U.S. SECURITIES AND EXCHANGE COMMISSION  Washington, D.C. 20549

 

 

FORM 10-QSB

 

 

 

[X]        Quarterly Report under Section 13 or 15(d) of the Securities Exchange Act of 1934
              For the Quarterly Period Ended September 30, 2003

 

[  ]         Transition  Report under Section 13 or 15(d) of the Securities Exchange Act of 1934
              For the Transition Period from __________ to _________

 

Commission file number: 0-9435

 

FieldPoint Petroleum Corporation
(Exact name of small business issuer as specified in its charter)

 

 

 

        Colorado        
(State or other jurisdiction of
incorporation or organization)

84-0811034
(I.R.S. Employer
Identification No.)

 

1703 Edelweiss Drive
        Cedar Park, Texas                   78613        
(Address of principal executive offices)     (Zip Code)

 

(512) 250-8692
(Issuer's telephone number)

 

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        

 

 

As of October 31, 2003, the number of shares outstanding of the Registrant's $.01 par value Common Stock was 7,530,175.

 

Transitional Small Business Disclosure Format (Check one):  Yes       No   X    

 


PART I
Item 1. Condensed Consolidated Financial Statements

FieldPoint Petroleum Corporation
 CONDENSED CONSOLIDATED BALANCE SHEETS

ASSETS

 

September 30,

December 31,

 

2003

2002

CURRENT ASSETS:

(unaudited)

 

    Cash

$         323,791 

$         402,460 

    Accounts receivable:

 

 

        Oil and gas sales

     227,417 

 245,907 

        Joint interest billings, less allowance for doubtful

             accounts of $43,753 each period


     82,034 


   69,275 

    Prepaid expenses

            34,535 

               2,535 

                    Total current assets

     667,777 

 720,177 

PROPERTY AND EQUIPMENT:

 

 

    Oil and gas properties (successful efforts method):

 

 

        Leasehold costs

  4,792,447 

4,677,423 

        Lease and well equipment

  1,010,474 

942,238 

           Asset Retirement Obligation

     364,144 

 

    Furniture and equipment

       51,482 

   35,082 

    Transportation equipment

     158,254 

 102,274 

    Less accumulated depletion and depreciation

      (1,958,527)

           (1,728,105)

                    Net property and equipment

  4,418,274 

            4,028,912 

 

 

 

LONG-TERM JOINT INTERST BILLING RECEIVABLE

      65,184 

   65,184 

OTHER ASSETS            

             4,297 

               4,297 

                Total assets

$    5,155,532 

$      4,818,570 

 
LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES:

 

 

    Current portion of long-term debt

$      710,000 

$         831,723 

    Accounts payable and accrued expenses

   227,415 

 473,935 

    Oil and gas revenues payable

     77,058 

63,508 

 

 

 

                    Total current liabilities

1,014,473 

            1,369,166 

 

 

 

LONG-TERM DEBT, net of current portion

      9,776 

                   7,897 

DEFERRED INCOME TAXES

  146,000 

   59,000 

ASSET RETIREMENT OBLIGATION

490,491 

 

 

 

COMMMITMENTS

 

 

STOCKHOLDERS' EQUITY:

 

    Common stock, $.01 par value, 75,000,000 shares authorized;

 

        7,580,175 shares issued, respectively

    75,801 

   75,801 

    Additional paid-in capital

             2,583,887 

            2,583,887 

    Treasury stock, 110,000 shares of common stock

   (18,600)

 (18,600)

Retained earnings

        853,704 

           741,419 

                    Total stockholders' equity

     3,494,792 

        3,382,507 

                    Total liabilities and stockholders' equity

$   5,155,532 

$      4,818,570 

 

See accompanying notes to these consolidated financial statements


 

 

FieldPoint Petroleum Corporation
CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME

 

 

For The Three Months Ended

 

September 30,

 

2003

2002

REVENUE:

(unaudited)

(unaudited)

    Oil and gas sales

$          559,058 

$       584,470 

    Well operational and pumping fees

             29,968 

           29,968 

                Total revenue

    589,026 

 614,438 

 

 

 

COSTS AND EXPENSES:

 

 

    Exploration Expense

      83,182 

 

    Production expense

    295,472 

 199,862 

    Depletion and depreciation

    102,000 

 111,109 

    General and administrative

            139,281 

          170,947 

                Total costs and expenses

    619,935 

 481,918 

 

 

 

OTHER INCOME (EXPENSE):

 

 

    Interest income (expense), net

     (18,795)

  (15,221)

    Miscellaneous

                        

                     650 

    Unrealized and realized derivative loss

                       - 

            (8,024)

                Total other income (expense)

            (18,795)

          (22,595)

 

 

 

INCOME  BEFORE INCOME TAXES

     (49,704)

  109,925 

INCOME TAX (PROVISION) DEFERRED

            18,000 

            (61,000)

 

 

 

NET INCOME

           (31,704)

                48,925 

 

 

 

NET INCOME  PER SHARE

 

 

    BASIC

    $            ( 0.01)

    $               0.01 

    DILUTED

$             (0.01)

    $               0.01 

 

 

 

WEIGHTED AVERAGE SHARES OUTSTANDING

 

 

    BASIC

       7,580,175 

        7,580,175 

    DILUTED

        7,580,175    

           7,580,175 

 

 

 

 

See accompanying notes to these consolidated financial statements

 

 

FieldPoint Petroleum Corporation
CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME

 

 

For The Nine Months Ended

 

September 30,

 

2003

2002

REVENUE:

(unaudited)

(unaudited)

    Oil and gas sales

$      1,756,494 

$          1,722,752 

    Well operational and pumping fees

             89,904 

                99,546 

                Total revenue

  1,846,398 

            1,822,298 

 

 

 

COSTS AND EXPENSES:

 

 

    Exploration Expense

       83,182 

                   

    Production expense

     841,737 

 989,873 

    Depletion and depreciation

     316,000 

 415,767 

    General and administrative

           337,057 

              513,731 

                Total costs and expenses

  1,577,976 

            1,919,371 

 

 

 

OTHER INCOME (EXPENSE):

 

 

    Interest income (expense), net

     (39,825)

  (62,434)

    Gain on Sale of Asset

         

   96,149 

    Miscellaneous

                        

650 

    Realized and unrealised derivative loss

              (5,184)

              (31,078)

                Total other income (expense)

            (45,009)

                   3,287

 

 

 

INCOME (LOSS) BEFORE INCOME TAXES

     223,413 

(93,786)

INCOME TAX (PROVISION) CURRENT

 (6,000)

                      -

INCOME TAXBENEFIT(PROVISION) DEFERRED

            (87,000)

                17,000 

 

 

 

NET INCOME (LOSS)

           130,413 

                  (76,786)

 

 

 

CUMULATIVE EFFECT

 (16,606)

 

 

 

NET INCOME (LOSS)

              113,807 

              (76,786)

 

 

 

NET INCOME (LOSS) PER SHARE

 

 

    BASIC

$              0.02 

    $                (0.01)

    DILUTED

$              0.02 

    $                (0.01)

 

 

 

WEIGHTED AVERAGE SHARES OUTSTANDING

 

 

    BASIC

        7,580,175 

          7,580,175 

    DILUTED

         7,580,175 

          7,580,175 

 

 

 

 

See accompanying notes to these consolidated financial statements

 

 

FieldPoint Petroleum Corporation
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

 

 

September 30,

 

2003

2002

 

(unaudited)

(unaudited)

CASH FLOWS FROM OPERATING ACTIVITIES:

 

 

    Net income (loss)

$           113,807 

$          (76,786)

    Adjustments to reconcile to net cash provided by
        operating activities:

 

 

    Depletion and depreciation

316,000 

  415,767 

    Deferred Income Taxes

  87,000 

                (17,000)

    Gain on sale of oil and gas property

 

   (96,149)

    Cumulative effect of accounting change

                16,606 

                     

    Accretion expense

                18,582 

                    

    Changes in assets and liabilities:

 

 

        Accounts receivable

                  4,209 

     (4,267)

        Change in fair value of derivative

                      

    23,053 

        Prepaid expenses and other assets

               (32,000)

  117,313 

        Accounts payable and accrued expenses

             (246,520)

   (89,982)

        Oil and gas revenues payable

               13,550 

           261,115 

            Net cash provided by operating activities

 291,234 

  533,064 

 

 

 

CASH FLOWS FROM INVESTING ACTIVITIES:

 

 

    Additions to oil and gas properties

             (177,679)

              (371,257)

    Purchase of furniture and equipment

               (72,380)

                   

    Proceeds from sale of oil and gas property

                        - 

           710,000 

            Net cash provided(used) by investing activities

               (250,059)

338,743 

 

 

 

CASH FLOWS FROM FINANCING ACTIVITIES:

 

 

 

 

 

    Repayments of long-term debt

              (119,844)

 (843,101)

    Proceeds from exercise of options and warrants

                       - 

                       - 

            Net cash used by financing activities

          (119,844)

          (843,101)

 

 

 

NET INCREASE (DECREASE) IN CASH

               (78,669)

                 28,706

 

 

 

CASH, beginning of the period

           402,460 

             351,277

 

 

 

CASH, end of the period

$         323,791 

$         379,983 






See accompanying notes to these consolidated financial statements.


NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)

 

1.     Nature of Business, Organization And Basis of Preparation And Presentation

FieldPoint Petroleum Corporation (the "Company") is incorporated under the laws of the state of Colorado.  The Company is engaged in the acquisition, operation and development of oil and gas properties, which are located in Oklahoma, Texas and Wyoming.

 

The condensed consolidated financial statements included herein have been prepared by the Company, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission.  Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principals have been condensed or omitted.  However, in the opinion of management, all adjustments (which consist only of normal recurring adjustments) necessary to present fairly the financial position and results of operations for the periods presented have been made.  These condensed consolidated financial statements should be read in conjunction with financial statements and the notes thereto included in the Company's Form 10KSB filing for the year ended December 31, 2002.

 

2.     Recently Issued Accounting Pronouncements

On August 15, 2001, the FASB issued Statement No. 143, Accounting for Asset Retirement Obligations ("Statement 143").  Initiated in 1994 as a project to account for the costs of nuclear decommissioning, the FASB expanded the scope to include similar closure or removal-type costs in other industries that are incurred at any time during the life of an asset.  That standard requires entities to record the fair value of a liability for an asset retirement obligation in the period in which it was incurred.  When the liability is initially recorded, the entity capitalizes a cost by increasing the carrying amount of the related long-lived asset.  Over time, the liability is accreted to its present value each period, and the capitalized cost is depreciated over the useful life of the related asset.  Upon settlement of the liability, an entity either settles the obligation for its recorded amount or incurs a gain or loss upon settlement.  The standard became effective for fiscal years beginning after June 15, 2002.  We adopted Statement 143 on January 1, 2003.  Upon adoption of Statement 143, we recorded an increase to Property and Equipment and Asset Retirement Obligations of approximately $364,144 and $471,909, respectively, as a result of the company separately accounting for salvage values and recording the estimated fair value of its plugging and abandonment obligation on the balance sheet, a reduction of accumulated depletion due to the effect of utilizing well equipment salvage value in the calculation of $91,159 and a cumulative effect on change in accounting principle of $16,606.

 

The following tables describe on a pro forma basis our asset retirement liability as if FAS 143 had been adopted on January 1, 2002.

 

 

 

2003

 

2002

 

 

 

 

 

Asset retirement obligation January 1,

 

471,909

 

448,370

 

 

 

 

 

 

 

 

 

 

Asset retirement accretion expense

 

18,582

 

17,655

 

 

 

 

 

Less: plugging cost

 

-

 

                  -

 

 

 

 

 

Asset retirement obligation at June 30,

 

490,491

 

466,025

 

 

 

 

 

 

 

 

Nine Months
Ended
September 30, 2002

 

Three Months
Ended
September 30, 2002

 

 

 

 

 

Net income (loss), reported

 

$        (76,786)

 

$         48,925 

Less: Retirement obligation accretion expense

 

(17,655)

 

(5,885)

Plus: Depreciation on salvage value

 

            66,000 

 

          22,000 

Net income pro forma

 

(28,441)

 

65,040 

 

 

 

 

 

Earnings per share:

 

 

 

 

As reported

 

 

 

 

    Basic

 

(0.01)

 

0.01 

    Diluted

 

(0.01)

 

0.01 

Pro forma

 

 

 

 

    Basic

 

Less than $(0.01)

 

0.01 

    Diluted

 

Less than $(0.01)

 

0.01 

 

In December 2002, the FASB issued Statement No. 148, Accounting for Stock-Based Compensation - Transition and Disclosure, ("Statement 148").  Statement 148 provides alternative methods of transition to the fair value method of accounting proscribed by FASB Statement No. 123, Accounting for Stock-Based Compensation ("Statement 123").  Statement 148 also amends the disclosure provisions of Statement 123 and Accounting Principles Board Opinion No. 18, Interim Financial Reporting, to require disclosure in the summary of significant accounting policies of the effects of an entity's accounting policy with respect to stock-based employee compensation on reported net income and earnings per share in annual and interim financial statements.  Statement 148 does not require companies to account for employee stock options under the fair value method.  We did not adopt the fair value method of accounting for stock-based compensation; however, we have adopted the disclosure provision of Statement 148.  Net income would have been adjusted as per the pro forma amounts as follows:

 

Nine Months Ended
September 30,

 

Three Months Ended
September 30,

 

2003

 

2002

 

2003

 

2002

 

 

 

 

 

 

 

 

Income (loss) available to common shares

 

 

 

 

 

 

 

    As reported

113,807 

 

(76,786)

 

(31,702)

 

48,925 

    Effect of expensing stock options

   (37,476)

 

    (35,844)

 

     (6,246)

 

    (5,974)

    Pro forma

76,331 

 

(112,630)

 

(37,948)

 

42,951 

 

 

 

 

 

 

 

 

Income (loss) available to common
    shares; basic and diluted:

 

 

 

 

 

 

 

    As reported

.02 

 

(.01)

 

(.01)

 

0.01 

    Pro forma

.02 

 

(.02)

 

(.01)

 

0.01 

 


 

 

 

3.    Disposition of Oil and Gas Properties

During the period ended September 30, 2002 the Company sold the lease rights and related equipment of the ONA NW Unit, which was acquired in October 2001, for $710,000 in cash consideration for the lease rights and related equipment.  The Company realized a gain of $96,149 on the sale.

 

 

 

 


PART I
Item 2

 

MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

 

The following discussion should be read in conjunction with the Company's Financial Statements, and respective notes thereto, included elsewhere herein.  The information below should not be construed to imply that the results discussed herein will necessarily continue into the future or that any conclusion reached herein will necessarily be indicative of actual operating results in the future.  Such discussion represents only the best present assessment of the management of FieldPoint Petroleum Corporation.

 

General

 

FieldPoint Petroleum Corporation derives its revenues from its operating activities including sales of oil and gas and operating oil and gas properties.  The Company's capital for investment in producing oil and gas properties has been provided by cash flow from operating activities, and from bank financing. The Company categorises its operating expenses into the categories of production expenses and other expenses. 

 

Comparison of three months ended September 30, 2003 to the three months ended September 30, 2002

 

Results of Operations

 

Revenues decreased 4% or $25,412 to $589,026 for the three month period ended September 30, 2003 from the comparable 2002 period, this was due primarily to the overall decrease in oil and gas sales.  Production volumes decreased 19% on a BOE basis.  Average oil sales prices increased 7% to $29.43 for the period ended September 30, 2003 compared to $27.40 for the period ended September 30, 2002.  Average gas sales prices increased 56% to $3.63 for the period ended September 30, 2003 compared to $2.32 for the period ended September 30, 2002.

 

Production expenses increased 47% or $95,610 to $295,472 for the three month period ended September 30, 2003 from the comparable 2002 period, this was primarily due to additional workovers in the form of remedial repairs Depletion and depreciation decreased 8% or $9,109 to $102,000 this was primarily due to decreased production and cost basis during the period ended September 30, 2003 compared to the 2002 period.  General and administrative overhead cost decreased 19% or $31,666 to $170,947 for the three month period ended September 30, 2003 from the comparable 2002 period. This was attributable to decreased salaries, and engineering fees related to research of possible acquisitions.  The Company incurred exploration cost of $83,182 as a result of drilling 2 dry holes during the period.

 

Net other expense for the three months ended September 30, 2003 was $18,794 compared to $22,595 for the 2002 period.  This decrease was primarily due to a reduction in unrealized derivative offset by an increase in interest expense. 

 

Comparison of nine months ended September 30, 2003 to the nine months ended September 30, 2002

 

Results of Operations

 

Revenues increased 1% or $24,100 to $1,846,398 for the nine month period ended September 30, 2002 from the comparable 2002 period, this was due to the overall increase in oil and gas prices this was offset by a decrease in production volumes of 42% on a BOE basis.  Average oil sales prices increased 26% to $30.04 for the period ended September 30, 2003 compared to $23.74 for the period ended September 30, 2002. Average gas sales prices increased 67% to $3.41 for the nine month period ended September 30, 200 compared to $2.03 for the period ended September 30, 2001.

 

Production expenses decreased 15% for the nine month period ended September 30, 2003 from the comparable 2002 period, this was primarily due to reduced workovers in the form of remedial repairs and a decrease in the number of oil and gas properties the company owns. Depletion and depreciation expense decreased 24% to $316,000 this was due to the reduction of oil and gas properties and related equipment resulting in decreased production during the period ended September 30, 2003 compared to the 2002 period. General and administrative overhead cost decreased 34% or $176,674 to $337,057 for the nine month period ended September 30, 2003 from the nine month period ended September 30, 2002. This was attributable to decreased salaries, and expenses  related to research of possible acquisitions.

 

Net other expense for the nine months ended September 30, 2003 was $45,009 compared to net other income of $3287 for the comparable 2002 period.  This was primarily due to a gain on the sale of assets of $96,149 for the nine month period of 2002.

 

Liquidity and Capital Resources

 

Cash flow provided by operating activities was $291,234 for the nine month period ended September 30, 2003, as compared to $533,064 in cash flow provided by operating activities in the 2002 period.  The decrease in cash from operating activities was primarily due to the reduction in accounts payable.

 

Cash flow used by investing activities was $250,059 for the period ended September 30, 2003, compared to cashflow provided by investing activities of $338,743 for the period ended September 30, 2002.  This was primarily due to the sale of oil and gas properties 2002.  Cash flow used by financing activities was $119,844 for the period ended September 30, 2003, as compared to $843,101 used by financing activities for the same period in 2002.  This was due to the change in repayment of existing long-term debt.  The Company's current line of credit has a redetermination date of May 2004 and thus is classified as current at September 30, 2003.

 

The Company cannot predict how oil and gas prices will vary during 2003 and what effect they will ultimately have on the Company. However, management believes that the Company will be able to generate sufficient cash from operations to service its bank debt and provide for maintaining current production of its oil and gas properties.

 

PART I
Item 3

 

Ray Reaves, Chief Executive Officer and Chief Financial Officer of FieldPoint Petroleum Corporation established and is currently maintaining disclosure controls and procedures for the Company.  The disclosure controls and procedures have been designed to ensure that material information relating to the Company is made known to him as soon as it is known by others within the Company.  During the 90-day period immediately after the end of the quarter, Mr. Reaves conducts an update and a review and evaluation of the effectiveness of the Company's disclosure controls and procedures.  It is Mr. Reaves' opinion based upon the evaluation completed by October 31, 2003, that the controls and procedures currently being utilized by the Company are sufficiently effective to ensure that any material information relating to the Company would become known to him within a reasonable time.

 

Notwithstanding the foregoing, Mr. Reaves has noted that the Company in the past has experienced difficulty in completing the Company's interim financial statements in a timely manner sufficient to permit a review of those financial statements for inclusion in the Company's quarterly reports to the SEC.  Mr. Reaves intends to implement improvements to the Company's procedures to permit timely filing of its interim reports in the future, and hopes to have those improvements instituted before the Company's next interim financial statements and quarterly reports are due to be filed with the Commission.


PART II

 

OTHER INFORMATION

 

Item 1.   Legal Proceedings

 

None.

 

Item 2.    Changes in Securities

 

 none

 

Item 3.    Default Upon Senior Securities

 

None.

 

Item 4.    Submission of Matters to a Vote of Security Holders

 

None.

 

Item 5.    Other Information

 

None.

 

Item 6.   Exhibits and Reports on Form 8-K

 

 

Exhibits

 

31

Certification

 

32

Certification Pursuant to U.S.C. Section 1350

 

Reports on Form 8-K

 

None.

 

 

 

 

 


SIGNATURES

 

In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

Date:  November 20, 2003     

By:    /s/ Ray Reaves                           
   Ray Reaves, Treasurer, Chief Financial Officer