-----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, D/QDNbnwCcmrpmtlEg3+cOR2t7ibjZ4LKImwgrbKejmztot2ZfvNNvRHXzFZUJdQ OsVCEJ34XirfzjBPKV7eHQ== 0000095254-97-000029.txt : 19971222 0000095254-97-000029.hdr.sgml : 19971222 ACCESSION NUMBER: 0000095254-97-000029 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19971031 FILED AS OF DATE: 19971219 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: CASPEN OIL INC CENTRAL INDEX KEY: 0000095254 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 751325831 STATE OF INCORPORATION: NV FISCAL YEAR END: 0731 FILING VALUES: FORM TYPE: 10QSB SEC ACT: SEC FILE NUMBER: 001-07965 FILM NUMBER: 97740791 BUSINESS ADDRESS: STREET 1: 777 S WADSWORTH BLVD STREET 2: IRONGATE 3 STE 201 CITY: LAKEWOOD STATE: CO ZIP: 80226 BUSINESS PHONE: 3039870925 MAIL ADDRESS: STREET 1: IRONGATE 3 STE 201 STREET 2: 777 S WADSWORTH BLVD CITY: LAKEWOOD STATE: CO ZIP: 80226 FORMER COMPANY: FORMER CONFORMED NAME: SUMMIT ENERGY INC DATE OF NAME CHANGE: 19880907 FORMER COMPANY: FORMER CONFORMED NAME: WESTERN OIL FIELDS INC DATE OF NAME CHANGE: 19701207 10QSB 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-QSB QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 For Quarter Ended Commission File Number October 31, 1997 1-7965 CASPEN OIL, INC. (Exact name of registrant as specified in its charter) Nevada 75-1325831 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 777 S. Wadsworth Boulevard Irongate 3, Suite 201 Lakewood, CO 80226 (Address or principal executive offices) (303) 987-0925 (Registrant's telephone number, including area code) (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 and 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 requirement for the past 90 days. Yes X No As of October 31, 1997, the Registrant had 21,092,222 shares of Common Stock outstanding. Transitional Small Business Disclosure Format: Yes ; No X CASPEN OIL, INC. AND SUBSIDIARIES FORM 10-QSB October 31, 1997 PART I - FINANCIAL INFORMATION Item 1. Condensed Consolidated Financial Statements: Condensed Consolidated Balance Sheets. . . . . . . . . . . 1-2 Condensed Consolidated Statements of Operations. . . . . . . 3 Condensed Consolidated Statement of Shareholders' Equity . . 4 Condensed Consolidated Statements of Cash Flows. . . . . . . 5 Notes to Condensed Consolidated Financial Statements . . . . 6 Item 2. Management's Discussion and Analysis or Plan of Operation. . . . . . . . . . . . . . . . . . . . . . . . . 7-8 PART II - OTHER INFORMATION Item 4.Submission of Matters to a Vote of Security Holders . 9 Item 6.Exhibits and Reports on Form 8- K . . . . . . . . . . 9 Signatures . . . . . . . . . . . . . . . . . . . . . . . . . 10 CASPEN OIL, INC. AND SUBSIDIARIES Condensed Consolidated Balance Sheets (Unaudited) October 31, July 31, ASSETS 1997 1997 CURRENT ASSETS Cash and cash equivalents $ 124,570 $ 112,514 Accounts rec., trade 149,051 179,785 Other 2,215 1,633 ----------- ----------- 275,836 293,932 ----------- ----------- PROPERTY AND EQUIPMENT, AT COST Oil and gas properties, full cost method of accounting 19,721,071 19,763,820 Other 302,061 302,061 ----------- ----------- 20,023,132 20,065,881 Less accum. depl., deprec., and amort. 17,295,893 17,252,217 ------------ ----------- 2,727,239 2,813,664 ------------ ----------- OTHER Investments 810,127 810,127 ------------ ----------- TOTAL ASSETS $ 3,813,202 $ 3,917,723 ============ =========== 1 LIABILITIES AND SHAREHOLDERS' EQUITY CURRENT LIABILITIES Notes payable $ 1,345,738 $ 1,350,738 Accounts payable, trade 610,960 670,069 Accrued interest 918,596 893,777 Accrued expenses 329,535 281,235 ------------ ----------- 3,204,829 3,195,819 LONG-TERM LIABILITIES --- --- ------------ ----------- TOTAL LIABILITIES 3,204,829 3,195,819 ------------ ----------- SHAREHOLDERS' EQUITY Convertible preferred stock: Series A 600,000 600,000 Series C 300,000 300,000 Series E 125,000 125,000 Common stock 210,922 210,922 Additional paid-in capital 21,094,871 21,094,871 Note receivable-Officer (33,000) (33,000) Accumulated deficit (21,679,710)(21,566,179) ----------- ----------- 618,083 731,614 Less treasury stock 9,710 9,710 ---------- ----------- TOTAL SHAREHOLDERS' EQUITY 608,373 721,904 ---------- ----------- TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 3,813,202 $ 3,917,723 =========== =========== See accompanying notes to condensed consolidated financial statements. 2 CASPEN OIL, INC. AND SUBSIDIARIES Condensed Consolidated Statements of Operations (Unaudited) Three months ended October 31, ------------------ 1997 1996 REVENUE Oil and gas sales $ 139,631 $ 226,517 Interest income 1,422 637 Other (11,672) 13,479 --------- --------- 129,381 240,633 --------- --------- COSTS AND EXPENSES Production and operating 35,979 55,925 Depl., deprec., and amort. 43,676 52,242 General and administrative 138,438 145,731 Interest expense 24,819 1,053 --------- --------- 242,912 254,951 --------- --------- NET LOSS (113,531) (14,318) DIVIDEND REQUIREMENTS ON PREFERRED STOCK 269,775 269,775 --------- --------- LOSS APPLICABLE TO COMMON STOCK $(383,306) $(284,093) ========= ========= LOSS PER COMMON SHARE $ (.02) $ (.02) ========= ========= See accompanying notes to condensed consolidated financial statements. 3
CASPEN OIL, INC. AND SUBSIDIARIES Condensed Consolidated Statement of Shareholders' Equity (Unaudited) Series A,C,E Common stock Additional Accumu- Note Total Preferred Stock paid-in lated Rec.- Treasury shareholders' Shares Amount Shares Amount capital deficit Officer stock equity ------- -------- --------- --------- ----------- ------------ ------- -------- ------------ Balance at July 31, 1997 1,025,000 $1,025,000 21,092,222 $ 210,922 $21,094,871 $(21,566,179) $(33,000) $(9,710) $ 721,904 Net loss 113,531) (113,531) --------- ---------- ---------- --------- ----------- ------------- --------- -------- --------- Balance at Oct 31, 1997 1,025,000 $1,025,000 21,092,222 $ 210,922 $21,094,871 $(21,679,710) $(33,000) $(9,710) $ 608,373 ========= ========== ========== ========= =========== ============= ========== ======== ==========
4 CASPEN OIL, INC. AND SUBSIDIARIES Condensed Consolidated Statements of Cash Flows (Unaudited) Three months ended October 31, ------------------ 1997 1996 CASH FLOWS FROM OPERATING ACTIVITIES Net loss $(113,531) $(14,318) Adjustments to reconcile net income to net cash used in operating activities: Depletion, depreciation, and amortization 43,676 52,242 Changes in operating assets and liabilities: (Increase) decrease in accounts receivable 30,734 ( 2,339) (Increase) decrease in other assets ( 582) 450 Decrease in notes/accts. payable ( 64,109) ( 60,912) Increase (decrease) in accrued expenses 73,118 ( 6,399) ---------- --------- NET CASH USED FOR OPERATING ACTIVITIES ( 30,694) ( 31,276) ---------- --------- CASH FLOWS FROM INVESTING ACTIVITIES Proceeds from disposition of property and equipment 45,383 8,356 Purchase of property and equipment ( 2,633) ( 4,484) ---------- --------- NET CASH PROVIDED BY INVESTING ACTIVITIES 42,750 3,872 --------- ---------- INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 12,056 ( 27,404) CASH AND CASH EQUIVALENTS, BEG. 112,514 94,131 --------- --------- CASH AND CASH EQUIVALENTS, END $ 124,570 $ 66,727 ========= ========= See accompanying notes to condensed consolidated financial statements. 5 CASPEN OIL, INC. AND SUBSIDIARIES Notes to Condensed Consolidated Financial Statements Three Months Ended October 31, 1997 (1) Basis of Presentation The condensed interim consolidated financial statements included herein are unaudited but in the opinion of management reflect all adjustments (consisting of normal recurring accruals) necessary for a fair presentation of the financial position of the Company at October 31, 1997, and the results of operations for the three month periods ended October 31, 1997, and 1996. Interim results are not necessarily indicative of expected annual results because of the impact of prices obtained for oil and gas and other factors. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements of the Company, and related notes thereto, included in its annual report on Form 10-KSB/A. (2) Notes payable Note payable to Lender with interest at prime plus 1%, due in September, 2004; collateralized by 100% of the outstanding stock of a wholly-owned subsidiary, Summit Overseas Exploration, Inc. $1,310,333 Non-interest bearing payable due in July, 1998; collateralized by equipment and video tapes costing $200,000 10,000 Note payable with interest at 8%; to be paid from net revenue interest cash flow from an oil and gas property; unsecured 25,405 ---------- $1,345,738 ========== The Lender note of $1,310,333 is in default at October 31, 1997, and may be demanded in total, thus is classified as a current liability. The default interest rate is an additional 4%. 6 CASPEN OIL, INC. AND SUBSIDIARIES Item 2. Management's Discussion and Analysis or Plan of Operation The following discussion of the Company's financial condition and results of operations should be read in conjunction with the condensed consolidated financial statements included in this report and the consolidated financial statements and notes contained in the Company's annual report on Form 10-KSB/A for the fiscal year ended July 31, 1997. Liquidity and Capital Resources During the three months ended October 31, 1997, the working capital deficit increased from July 31, 1997, by approximately $27,000. This increase is due largely to the pay down of certain outstanding trade payables from July 31, 1997, offset by an increase in accrued expenses and collections of certain trade receivables. The Company's current liabilities exceed current assets by $2,928,993 at October 31, 1997. The working capital deficit at October 31, 1997, is due primarily to the $1,310,333 of the Company's debt due to its Lender (See Note 2) and to outstanding trade and note payables of an approximate $645,000, as well as accrued interest and expenses approximating $1,250,000. The Company anticipates that with its current cash position and with a timely and satisfactory resolution of its litigation it will have sufficient working capital to cure its lender default and to meet its obligations throughout the remaining fiscal year. Results of Operations Oil and gas revenues were lower in the three months ended October 31, 1997, as compared to the three months ended October 31, 1996. This reduction in oil and gas revenue was a result of the sale of various oil and gas interests which facilitated the reduction in debt. The Company experienced slightly higher gas prices in the three months ended October 31, 1997, compared with those received in the same period last year, and lower oil prices were experienced in the first three months of fiscal year 1997 when compared with the same period last year. Average oil and gas prices received in the three months ended October 31, 1997, were approximately $18.00 per barrel of oil and $2.00 per MCF gas as compared to approximately $20.00 per barrel of oil and $1.85 per MCF gas for the three months ended October 31, 1996. 7 CASPEN OIL, INC. AND SUBSIDIARIES Item 2. Management's Discussion and Analysis or Plan of Operation, Continued Results of Operations (Continued) The Company reported a net loss of $(113,531) for the three months ended October 31, 1997, compared to a net loss of $(14,318)for the three months ended October 31, 1996. This is primarily due to lower oil and gas revenues for the three months ended October 31, 1997, and an increase in interest expense accrued but unpaid to the Company's lender, as compared with the three months ended October 31, 1996. Oil and gas revenues approximated $140,000 for the three months ended October 31, 1997, while revenues for the same period in 1996 approximated $227,000. Production and operating expenses for the quarter ended October 31, 1997, were approximately $36,000, as compared to the quarter ended October 31, 1996, which were approximately $56,000. General and administrative expenses for the three months ended October 31, 1997, decreased by approximately $7,000 from the corresponding three months ended October 31, 1996. Series A Preferred Stock Cumulative Dividends In Arrears The terms of the Series A Shares provide that no dividends may be paid on the Common Shares or Series C or E Preferred Shares while dividends on the Series A Shares are in arrears. The Company has not paid any dividends on the Series A Shares since June 30, 1988. As of October 31, 1997, dividends on the Company's Series A Shares are in arrears $19.34 per share for a total of $11,593,952. 8 CASPEN OIL, INC. AND SUBSIDIARIES Part II. Other Information Item 4. Submission of Matters to a Vote of Security Holders None Item 6. Exhibits and Reports on Form 8-K (a) Exhibits - none (b) Reports on Form 8-K - none 9 SIGNATURES 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. CASPEN OIL, INC. December 19, 1997 By:/s/ Gary N. Davis Gary N. Davis, Treasurer 10 EX-27 2
5 0000095254 CASPEN OIL INC 3-MOS JUL-31-1998 AUG-01-1997 OCT-31-1997 124,570 0 151,266 0 0 275,654 20,023,132 17,295,893 3,813,202 3,204,829 0 600,000 425,000 210,922 (627,549) 3,813,202 139,631 129,381 35,979 242,912 269,775 0 0 0 0 0 0 0 0 (383,306) (.02) 0
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