UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
☒ | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended September 30, 2016
OR
☐ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from __________ to __________
Commission File No 333-85994-01
MEWBOURNE ENERGY PARTNERS 03-A, L.P.
Delaware | 27-0055431 | |
(State or jurisdiction of incorporation or organization) | (I.R.S. Employer Identification Number) |
3901 South Broadway, Tyler, Texas | 75701 | |
(Address of principal executive offices) | (Zip code) |
Registrant’s Telephone Number, including area code: | (903) 561-2900 |
Not Applicable |
(Former name, former address and former fiscal year, if changed since last report) |
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 of 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 ☒ No ☐
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
Yes ☒ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer ☐ | Accelerated filer ☐ |
Non-accelerated filer ☐ (Do not check if a smaller reporting company) | Smaller reporting company ☒ |
Indicate by check mark if the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes ☐ No ☒
MEWBOURNE ENERGY PARTNERS 03-A, L.P. | ||||
INDEX | ||||
Part 1 - Financial Information | Page No. | |||
Item 1. Financial Statements | ||||
Condensed Balance Sheets - | ||||
September 30, 2016 (Unaudited) and December 31, 2015 | 3 | |||
Condensed Statements of Operations (Unaudited) - | ||||
For the three months ended September 30, 2016 and 2015 | ||||
and the nine months ended September 30, 2016 and 2015 | 4 | |||
Condensed Statement of Changes In Partners' Capital (Unaudited) - | ||||
For the nine months ended September 30, 2016 | 5 | |||
Condensed Statements of Cash Flows (Unaudited) - | ||||
For the nine months ended September 30, 2016 and 2015 | 6 | |||
Notes to Condensed Financial Statements | 7 | |||
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations | 9 | |||
Item 3. Quantitative and Qualitative Disclosures about Market Risk | 12 | |||
Item 4. Disclosure Controls and Procedures | 12 | |||
Part II - Other Information | ||||
Item 1. Legal Proceedings | 13 | |||
Item 6. Exhibits and Reports on Form 8-K | 13 |
2 |
MEWBOURNE ENERGY PARTNERS 03-A, L.P. | |||||
Part I - Financial Information | |||||
Item 1. Financial Statements | |||||
CONDENSED BALANCE SHEETS |
September 30, 2016 | December 31, 2015 | |||||||
(Unaudited) | ||||||||
ASSETS | ||||||||
Cash | $ | 1,949 | $ | 4,775 | ||||
Accounts receivable, affiliate | 57,363 | 36,620 | ||||||
Prepaid state taxes | 3,121 | 1,994 | ||||||
Total current assets | 62,433 | 43,389 | ||||||
Oil and gas properties at cost, full-cost method | 19,618,824 | 19,618,601 | ||||||
Less accumulated depreciation, depletion, amortization | ||||||||
and cost ceiling write-downs | (18,930,022 | ) | (18,721,720 | ) | ||||
688,802 | 896,881 | |||||||
Total assets | $ | 751,235 | $ | 940,270 | ||||
LIABILITIES AND PARTNERS' CAPITAL | ||||||||
Accounts payable, affiliate | $ | 72,267 | $ | 58,165 | ||||
Total current liabilities | 72,267 | 58,165 | ||||||
Asset retirement obligation | 538,731 | 525,390 | ||||||
Partners' capital | 140,237 | 356,715 | ||||||
Total liabilities and partners' capital | $ | 751,235 | $ | 940,270 |
The accompanying notes are an integral part of the financial statements.
3 |
MEWBOURNE ENERGY PARTNERS 03-A, L.P. | |||||||||
CONDENSED STATEMENTS OF OPERATIONS | |||||||||
(Unaudited) |
For the | For the | |||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
September 30, | September 30, | |||||||||||||||
2016 | 2015 | 2016 | 2015 | |||||||||||||
Revenues: | ||||||||||||||||
Oil sales | $ | 18,081 | $ | 17,925 | $ | 46,727 | $ | 51,729 | ||||||||
Gas sales | 62,816 | 60,310 | 143,501 | 187,375 | ||||||||||||
Total revenues | 80,897 | 78,235 | 190,228 | 239,104 | ||||||||||||
Expenses: | ||||||||||||||||
Lease operating expense | 32,053 | 89,958 | 138,793 | 251,431 | ||||||||||||
Production taxes | 5,337 | 4,920 | 11,627 | 16,546 | ||||||||||||
Administrative and general expense | 6,836 | 7,428 | 31,439 | 35,034 | ||||||||||||
Depreciation, depletion, and amortization | 10,349 | 32,917 | 47,028 | 98,544 | ||||||||||||
Cost ceiling write-down | — | 382,757 | 164,474 | 490,024 | ||||||||||||
Asset retirement obligation accretion | 4,447 | 4,282 | 13,341 | 13,098 | ||||||||||||
Total expenses | 59,022 | 522,262 | 406,702 | 904,677 | ||||||||||||
Net income (loss) | $ | 21,875 | $ | (444,027 | ) | $ | (216,474 | ) | $ | (665,573 | ) |
The accompanying notes are an integral part of the financial statements.
4 |
MEWBOURNE ENERGY PARTNERS 03-A, L.P. | ||
CONDENSED STATEMENT OF CHANGES IN PARTNERS' CAPITAL | ||
For the nine months ended September 30, 2016 | ||
(Unaudited) |
Partners' Capital | ||||
Balance at December 31, 2015 | $ | 356,715 | ||
Cash distributions | (4 | ) | ||
Net loss | (216,474 | ) | ||
Balance at September 30, 2016 | $ | 140,237 |
The accompanying notes are an integral part of the financial statements.
5 |
MEWBOURNE ENERGY PARTNERS 03-A, L.P. | ||
CONDENSED STATEMENT OF CASH FLOWS | ||
(Unaudited) |
Nine Months Ended | ||||||||
September 30, | ||||||||
2016 | 2015 | |||||||
Cash flows from operating activities: | ||||||||
Net loss | $ | (216,474 | ) | $ | (665,573 | ) | ||
Adjustments to reconcile net loss to net cash | ||||||||
(used in) provided by operating activities: | ||||||||
Depreciation, depletion, and amortization | 47,028 | 98,544 | ||||||
Cost ceiling write-down | 164,474 | 490,024 | ||||||
Asset retirement obligation accretion | 13,341 | 13,098 | ||||||
Plugging and abandonment cost paid from asset retirement obligation | (3,200 | ) | — | |||||
Changes in operating assets and liabilities: | ||||||||
Accounts receivable, affiliate | (20,743 | ) | 37,396 | |||||
Prepaid state taxes | (1,127 | ) | (1,586 | ) | ||||
Accounts payable, affiliate | 14,102 | 40,727 | ||||||
Net cash (used in) provided by operating activities | (2,599 | ) | 12,630 | |||||
Cash flows from investing activities: | ||||||||
Proceeds from sale of oil and gas properties | — | 4,122 | ||||||
Purchase and development of oil and gas properties | (223 | ) | — | |||||
Net cash (used in) provided by investing activities | (223 | ) | 4,122 | |||||
Cash flows from financing activities: | ||||||||
Cash distributions to partners | (4 | ) | (25,789 | ) | ||||
Net cash used in financing activities | (4 | ) | (25,789 | ) | ||||
Net decrease in cash | (2,826 | ) | (9,037 | ) | ||||
Cash, beginning of period | 4,775 | 10,030 | ||||||
Cash, end of period | $ | 1,949 | $ | 993 |
The accompanying notes are an integral part of the financial statements.
6 |
MEWBOURNE ENERGY PARTNERS 03-A, L.P.
NOTES TO CONDENSED FINANCIAL STATEMENTS
(Unaudited)
1. | Description of Business |
Mewbourne Energy Partners 03-A, L.P. (the “Registrant” or the “Partnership”), a Delaware limited partnership, is engaged primarily in oil and gas development and production in Texas, Oklahoma, and New Mexico, and was organized on February 19, 2003. The offering of limited and general partnership interests began May 16, 2003 as a part of an offering registered under the name Mewbourne Energy Partners 02-03 Drilling Program, (the “Program”), and concluded July 9, 2003, with total investor contributions of $18,000,000 originally being sold to 710 subscribers of which $16,107,005 were sold to 644 subscribers as general partner interests and $1,892,995 were sold to 66 subscribers as limited partner interests. During 2005, all general partner equity interests were converted to limited partner equity interests. In accordance with the laws of the State of Delaware, Mewbourne Development Corporation (“MD”), a Delaware Corporation, has been appointed as the Partnership’s managing general partner. MD has no significant equity interest in the Partnership.
2. | Summary of Significant Accounting Policies |
Reference is hereby made to the Registrant’s Annual Report on Form 10-K for 2015, which contains a summary of significant accounting policies followed by the Partnership in the preparation of its financial statements. These policies are also followed in preparing the quarterly report included herein.
In the opinion of management, the accompanying unaudited financial statements contain all adjustments of a normal recurring nature necessary to present fairly our financial position, results of operations, cash flows and partners’ capital for the periods presented. The results of operations for the interim periods are not necessarily indicative of the final results expected for the full year. In preparing these financial statements, the Partnership has evaluated subsequent events for potential recognition and disclosure through the date the financial statements were issued.
3. | Accounting for Oil and Gas Producing Activities |
The Partnership follows the full-cost method of accounting for its oil and gas activities. Under the full-cost method, all productive and non-productive costs incurred in the acquisition, exploration and development of oil and gas properties are capitalized. Depreciation, depletion and amortization of oil and gas properties subject to amortization is computed on the units-of-production method based on the proved reserves underlying the oil and gas properties. At September 30, 2016 and 2015, all capitalized costs were subject to amortization. Proceeds from the sale or other disposition of properties are credited to the full cost pool. Gains and losses are not recognized unless such adjustments would significantly alter the relationship between capitalized costs and the proved oil and gas reserves. Capitalized costs are subject to a quarterly ceiling test that limits such costs to the aggregate of the present value of estimated future net cash flows of proved reserves, computed using the 12-month unweighted average of first-day-of-the-month oil and natural gas prices, discounted at 10%, and the lower of cost or fair value of unproved properties. If unamortized costs capitalized exceed the ceiling, the excess is charged to expense in the period the excess occurs. There were cost ceiling write-downs totaling $164,474 and $490,024 for the nine months ended September 30, 2016 and 2015, respectively.
7 |
4. | Asset Retirement Obligations |
The Partnership has recognized an estimated asset retirement obligation liability (ARO) for future plugging and abandonment costs. A liability for the estimated fair value of the future plugging and abandonment costs is recorded with a corresponding increase in the full cost pool at the time a new well is drilled. Depreciation expense associated with estimated plugging and abandonment costs is recognized in accordance with the full cost methodology.
The Partnership estimates a liability for plugging and abandonment costs based on historical experience and estimated well life. The liability is discounted using the credit-adjusted risk-free rate. Revisions to the liability could occur due to changes in well plugging and abandonment costs or well useful lives, or if federal or state regulators enact new well restoration requirements. The Partnership recognizes accretion expense in connection with the discounted liability over the remaining life of the well.
A reconciliation of the Partnership’s liability for well plugging and abandonment costs for the nine months ended September 30, 2016 and the year ended December 31, 2015 is as follows:
2016 | 2015 | |||||||
Balance, beginning of period | $ | 525,390 | $ | 513,303 | ||||
Liabilities reduced due to settlements | — | (5,260 | ) | |||||
Accretion expense | 13,341 | 17,347 | ||||||
Balance, end of period | $ | 538,731 | $ | 525,390 |
5. | Related Party Transactions |
In accordance with the laws of the State of Delaware, MD has been appointed as the Partnership’s managing general partner. MD has no significant equity interest in the Partnership. Mewbourne Oil Company (“MOC”) is operator of oil and gas properties owned by the Partnership. Mewbourne Holdings, Inc. is the parent of both MD and MOC. Substantially all transactions are with MD and MOC.
In the ordinary course of business, MOC will incur certain costs that will be passed on to owners of the well for which the costs were incurred. The Partnership will receive their portion of these costs based upon their ownership in each well incurring the costs. These costs are referred to as operator charges and are standard and customary in the oil and gas industry. Operator charges include recovery of gas marketing costs, fixed rate overhead, supervision, pumping, and equipment furnished by the operator, some of which will be included in the full cost pool pursuant to Rule 4-10(c)(2) of Regulation S-X. Services and operator charges are billed in accordance with the program and partnership agreements.
In accordance with the Partnership agreement, during any particular calendar year the total amount of administrative expenses allocated to the Partnership by MOC shall not exceed the greater of (a) 3.5% of the Partnership’s gross revenue from the sale of oil and natural gas production during each year (calculated without any deduction for operating costs or other costs and expenses) or (b) the sum of $50,000 plus .25% of the capital contributions of limited and general partners.
8 |
The Partnership participates in oil and gas activities through the Program. The Partnership and MD are the parties to the Program, and the costs and revenues are allocated between them as follows:
Partnership | MD (1) | |||||||
Revenues: | ||||||||
Proceeds from disposition of depreciable and depletable properties | 60 | % | 40 | % | ||||
All other revenues | 60 | % | 40 | % | ||||
Costs and expenses: | ||||||||
Organization and offering costs (1) | 0 | % | 100 | % | ||||
Lease acquisition costs (1) | 0 | % | 100 | % | ||||
Tangible and intangible drilling costs (1) | 100 | % | 0 | % | ||||
Operating costs, reporting and legal expenses, general and | ||||||||
administrative expenses and all other costs | 60 | % | 40 | % |
(1) | As noted above, pursuant to the Program, MD must contribute 100% of organization and offering costs and lease acquisition costs which should approximate 30% of total capital costs. To the extent that organization and offering costs and lease acquisition costs are less than 30% of total capital costs, MD is responsible for tangible drilling costs until its share of the Program’s total capital costs reaches approximately 30%. The Partnership’s financial statements reflect its respective proportionate interest in the Program. |
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
Liquidity and Capital Resources
Mewbourne Energy Partners 03-A, L.P. was formed February 19, 2003. The offering of limited and general partnership interests began May 16, 2003 and concluded July 9, 2003, with total investor contributions of $18,000,000. During 2005, all general partner equity interests were converted to limited partner equity interests.
The Partnership had negative net working capital of $9,834 at September 30, 2016. MOC has informed the Partnership that if cash flows are insufficient to fund its operating costs, MOC will not demand immediate payment of amounts owed to it.
The Partnership had reduced cash flows from operations for the nine months ended September 30, 2016 due to the steep decline in oil and gas prices during the previous twelve months. Considering these reduced operating cashflows, the Partnership does not anticipate resuming operating distributions until oil and gas prices improve.
During the nine months ended September 30, 2016, the Partnership made cash distributions in the form of state tax payments for the benefit of investor partners in the amount of $4 as compared to $25,789 (including cash payments to the investor partners and state tax payments for the benefit of investor partners) for the nine months ended September 30, 2015. Since inception, the Partnership has made distributions of $20,448,652, inclusive of state tax payments.
The sale of crude oil and natural gas produced by the Partnership will be affected by a number of factors that are beyond the Partnership’s control. These factors include the price of crude oil and natural gas, the fluctuating supply of and demand for these products, competitive fuels, refining, transportation, extensive federal and state regulations governing the production and sale of crude oil and natural gas, and other competitive conditions. It is impossible to predict with any certainty the future effect of these factors on the Partnership.
9 |
Results of Operations
For the three months ended September 30, 2016 as compared to the three months ended September 30, 2015:
Three Months Ended September 30, | ||||||||
2016 | 2015 | |||||||
Oil sales | $ | 18,081 | $ | 17,925 | ||||
Barrels produced | 440 | 407 | ||||||
Average price/bbl | $ | 41.09 | $ | 44.04 | ||||
Gas sales | $ | 62,816 | $ | 60,310 | ||||
Mcf produced | 25,345 | 25,967 | ||||||
Average price/mcf | $ | 2.48 | $ | 2.32 |
Oil and gas revenues. As shown in the above table, total oil and gas sales increased by $2,662, a 3.4% rise, for the three months ended September 30, 2016 as compared to the three months ended September 30, 2015.
Of this increase, $4,048 was due to a rise in the average price of gas sold. The average price rose to $2.48 from $2.32 per thousand cubic feet (mcf) for the three months ended September 30, 2016 as compared to the three months ended September 30, 2015.
Also contributing to the increase was $1,356 due to an increase in the volume of oil sold by 33 barrels (bbls).
Partially offsetting these increases were decreases of $1,542 from a decline in the volume of oil gas sold by 622 mcf and $1,200 from a decrease in the average price of oil sold to $41.09 from $44.04 per bbl.
Lease operations. Lease operating expense during the three month period ended September 30, 2016 decreased to $32,053 from $89,958 for the three month period ended September 30, 2015 due to fewer well repairs and workovers and lower pumping expenses and overhead.
Depreciation, depletion and amortization. Depreciation, depletion and amortization for the three months ended September 30, 2016 decreased to $10,349 from $32,917 for the three months ended September 30, 2015 due to the prior period cost ceiling write-downs that reduced the balance of the full cost pool subject to amortization and to the overall decrease in oil and gas production.
Cost ceiling write-down. There was a cost ceiling write-down of $382,757 for the three months ended September 30, 2015 due to lower average oil and gas prices for the twelve months preceding the write-down. There was no cost ceiling write-down for the three months ended September 30, 2016.
10 |
Results of Operations
For the nine months ended September 30, 2016 as compared to the nine months ended September 30, 2015:
Nine Months Ended September 30, | ||||||||
2016 | 2015 | |||||||
Oil sales | $ | 46,727 | $ | 51,729 | ||||
Barrels produced | 1,297 | 1,126 | ||||||
Average price/bbl | $ | 36.03 | $ | 45.94 | ||||
Gas sales | $ | 143,501 | $ | 187,375 | ||||
Mcf produced | 78,311 | 80,286 | ||||||
Average price/mcf | $ | 1.83 | $ | 2.33 |
Oil and gas revenues. As shown in the above table, total oil and gas sales decreased by $48,876, a 20.4% decline, for the nine months ended September 30, 2016 as compared to the nine months ended September 30, 2015.
Of this decline, $11,163 and $40,255 were due to decreases in the average prices of oil and gas sold, respectively. The average price fell to $36.03 from $45.94 per barrel (bbl) and to $1.83 from $2.33 per thousand cubic feet (mcf) for the nine months ended September 30, 2016 as compared to the nine months ended September 30, 2015.
Also contributing to the decline in sales was $3,619 due to a lower volume of gas sold by 1,975 mcf.
Slightly offsetting these declines was an increase of $6,161 from an increase in the volume of oil sold by 171 bbls.
Lease operations. Lease operating expense during the nine month period ended September 30, 2016 decreased to $138,793 from $251,431 for the nine month period ended September 30, 2015 due to fewer well repairs and workovers and lower pumping expenses and overhead.
Production taxes. Production taxes during the nine month period ended September 30, 2016 decreased to $11,627 from $16,546 for the nine month period ended September 30, 2015. This was due to lower overall oil and gas revenue for the nine month period ended September 30, 2016.
Administrative and general expense. Administrative and general expense for the nine month period ended September 30, 2016 fell to $31,439 from $35,034 for the nine month period ended September 30, 2015 due to decreased administrative expenses allocable to the Partnership.
Depreciation, depletion and amortization. Depreciation, depletion and amortization for the nine months ended September 30, 2016 decreased to $47,028 from $98,544 for the nine months ended September 30, 2015 due to the prior period cost ceiling write-downs that reduced the balance of the full cost pool subject to amortization.
Cost ceiling write-down. There were cost ceiling write-downs totaling $164,474 and $490,024 for the nine months ended September 30, 2016 and 2015, respectively. These were due to lower average oil and gas prices for the twelve months preceding the write-downs.
11 |
Item 3. Quantitative and Qualitative Disclosures about Market Risk
1. | Interest Rate Risk |
The Partnership Agreement allows borrowings from banks or other financial sources of up to 20% of the total capital contributions to the Partnership without investor approval. Should the Partnership elect to borrow monies for additional development activity on Partnership properties, it will be subject to the interest rate risk inherent in borrowing activities. Changes in interest rates could significantly affect the Partnership’s results of operations and the amount of net cash flow available for partner distributions. Also, to the extent that changes in interest rates affect general economic conditions, the Partnership will be affected by such changes.
2. | Commodity Price Risk |
The Partnership does not expect to engage in commodity futures trading or hedging activities or enter into derivative financial instrument transactions for trading or other speculative purposes. The Partnership currently expects to sell a significant amount of its production from successful oil and gas wells on a month-to-month basis at market prices. Accordingly, the Partnership is at risk for the volatility in commodity prices inherent in the oil and gas industry, and the level of commodity prices will have a significant impact on the Partnership’s results of operations. For the nine months ended September 30, 2016, a 10% change in the price received for oil and gas production would have had an approximate $19,000 impact on revenue.
3. | Exchange Rate Risk |
The Partnership currently has no income from foreign sources or operations in foreign countries that would subject it to currency exchange rate risk. The Partnership does not currently expect to purchase any prospects located outside of either the United States or United States coastal waters in the Gulf of Mexico.
Item 4. Disclosure Controls and Procedures
MD maintains a system of controls and procedures designed to provide reasonable assurance as to the reliability of the financial statements and other disclosures included in this report, as well as to safeguard assets from unauthorized use or disposition. MD’s Chief Executive Officer and Chief Financial Officer have evaluated the effectiveness of the design and operation of its disclosure controls and procedures with the assistance and participation of other members of management. Based upon that evaluation, MD’s Chief Executive Officer and Chief Financial Officer concluded that its disclosure controls and procedures are effective for gathering, analyzing and disclosing the information the Partnership is required to disclose in the reports it files under the Securities Exchange Act of 1934 within the time periods specified in the SEC’s rules and forms. Since MD’s December 31, 2015 annual report on internal control over financial reporting, and for the quarter ended September 30, 2016, there have been no changes in MD’s internal controls or in other factors which have materially affected, or are reasonably likely to materially affect, the internal controls over financial reporting.
12 |
Part II – Other Information
From time to time, the Registrant may be a party to certain legal actions and claims arising in the ordinary course of business. While the outcome of these events cannot be predicted with certainty, the Partnership does not expect these matters to have a material effect on its financial position or results of operations.
Item 6. Exhibits and Reports on Form 8-K
(a) | Exhibits filed herewith. | |||
31.1 | Certification of CEO Pursuant to Section 302 of Sarbanes-Oxley Act of 2002. | |||
31.2 | Certification of CFO Pursuant to Section 302 of Sarbanes-Oxley Act of 2002. | |||
32.1 | Certification of CEO Pursuant to Section 906 of Sarbanes-Oxley Act of 2002. | |||
32.2 | Certification of CFO Pursuant to Section 906 of Sarbanes-Oxley Act of 2002. | |||
101 | The following materials from the Partnership's Quarterly Report on Form 10-Q for the quarter ended September 30, 2016 formatted in Extensible Business Reporting Language (XBRL): (i) the Condensed Balance Sheets, (ii) the Condensed Statements of Operations, (iii) the Condensed Statement of Changes in Partners’ Capital, (iv) the Condensed Statements of Cash Flows, and (v) related notes. | |||
(b) | Reports on Form 8-K | |||
None. | ||||
13 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Partnership has duly caused this report to be signed on its behalf by the undersigned thereto duly authorized.
Mewbourne Energy Partners 03-A, L.P. | |||
By: | Mewbourne Development Corporation | ||
Managing General Partner | |||
Date: November 14, 2016
By: | /s/ Alan Clark | ||
Alan Clark, Treasurer and Controller | |||
14 |
INDEX TO EXHIBITS
EXHIBIT NUMBER |
DESCRIPTION |
31.1 | Certification of CEO Pursuant to Section 302 of Sarbanes-Oxley Act of 2002. |
31.2 | Certification of CFO Pursuant to Section 302 of Sarbanes-Oxley Act of 2002. |
32.1 | Certification of CEO Pursuant to Section 906 of Sarbanes-Oxley Act of 2002. |
32.2 | Certification of CFO Pursuant to Section 906 of Sarbanes-Oxley Act of 2002. |
101 | The following materials from the Partnership's Quarterly Report on Form 10-Q for the quarter ended September 30, 2016 formatted in Extensible Business Reporting Language (XBRL): (i) the Condensed Balance Sheets, (ii) the Condensed Statements of Operations, (iii) the Condensed Statement of Changes in Partners’ Capital, (iv) the Condensed Statements of Cash Flows, and (v) related notes. |
15 |
Mewbourne Energy Partners 03-A, L.P. - 10-Q
EXHIBIT 31.1
CERTIFICATIONS
I, Ken Waits certify that:
1. | I have reviewed this quarterly report on Form 10-Q of Mewbourne Energy Partners 03-A, L.P. |
2. | Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report; |
3. | Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report; |
4. | The registrant’s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and have: |
(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
(c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
(d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
5. | The registrant’s other certifying officers and I have disclosed, based on our most recent evaluation, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent function): |
(a) all significant deficiencies in the design or operation of internal controls which could adversely affect the registrant’s ability to record, process, summarize and report financial data and have identified for the registrant’s auditors any material weaknesses in internal controls; and
(b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
Date: November 14, 2016 | /s/ Ken Waits | |
Ken Waits | ||
Chief Executive Officer | ||
Mewbourne Development Corporation | ||
Managing General Partner of the Registrant |
Mewbourne Energy Partners 03-A, L.P. - 10-Q
EXHIBIT 31.2
CERTIFICATIONS
I, J. Roe Buckley certify that:
1. | I have reviewed this quarterly report on Form 10-Q of Mewbourne Energy Partners 03-A, L.P. |
2. | Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report; |
3. | Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report; |
4. | The registrant’s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and have: |
(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
(c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
(d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
5. | The registrant’s other certifying officers and I have disclosed, based on our most recent evaluation, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent function): |
(a) all significant deficiencies in the design or operation of internal controls which could adversely affect the registrant’s ability to record, process, summarize and report financial data and have identified for the registrant’s auditors any material weaknesses in internal controls; and
(b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
Date: November 14, 2016 | /s/ J. Roe Buckley | |
J. Roe Buckley | ||
Chairman of the Board | ||
Executive Vice President | ||
Chief Financial Officer | ||
Mewbourne Development Corporation | ||
Managing General Partner of the Registrant |
Mewbourne Energy Partners 03-A, L.P. - 10-Q
EXHIBIT 32.1
Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
In connection with the Quarterly Report of Mewbourne Energy Partners 03-A, L.P. (the “Registrant”) on Form 10-Q for the three months ended September 30, 2016, as filed with the Securities and Exchange Commission on the date hereof (the “Report), the undersigned hereby certifies, in the capacity as indicated below and pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that:
1. The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended, and
2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of Registrant.
Date: November 14, 2016 | /s/ Ken Waits | |
Ken Waits | ||
Chief Executive Officer | ||
Mewbourne Development Corporation | ||
Managing General Partner of the Registrant |
Mewbourne Energy Partners 03-A, L.P. - 10-Q
EXHIBIT 32.2
Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
In connection with the Quarterly Report of Mewbourne Energy Partners 03-A, L.P. (the “Registrant”) on Form 10-Q for the three months ended September 30, 2016, as filed with the Securities and Exchange Commission on the date hereof (the “Report), the undersigned hereby certifies, in the capacity as indicated below and pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that:
1. The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended, and
2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of Registrant.
Date: November 14, 2016 | /s/ J. Roe Buckley | |
J. Roe Buckley | ||
Chairman of the Board | ||
Executive Vice President | ||
Chief Financial Officer | ||
Mewbourne Development Corporation | ||
Managing General Partner of the Registrant |
Document And Entity Information |
9 Months Ended |
---|---|
Sep. 30, 2016 | |
Document And Entity Information | |
Entity Central Index Key | 0001170797 |
Entity Registrant Name | MEWBOURNE ENERGY PARTNERS 03-A LP |
Document Type | 10-Q |
Document Period End Date | Sep. 30, 2016 |
Current Fiscal Year End Date | --12-31 |
Amendment Flag | false |
Entity Filer Category | Smaller Reporting Company |
Is Entity a Well-known Seasoned Issuer? | No |
Is Entity a Voluntary Filer? | No |
Is Entity's Reporting Status Current? | Yes |
Document Fiscal Period Focus | Q3 |
Document Fiscal Year Focus | 2016 |
CONDENSED BALANCE SHEETS (Unaudited) - USD ($) |
Sep. 30, 2016 |
Dec. 31, 2015 |
---|---|---|
ASSETS | ||
Cash | $ 1,949 | $ 4,775 |
Accounts receivable, affiliate | 57,363 | 36,620 |
Prepaid state taxes | 3,121 | 1,994 |
Total current assets | 62,433 | 43,389 |
Oil and gas properties at cost, full-cost method | 19,618,824 | 19,618,601 |
Less accumulated depreciation, depletion, amortization and cost ceiling write-downs | (18,930,022) | (18,721,720) |
Net oil and gas properties at cost, full-cost method | 688,802 | 896,881 |
Total assets | 751,235 | 940,270 |
LIABILITIES AND PARTNERS' CAPITAL | ||
Accounts payable, affiliate | 72,267 | 58,165 |
Total current liabilities | 72,267 | 58,165 |
Asset retirement obligation | 538,731 | 525,390 |
Partners' capital | 140,237 | 356,715 |
Total liabilities and partners' capital | $ 751,235 | $ 940,270 |
CONDENSED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) |
3 Months Ended | 9 Months Ended | ||
---|---|---|---|---|
Sep. 30, 2016 |
Sep. 30, 2015 |
Sep. 30, 2016 |
Sep. 30, 2015 |
|
Revenues: | ||||
Oil sales | $ 18,081 | $ 17,925 | $ 46,727 | $ 51,729 |
Gas sales | 62,816 | 60,310 | 143,501 | 187,375 |
Total revenues | 80,897 | 78,235 | 190,228 | 239,104 |
Expenses: | ||||
Lease operating expense | 32,053 | 89,958 | 138,793 | 251,431 |
Production taxes | 5,337 | 4,920 | 11,627 | 16,546 |
Administrative and general expense | 6,836 | 7,428 | 31,439 | 35,034 |
Depreciation, depletion, and amortization | 10,349 | 32,917 | 47,028 | 98,544 |
Cost ceiling write-down | 382,757 | 164,474 | 490,024 | |
Asset retirement obligation accretion | 4,447 | 4,282 | 13,341 | 13,098 |
Total expenses | 59,022 | 522,262 | 406,702 | 904,677 |
Net income (loss) | $ 21,875 | $ (444,027) | $ (216,474) | $ (665,573) |
CONDENSED STATEMENT OF CHANGES IN PARTNERS' CAPITAL (Unaudited) - 9 months ended Sep. 30, 2016 |
USD ($) |
---|---|
Balance, beginning at Dec. 31, 2015 | $ 356,715 |
Statement of Partners' Capital [Abstract] | |
Cash distributions | (4) |
Net loss | (216,474) |
Balance, ending at Sep. 30, 2016 | $ 140,237 |
Description of Business |
9 Months Ended | |||
---|---|---|---|---|
Sep. 30, 2016 | ||||
Description Of Business | ||||
Description of Business |
Mewbourne Energy Partners 03-A, L.P. (the “Registrant” or the “Partnership”), a Delaware limited partnership, is engaged primarily in oil and gas development and production in Texas, Oklahoma, and New Mexico, and was organized on February 19, 2003. The offering of limited and general partnership interests began May 16, 2003 as a part of an offering registered under the name Mewbourne Energy Partners 02-03 Drilling Program, (the “Program”), and concluded July 9, 2003, with total investor contributions of $18,000,000 originally being sold to 710 subscribers of which $16,107,005 were sold to 644 subscribers as general partner interests and $1,892,995 were sold to 66 subscribers as limited partner interests. During 2005, all general partner equity interests were converted to limited partner equity interests. In accordance with the laws of the State of Delaware, Mewbourne Development Corporation (“MD”), a Delaware Corporation, has been appointed as the Partnership’s managing general partner. MD has no significant equity interest in the Partnership.
|
Summary of Significant Accounting Policies |
9 Months Ended | ||
---|---|---|---|
Sep. 30, 2016 | |||
Accounting Policies [Abstract] | |||
Summary of Significant Accounting Policies |
Reference is hereby made to the Registrant’s Annual Report on Form 10-K for 2015, which contains a summary of significant accounting policies followed by the Partnership in the preparation of its financial statements. These policies are also followed in preparing the quarterly report included herein.
In the opinion of management, the accompanying unaudited financial statements contain all adjustments of a normal recurring nature necessary to present fairly our financial position, results of operations, cash flows and partners’ capital for the periods presented. The results of operations for the interim periods are not necessarily indicative of the final results expected for the full year. In preparing these financial statements, the Partnership has evaluated subsequent events for potential recognition and disclosure through the date the financial statements were issued. |
Accounting For Oil And Gas Producing Activities |
9 Months Ended | |||
---|---|---|---|---|
Sep. 30, 2016 | ||||
Accounting For Oil And Gas Producing Activities | ||||
Accounting For Oil And Gas Producing Activities |
The Partnership follows the full-cost method of accounting for its oil and gas activities. Under the full-cost method, all productive and non-productive costs incurred in the acquisition, exploration and development of oil and gas properties are capitalized. Depreciation, depletion and amortization of oil and gas properties subject to amortization is computed on the units-of-production method based on the proved reserves underlying the oil and gas properties. At September 30, 2016 and 2015, all capitalized costs were subject to amortization. Proceeds from the sale or other disposition of properties are credited to the full cost pool. Gains and losses are not recognized unless such adjustments would significantly alter the relationship between capitalized costs and the proved oil and gas reserves. Capitalized costs are subject to a quarterly ceiling test that limits such costs to the aggregate of the present value of estimated future net cash flows of proved reserves, computed using the 12-month unweighted average of first-day-of-the-month oil and natural gas prices, discounted at 10%, and the lower of cost or fair value of unproved properties. If unamortized costs capitalized exceed the ceiling, the excess is charged to expense in the period the excess occurs. There were cost ceiling write-downs totaling $164,474 and $490,024 for the nine months ended September 30, 2016 and 2015, respectively. |
Asset Retirement Obligations |
9 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Sep. 30, 2016 | ||||||||||||||||||||||||||||||||||||||||||||||||
Asset Retirement Obligations | ||||||||||||||||||||||||||||||||||||||||||||||||
Asset Retirement Obligations |
The Partnership has recognized an estimated asset retirement obligation liability (ARO) for future plugging and abandonment costs. A liability for the estimated fair value of the future plugging and abandonment costs is recorded with a corresponding increase in the full cost pool at the time a new well is drilled. Depreciation expense associated with estimated plugging and abandonment costs is recognized in accordance with the full cost methodology.
The Partnership estimates a liability for plugging and abandonment costs based on historical experience and estimated well life. The liability is discounted using the credit-adjusted risk-free rate. Revisions to the liability could occur due to changes in well plugging and abandonment costs or well useful lives, or if federal or state regulators enact new well restoration requirements. The Partnership recognizes accretion expense in connection with the discounted liability over the remaining life of the well.
A reconciliation of the Partnership’s liability for well plugging and abandonment costs for the nine months ended September 30, 2016 and the year ended December 31, 2015 is as follows:
|
Related Party Transactions |
9 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Sep. 30, 2016 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Related Party Transactions [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Related Party Transactions |
In accordance with the laws of the State of Delaware, MD has been appointed as the Partnership’s managing general partner. MD has no significant equity interest in the Partnership. Mewbourne Oil Company (“MOC”) is operator of oil and gas properties owned by the Partnership. Mewbourne Holdings, Inc. is the parent of both MD and MOC. Substantially all transactions are with MD and MOC.
In the ordinary course of business, MOC will incur certain costs that will be passed on to owners of the well for which the costs were incurred. The Partnership will receive their portion of these costs based upon their ownership in each well incurring the costs. These costs are referred to as operator charges and are standard and customary in the oil and gas industry. Operator charges include recovery of gas marketing costs, fixed rate overhead, supervision, pumping, and equipment furnished by the operator, some of which will be included in the full cost pool pursuant to Rule 4-10(c)(2) of Regulation S-X. Services and operator charges are billed in accordance with the program and partnership agreements.
In accordance with the Partnership agreement, during any particular calendar year the total amount of administrative expenses allocated to the Partnership by MOC shall not exceed the greater of (a) 3.5% of the Partnership’s gross revenue from the sale of oil and natural gas production during each year (calculated without any deduction for operating costs or other costs and expenses) or (b) the sum of $50,000 plus .25% of the capital contributions of limited and general partners.
The Partnership participates in oil and gas activities through the Program. The Partnership and MD are the parties to the Program, and the costs and revenues are allocated between them as follows:
|
Asset Retirement Obligations (Tables) |
9 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Sep. 30, 2016 | ||||||||||||||||||||||||||||||||||||||||||||||
Asset Retirement Obligations Tables | ||||||||||||||||||||||||||||||||||||||||||||||
A reconciliation of the Partnership's liability for well plugging and abandonment costs | A reconciliation of the Partnership’s liability for well plugging and abandonment costs for the nine months ended September 30, 2016 and the year ended December 31, 2015 is as follows:
|
Related Party Transactions (Tables) |
9 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Sep. 30, 2016 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Related Party Transactions [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Costs and revenues allocated between Partnership and MD | The Partnership participates in oil and gas activities through the Program. The Partnership and MD are the parties to the Program, and the costs and revenues are allocated between them as follows:
|
Description of Business (Details Narrative) |
2 Months Ended |
---|---|
Jul. 09, 2003
USD ($)
| |
Description Of Business Details Narrative | |
Investor contributions, total | $ 18,000,000 |
Subscribers, total | 710 |
General Partners investor contributions | $ 16,107,005 |
General partner interests | 644 |
Limited Partners investor contributions | $ 1,892,995 |
Limited Partner interests | 66 |
Accounting For Oil And Gas Producing Activities (Details Narrative) |
9 Months Ended |
---|---|
Sep. 30, 2016 | |
Accounting For Oil And Gas Producing Activities Details Narrative | |
Discount rate of future cash flows | 10.00% |
Asset Retirement Obligations (Details) - USD ($) |
9 Months Ended | 12 Months Ended |
---|---|---|
Sep. 30, 2016 |
Dec. 31, 2015 |
|
Partnership's liability for well plugging and abandonment costs | ||
Balance, beginning of period | $ 525,390 | $ 513,303 |
Liabilities reduced due to settlements | (5,260) | |
Accretion expense | 13,341 | 17,347 |
Balance, end of period | $ 538,731 | $ 525,390 |
Related Party Transactions (Details Narrative) |
9 Months Ended |
---|---|
Sep. 30, 2016
USD ($)
| |
Related Party Transactions [Abstract] | |
Description of management control | Mewbourne Development Corporation (MD), a Delaware Corporation, has been appointed as the Partnerships managing general partner. MD has no significant equity interest in the Partnership. Mewbourne Oil Company (MOC) is operator of oil and gas properties owned by the Partnership. Mewbourne Holdings, Inc. is the parent of both MD and MOC. Substantially all transactions are with MD and MOC. |
Description of allocated administrative expenses | In accordance with the Partnership agreement, during any particular calendar year the total amount of administrative expenses allocated to the Partnership by MOC shall not exceed the greater of (a) 3.5% of the Partnerships gross revenue from the sale of oil and natural gas production during each year (calculated without any deduction for operating costs or other costs and expenses) or (b) the sum of $50,000 plus .25% of the capital contributions of limited and general partners. |
Percentage of Partnership's gross revenue from sale of oil and gas | 3.50% |
Amount of administrative fees allocated | $ 50,000 |
Percentage of capital contributions of limited and general partners | 0.25% |
Related Party Transactions (Details) |
9 Months Ended | |||
---|---|---|---|---|
Sep. 30, 2016 | ||||
Revenues: | ||||
Proceeds from disposition of depreciable and depletable properties | 60.00% | |||
All other revenues | 60.00% | |||
Costs and expenses: | ||||
Organization and offering costs | 0.00% | [1] | ||
Lease acquisition costs | 0.00% | [1] | ||
Tangible and intangible drilling costs | 100.00% | [1] | ||
Operating costs, reporting and legal expenses, general and administrative expenses and all other costs | 60.00% | |||
Mewbourne Development Corporation [Member] | ||||
Revenues: | ||||
Proceeds from disposition of depreciable and depletable properties | 40.00% | |||
All other revenues | 40.00% | |||
Costs and expenses: | ||||
Organization and offering costs | 100.00% | [1] | ||
Lease acquisition costs | 100.00% | [1] | ||
Tangible and intangible drilling costs | 0.00% | [1] | ||
Operating costs, reporting and legal expenses, general and administrative expenses and all other costs | 40.00% | |||
Total capital costs, (percent) | 30.00% | |||
|
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end