-----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, Ij8R2mysTyXNyFTo4jZFploYNsS8eyNPUHhwWP5nF9ICsKBH+rsGoN8PdhcrXJFL xJQ624LIikBQvVSxQh0Aog== 0000950134-00-004613.txt : 20000516 0000950134-00-004613.hdr.sgml : 20000516 ACCESSION NUMBER: 0000950134-00-004613 CONFORMED SUBMISSION TYPE: 10-Q/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20000331 FILED AS OF DATE: 20000515 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PETROQUEST ENERGY INC CENTRAL INDEX KEY: 0000872248 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 980115468 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q/A SEC ACT: SEC FILE NUMBER: 000-19020 FILM NUMBER: 633030 BUSINESS ADDRESS: STREET 1: 400 E KALISTE SALOOM RD SUITE 3000 CITY: LAFAYETTE STATE: LA ZIP: 70508 BUSINESS PHONE: 3372327028 MAIL ADDRESS: STREET 1: 600 595 HOWE ST STREET 2: VANCOUVER BRITISH COLUMBIA CITY: CANADA V6C 2T5 STATE: A1 FORMER COMPANY: FORMER CONFORMED NAME: OPTIMA PETROLEUM CORP DATE OF NAME CHANGE: 19950726 10-Q/A 1 AMENDMENT NO. 1 TO FORM 10-Q 1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 ----------------- FORM 10-Q/A (MARK ONE) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED: MARCH 31, 2000 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM: TO: COMMISSION FILE NUMBER: 019020 ----------------- PETROQUEST ENERGY, INC. (Exact name of registrant as specified in its charter) DELAWARE 98-0115468 (State of Incorporation) (I.R.S. Employer Identification No.) 400 E. KALISTE SALOOM RD., 70508 SUITE 3000 LAFAYETTE, LOUISIANA (Address of principal executive offices) (Zip code) ----------------- Registrant's telephone number, including area code: (337) 232-7028 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 --- --- As of May 9, 2000 there were 24,089,222 shares of the Registrant's Common Stock, par value $.001 per share, outstanding. 2 PETROQUEST ENERGY, INC. Consolidated Balance Sheets (amounts in thousands)
March 31, December 31, 2000 1999 ----------- ----------- (Unaudited) ASSETS Current Assets: Cash $ 1,713 $ 3,006 Oil and Gas Revenues Receivable 2,049 2,337 Joint Interest Billing Receivable 1,349 2,190 Other Current Assets 253 235 ----------- ----------- Total Current Assets 5,364 7,768 ----------- ----------- Oil and Gas Properties Oil and Gas Properties, Full Cost Method 53,137 51,149 Unevaluated Oil and Gas Properties 6,001 5,753 Accumulated Depreciation, Depletion and Amortization (36,512) (35,412) ----------- ----------- Oil and Gas Properties, Net 22,626 21,490 Plugging and Abandonment Escrow 315 255 Other Assets 423 388 ----------- ----------- $ 28,728 $ 29,901 =========== =========== LIABILITIES AND STOCKHOLDERS' EQUITY Current Liabilities Accounts Payable & Accrued Liabilities $ 4,124 $ 3,215 Advances from Co-Owners -- 3,157 Current Portion of Long-Term Debt 1,851 1,942 ----------- ----------- Total Current Liabilities 5,975 8,314 ----------- ----------- Commitments and Contingencies -- -- Long-term Debt 3,346 2,927 Other Liabilities 555 555 Stockholders' Equity Common Stock 24 24 Paid-in Capital 48,987 48,869 Accumulated Deficit (30,159) (30,788) ----------- ----------- Total Stockholders' Equity 18,852 18,105 ----------- ----------- $ 28,728 $ 29,901 =========== ===========
The accompanying notes are an integral part of these statements. 3 3 PETROQUEST ENERGY, INC. Consolidated Statements of Operations (Unaudited) (amounts in thousands, except per share amounts)
Three Month Ended March 31, --------------------------- 2000 1999 ----------- ----------- Revenues: Oil and Gas Sales $ 3,099 $ 1,217 Interest Income 52 20 ----------- ----------- $ 3,151 1,237 ----------- ----------- Expenses: Lease Operating Expenses 603 408 Production Taxes 173 64 Depreciation, Depletion and Amortization 1,100 886 General and Administrative 646 283 Interest Expense -- 69 Other Income -- (10) ----------- ----------- 2,522 1,770 ----------- ----------- Net Income (Loss) Before Income Taxes 629 (463) =========== =========== Income Tax Provision (Benefit) -- -- Net Income (Loss) $ 629 $ (463) =========== =========== Net Income (Loss) Per Common Share Basic $ 0.03 $ (0.02) =========== =========== Diluted $ 0.02 $ (0.02) =========== =========== Average Shares Outstanding 24,048 18,537 =========== =========== Average Shares Outstanding Assuming Dilution 25,541 18,537 =========== ===========
The accompanying notes are an integral part of these statements. 4 4 PETROQUEST ENERGY, INC. Consolidated Statements of Stockholders' Equity (Unaudited) (amounts in thousands)
Total Common Paid-In Accumulated Stockholders' Stock Capital Deficit Equity ----------- ----------- ----------- ----------- December 31, 1999 $ 24 $ 48,869 $ (30,788) $ 18,105 Stock Based Employee Compensation (81,000 Shares) -- 56 -- 56 Option Exercises -- 116 -- 116 Costs Associated With Sale of Common Stocks and Warrants -- (54) -- (54) Net Income -- -- 629 629 ----------- ----------- ----------- ----------- March 31, 2000 $ 24 $ 48,987 $ (30,159) $ 18,852 =========== =========== =========== ===========
The accompanying notes are an integral part of these statements. 5 5 PETROQUEST ENERGY, INC. Consolidated Statements of Cash Flows (Unaudited) (amounts in thousands)
Three Months Ended March 31, ---------------------------- 2000 1999 ----------- ----------- Cash Flows from Operating Activities: Net (loss) $ 629 $ (463) Adjustments to Reconcile Net Income to Net Cash Provided by Operating Activities Depreciation, Depletion and Amortization 1,100 886 Non-Cash Employee Compensation Expense 56 -- Changes in Working Capital Accounts: Accounts Receivable 288 (1,702) Advances from Co-owners (3,157) -- Other Current Assets (18) 99 Joint Interest Billing Receivable 841 -- Accounts Payable & Accrued Liabilities 909 2,950 Plugging and Abandonment Escrow (60) 127 Other (35) (191) ----------- ----------- Net Cash Provided by (Used in) Operating Activities 553 (1,706) ----------- ----------- Cash Flows from Investing Activities: Investment in Oil and Gas Properties (2,236) (2,743) ----------- ----------- Net Cash (Used in) Investing Activities (2,236) (2,743) ----------- ----------- Cash Flows From Financing Activities: Costs Associated With Sale of Common Stock and Warrants (54) -- Option Exercises 116 -- Proceeds from Borrowings 3,100 2,004 Repayment of Debt (2,772) (600) ----------- ----------- Net Cash Provided by Financing Activities 390 1,404 ----------- ----------- Net Increase (Decrease) in Cash (1,293) 367 Cash Balance Beginning of Period 3,006 1,081 ----------- ----------- Cash Balance End of Period $ 1,713 $ 1,448 =========== =========== Supplemental Disclosures of Cash Flow Information: Cash Paid During the Period For: Interest $ 77 $ 69 =========== ===========
The accompanying notes are an integral part of these statements. 6 6 PETROQUEST ENERGY, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 1 - INTERIM FINANCIAL STATEMENTS - The consolidated financial statements of PetroQuest Energy, Inc. (the "Company") at March 31, 2000 and for the three-month period then ended are unaudited and reflect all adjustments (consisting only of normal recurring adjustments) which are, in the opinion of management, necessary for a fair presentation of the financial position and operating results for the interim period. The financial statements reflect the results of the Company and its predecessor entity, Optima Petroleum Corporation ("Optima"), for all periods presented. The consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto, together with management's discussion and analysis of financial condition and results of operations, contained in the Company's Annual Report on Form 10-K for the year ended December 31, 1999. The results of operations for the three-month period ended March 31, 2000 are not necessarily indicative of future financial results. Certain prior period amounts have been reclassified to conform to current period presentation. NOTE 2 - EARNINGS PER SHARE - Basic net income per share of common stock was calculated by dividing net income applicable to common stock by the weighted-average number of common shares outstanding during the periods. Diluted net income per share of common stock was calculated by dividing net income applicable to common stock by the weighted average number of common shares outstanding during the period plus the weighted average number of dilutive stock options and warrants granted to outside directors and certain employees which totaled approximately 1,493,088 shares in the first quarter of 2000. No options or warrants were excluded from the computation of dilutive earnings per share for the first quarter of 2000 because they were antidilutive. For the three-month period of 1999, all options were excluded from the computation of diluted loss per share because they were diluted. The contingent stock rights assigned in connection with the merger are excluded from the calculation of diluted earnings per share. NOTE 3 - LONG-TERM DEBT - The Company's borrowing base is currently $4,000,000. It reduces $225,000 per month beginning May 1, 2000. At March 31, 2000, $3,100,000 was outstanding under this facility. The next redetermination is scheduled for August 1, 2000. Interest under the loan is payable monthly at prime plus 1/2% (9-1/2 at March 31, 2000). On April 21, 1999, the Company entered into a loan agreement for non-recourse financing to fund completion, flow line and facility costs of its High Island Block 494 property. The property is security for the loan. Interest is payable at 12% and the lender receives a 2 1/2% overriding royalty interest in the property. For the first three production months, all of the cash flow from the property was dedicated to payment of principal and interest on the loan. Subsequently, 85% of the cash flow from the property (assuming certain production levels) was dedicated to debt service. At March 31, 2000, approximately $2,100,000 was unpaid on this loan. 7 7 NOTE 4 - NEW ACCOUNTING STANDARDS - In June 1998, the FASB issued SFAS No. 133, "Accounting for Derivative Instruments and Hedging Activities." The Statement establishes accounting and reporting standards that require every derivative instrument (including certain derivative instruments embedded in other contracts) to be recorded in the balance sheet as either an asset or liability measured at its fair value. The statement requires that changes in the derivative's fair value be recognized currently in earnings unless specific hedge accounting criteria are met. SFAS No. 133 is effective for fiscal years beginning after June 15, 2000. Because the Company does not currently use derivative instruments, the adoption of SFAS No. 133 will not impact the Company's financial statements. 8 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. PETROQUEST ENERGY, INC. Date: May 15, 2000 By: /s/ Robert R. Brooksher ------------------------------- Robert R. Brooksher Chief Financial Officer and Secretary (Authorized Officer and Principal Financial Officer) 12 -----END PRIVACY-ENHANCED MESSAGE-----