31, 2000. CAPITAL RESOURCES There were no new material commitments for capital expenditures during the period and the Partnership does not expect any in the foreseeable future. SIGNATURES 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 #8 Ltd. By (Signature and Title:) Atlas Resources, Inc., Managing General Partner By (Signature and Title:) /s/ Frank Carolas Executive Vice President Date: August 14, 2001 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/ Frank Carolas Executive Vice President Date: August 14, 2001 By: (Signature and Title:) /s/ Louis Tierno, Jr. Corporate Controller Date: August 14, 2001