Exhibit 99.1
CAPROCK OIL, INC.
| | As Reported | | | Pro Forma Adjustments | | | As Adjusted | |
| | | | | | | | | | | | |
Assets | | | | | | | | | | | | |
Current assets: | | | | | | | | | | | | |
Cash and cash equivalents | | $ | 54,650 | | | $ | 3,100,000 | (A) | | $ | (3,000,000 | ) (B) | | $ | 154,650 | |
Accounts receivable | | | 145,633 | | | | (84,350 | ) (A) | | | - | | | | 61,283 | |
Prepaid expenses and other | | | 34,909 | | | | - | | | | - | | | | 34,909 | |
Total current assets | | | 235,192 | | | | 3,015,650 | | | | (3,000,000 | ) | | | 250,842 | |
| | | | | | | | | | | | | | | | |
Property and equipment: | | | | | | | | | | | | | | | | |
Oil and gas properties, evaluated | | | 16,137,554 | | | | (3,629,550 | ) (A) | | | - | | | | 12,508,004 | |
Oil and gas properties, unevaluated | | | 604,589 | | | | - | | | | - | | | | 604,589 | |
Other property and equipment | | | 40,978 | | | | - | | | | - | | | | 40,978 | |
| | | 16,783,121 | | | | (3,629,550 | ) | | | - | | | | 13,153,571 | |
Less: Accumulated DD&A | | | (11,631,146 | ) | | | (431,050 | ) (C) | | | - | | | | (12,062,196 | ) |
Net property and equipment | | | 5,151,975 | | | | (4,060,600 | ) | | | - | | | | 1,091,375 | |
| | | | | | | | | | | | | | | | |
Other assets: | | | | | | | | | | | | | | | | |
Other noncurrent assets | | | 5,237 | | | | - | | | | - | | | | 5,237 | |
Total other assets | | | 5,237 | | | | - | | | | - | | | | 5,237 | |
| | | | | | | | | | | | | | | | |
Total assets | | $ | 5,392,404 | | | $ | (1,044,950 | ) | | | (3,000,000 | ) | | $ | 1,347,454 | |
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Liabilities and Stockholders’ Equity (Deficit) | | | | | | | | | | | | | | | | |
Current liabilities: | | | | | | | | | | | | | | | | |
Current portion of long term debt | | $ | 2,072,797 | | | $ | - | | | $ | (2,046,000 | ) (B) | | $ | 26,797 | |
Accounts payable | | | 1,080,995 | | | | - | | | | (729,000 | ) (B) | | | 351,995 | |
Accrued liabilities | | | 1,629,778 | | | | - | | | | (140,000 | ) (B) | | | 1,489,778 | |
Total current liabilities | | | 4,783,570 | | | | - | | | | (2,915,000 | ) | | | 1,868,570 | |
| | | | | | | | | | | | | | | | |
Deferred income taxes | | | 263,900 | | | | (263,900 | ) (A) | | | - | | | | - | |
Asset retirement obligations | | | 487,150 | | | | (350,000 | ) (A) | | | - | | | | 137,150 | |
Total liabilities | | | 5,534,620 | | | | (613,900 | ) | | | (2,915,000 | ) | | | 2,005,720 | |
| | | | | | | | | | | | | | | | |
Stockholders’ equity (deficit): | | | | | | | | | | | | | | | | |
Preferred stock | | | - | | | | - | | | | - | | | | - | |
Common stock | | | 518,134 | | | | - | | | | - | | | | 518,134 | |
Additional paid-in capital | | | 15,172,004 | | | | - | | | | - | | | | 15,172,004 | |
Accumulated deficit | | | (15,832,354 | ) | | | (431,050 | ) (C) | | | (85,000 | ) (B) | | | (16,348,404 | ) |
Total stockholders’ equity (deficit) | | | (142,216 | ) | | | (431,050 | ) | | | (85,000 | ) | | | (658,266 | ) |
| | | | | | | | | | | | | | | | |
Total liabilities and stockholders equity (deficit) | | $ | 5,392,404 | | | $ | (1,044,950 | ) | | $ | (3,000,000 | ) | | $ | 1,347,454 | |
PRO FORMA STATEMENT OF OPERATIONS
THREE MONTHS ENDED MARCH 31, 2015
| | | | | Pro Forma | | | | |
| | As Reported | | | Adjustments | | | As Adjusted | |
Revenues: | | | | | | | | | |
Oil and gas sales | | $ | 162,200 | | | $ | (114,256 | ) (C) | | $ | 47,944 | |
| | | 162,200 | | | | (114,256 | ) | | | 47,944 | |
Operating expenses: | | | | | | | | | | | | |
Lease operating expense | | | 257,663 | | | | (187,334 | ) (C) | | | 70,329 | |
Depreciation, depletion and amortization | | | 96,561 | | | | (45,300 | ) (C) | | | 51,261 | |
Impairment expense | | | 997,924 | | | | 431,050 | (C) | | | 1,428,974 | |
Accretion expense | | | 10,720 | | | | (7,500 | ) (C) | | | 3,220 | |
Workover expense | | | 68,185 | | | | (66,434 | ) (C) | | | 1,751 | |
Selling, general and administrative | | | 401,436 | | | | (173,772 | ) (C) | | | 227,664 | |
| | | 1,832,489 | | | | (49,290 | ) | | | 1,783,199 | |
| | | | | | | | | | | | |
Operating loss | | | (1,670,289 | ) | | | (64,966 | ) | | | (1,735,255 | ) |
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Other income (expense): | | | | | | | | | | | | |
Interest income | | | 14 | | | | - | | | | 14 | |
Interest expense | | | (67,587 | ) | | | 29,943 | (C) | | | (37,644 | ) |
| | | | | | | | | | | | |
Loss before income taxes | | | (1,737,862 | ) | | | (35,023 | ) | | | (1,772,885 | ) |
Benefit for income taxes | | | 539,900 | | | | 11,900 | (C) | | | 551,800 | |
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Net loss | | $ | (1,197,962 | ) | | $ | (23,123 | ) | | $ | (1,221,085 | ) |
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Net loss per share, basic and diluted | | $ | (0.02 | ) | | | | | | $ | (0.02 | ) |
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Weighted average shares outstanding | | | 51,811,781 | | | | | | | | 51,811,781 | |
PRO FORMA STATEMENT OF OPERATIONS
YEAR ENDED DECEMBER 31, 2014
| | | | | Pro Forma | | | | |
| | As Reported | | | Adjustments | | | As Adjusted | |
Revenues: | | | | | | | | | |
Oil and gas sales | | $ | 2,361,828 | | | $ | (1,643,842 | ) (C) | | $ | 717,986 | |
| | | 2,361,828 | | | | (1,643,842 | ) | | | 717,986 | |
Operating expenses: | | | | | | | | | | | | |
Lease operating expense | | | 1,514,507 | | | | (1,217,685 | ) (C) | | | 296,822 | |
Depreciation, depletion and amortization | | | 573,216 | | | | (391,200 | ) (C) | | | 182,016 | |
Accretion expense | | | 40,590 | | | | (30,000 | ) (C) | | | 10,590 | |
Workover expense | | | 941,606 | | | | (902,111 | ) (C) | | | 39,495 | |
Selling, general and administrative | | | 1,618,861 | | | | (382,395 | ) (C) | | | 1,236,466 | |
| | | 4,688,780 | | | | (2,923,391 | ) | | | 1,765,389 | |
| | | | | | | | | | | | |
Operating loss | | | (2,326,952 | ) | | | 1,279,549 | | | | (1,047,403 | ) |
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Other income (expense): | | | | | | | | | | | | |
Interest income | | | 525 | | | | - | | | | 525 | |
Interest expense | | | (162,245 | ) | | | 82,564 | (C) | | | (79,681 | ) |
| | | | | | | | | | | | |
Loss before income taxes | | | (2,488,672 | ) | | | 1,362,113 | | | | (1,126,559 | ) |
Benefit for income taxes | | | 496,700 | | | | (463,100 | ) (C) | | | 33,600 | |
| | | | | | | | | | | | |
Net loss | | $ | (1,991,972 | ) | | $ | 899,013 | | | $ | (1,092,959 | ) |
| | | | | | | | | | | | |
Net loss per share, basic and diluted | | $ | (0.04 | ) | | | | | | $ | (0.02 | ) |
| | | | | | | | | | | | |
Weighted average shares outstanding | | | 51,135,235 | | | | | | | | 51,135,235 | |
NOTES TO UNAUDITED PRO FORMA FINANCIAL STATEMENTS
(A) | To record the sale of the subject producing oil and gas properties by the Company to the Buyer for a cash sales price of $3,100,000, and to adjust the historical Balance Sheet accounts as of March 31, 2015. |
(B) | To record application of the gross sales proceeds to the payment of long-term debt, accounts payable and accrued liabilities, including prepayment penalties to the bridge loan lenders in the cash amount of $85,000. |
(C) | To record the following: (i) Elimination of revenues and expenses of the subject producing oil and gas properties from the historical Statement of Operations; (ii) Estimation of impairment allowance at March 31, 2015 resulting from sale of the subject producing oil and gas properties; and (iii) Recognition of income tax effects of such adjustments. |