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 |
84-0811034 |
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
|
|
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 |
|
|
|
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
|
|
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 |
|
|
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 |
|
|
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 |
|
|
|
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 |
|
Three
Months |
||
|
|
|
|
|
|
||
|
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 |
|
Three
Months Ended |
||||
|
|
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 |
|
|
|
|
|
|
|
|
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
None.
none
None.
None.
None.
|
|
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 |