ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.
The following discussion should be read in conjunction with Items 6 and 7 of the Company’s Annual Report on Form 10-KSB for the fiscal year ended February 28, 2007 and the Notes to Condensed Financial Statements contained in this report.
Results of Operations
The Company had a net loss of $19,868($0.00 per share) for the three months ended May 31, 2007(the “2007 period”) compared to net loss of $50,387 ($0.01 per share)for the three months ended May 31, 2006 (the “2006 period”).
Oil and gas revenues for the 2007 period were $336,953, compared to $347,317 for the 2006 period, representing a decrease of $10,364 (2.98%). This decrease was due primarily to a reduction in the Company’s average price received for oil sales during the 2007 period, as well as a reduction in its gas sales volumes during the 2007 period as compared to the 2006 period. The following table compares the Company’s oil and gas revenues, sales volumes and average prices received during the 2007 period with those during the 2006 period:
| | Three Months | | Three Months | | | |
| | Ended | | Ended | | Percentage | |
| | May 31, 2007 | | May 31, 2006 | | Difference | |
Oil: | | | | | | | |
Revenues | | $ | 278,946 | | $ | 291,019 | | – 4.2 | % |
Volume (Bbls.) | | 4,653 | | 4,493 | | + 3.6 | % |
Average Price (per Bbl.) | | $ | 59.95 | | $ | 64.77 | | – 7.4 | % |
Gas: | | | | | | | |
Revenues | | $ | 44,346 | | $ | 47,172 | | – 6.0 | % |
Volume (MCF) | | 6,632 | | 7,358 | | – 9.9 | % |
Average Price (per MCF) | | $ | 6.69 | | $ | 6.41 | | + 4.4 | % |
Non-material amounts of natural gas liquids revenues and sales are excluded from the foregoing table.
The Company’s principal producing oil and gas property in Madison County, Texas is in the process of being waterflooded. Oil
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revenues from this property decreased during the 2007 period, due to a reduction in the Company’s average oil price received from the property. Sales volumes from this property for both oil and gas were minimally lower during the 2007 period than the 2006 period.
The Company received no gravel sales revenues in either the 2007 period or 2006 period as Four Corners Materials (“FCM”) is no longer mining gravel from the Durango Property and reclaimed its permitted area in fiscal 2005. FCM has received a partial release of its reclamation warranty provided in regard to its permit. The full release of the reclamation performance bond is subject to the Colorado Division of Reclamation, Mining, and Safety (the “CDRMS”) confirmation that environmental responses, ground cover, vegetative habitat and re-growth have stabilized. The Company has reclaimed twenty-six acres of the thirty-eight disturbed acres under its Carbon Junction Coal Mine permit which covers 192 acres. On August 25, 2006, the Company filed a Phase 1 Bond Release application with the CDRMS requesting the release of a portion of its financial warranty subject to reclamation required under its permit. The Company’s original and current bond amount for the reclamation of the coal mine is $816,526. Prior to the Phase 1 Bond Release request, the Company had submitted a Technical Revision that updated the reclamation cost estimate for the mine which would result in the reduction of the $816,526 reclamation for the site to $702,053. Under a Phase 1 Bond Release, up to 60 percent of the bond may be released. In the event the maximum of 60 percent of the remaining $702,053 is approved, a resulting financial warranty of approximately $281,000 would be required by the Company for the reclamation of the remaining approximately twelve acres contained within the permit and approximately $536,000 could be released by CDRMS to the Company pursuant to its lessened obligation under the permit.
The Company’s oil and gas operations expense for the 2007 period was $269,780 compared to $237,074 for the 2006 period, representing an increase of approximately $32,700 (13.80%). The Company’s lease operating expenses increased approximately $27,800(14.66%)for the 2007 period as compared to the 2006 period as Madison County leases increased $46,000(31.86%) and North Texas counties decreased $11,100(20.27%). Expenses for oil and gas operations on all leases decreased with the exception of leases operated by our Madison County operator with expense increases occurring in Madison, Panola, and Red River Counties, Texas. Although well servicing, pumping unit and rod cost declined approximately $50,000; primarily increases in expenses for small
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tools, supplies and rentals, miscellaneous repairs, tubing testing and replacement, and field supervision expenses more than offset the reduction. Depletion and depreciation expenses increased approximately $3,700 (82.85%) for the 2007 period compared to the 2006 period. Such increase was primarily credited to the Madison County, Texas property. Production taxes decreased approximately $600 (4.0%) for the 2007 period compared to the 2006 period due to lower oil and gas revenues. All other categories either minimally increased or were similar to the 2006 period. The Company did not incur any exploration expenses, dry hole expenses or leasehold abandonment charges during either the 2007 period or the 2006 period.
The expenses of the Company’s coal and gravel operations for the 2007 period were $8,797 compared to $12,237 for the 2006 period, representing a decrease of approximately $3,400 (28.11%). This decrease was primarily a result of the decline in legal fees incurred in connection with the investigation of the royalty owners’ mineral title and ad valorem taxes which was partially offset by an increase in testing and permitting fees.
The Company incurred real estate expense of $23,135 in the 2007 period, compared to $72,019 in the 2006 period with decreases resulting from reductions in legal, engineering, and payroll expenses in the amount of $29,890, $29,463, and $4,850, respectively, partially offset by an increase in ad valorem tax in the amount of $15,320.
General and administrative expenses for the 2007 period were $122,010 compared to $151,782 for the 2006 period, representing a decrease of approximately $29,800 (19.62%). The decrease was primarily attributable to a decrease in Securities and Exchange Commission (the “Commission”)reporting costs, tax accounting and employee benefits.
Interest and other income increased $ 9,651(21.05%) in the 2007 period as compared to the 2006 period. An interest income increase was essentially offset by a decrease in dividend income, as a gain on the sale of asset resulted in an approximate $10,500 increase in the 2007 period.
The Company’s weighted average shares outstanding decreased approximately 0.12% for the 2007 period compared to the 2006 period. During the fiscal year 2007, the Company purchased 4,500
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shares of its stock from an unrelated party and 4,000 shares from a related party.
Financial Condition and Liquidity
For the 2007 period, operating and investing activities were net users of funds. As a result, the Company’s cash and cash equivalents decreased by approximately $43,800 for the 2007 period as compared to the 2006 period. Investing activities, primarily additions to lease and well equipment for the Madison County property, resulted in the net decrease in cash and cash equivalents during the 2007 period. At May 31, 2007, the Company had no indebtedness, and cash and cash equivalents totaled approximately $2,367,000.
The Company expects to fund its contemplated operations and any purchases of the Company’s stock it makes during the remainder of fiscal 2008 from its cash and cash equivalents and any cash flow from its operations.
Critical Accounting Policies and Estimates
The foregoing discussion and analysis of the Company’s results of operations and financial condition and liquidity is based upon the financial statements, which have been prepared in accordance with U.S. generally accepted accounting principles. The preparation of these financial statements requires the Company to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses. In response to the “Commission” Release No. 33-8040, “Cautionary Advice Regarding Disclosure About Critical Accounting Policies,” the Company has identified certain of its accounting policies as being of particular importance to the portrayal of the Company’s results of operations and financial position and which require the application of significant judgment by management. The Company analyzes its estimates, including those related to oil and gas revenues, oil and gas properties, income taxes, contingencies and litigation, and bases its estimates on historical experience and various other assumptions that the Company believes to be reasonable under the circumstances. Actual results may differ from these estimates under different assumptions or conditions. The Company believes the following critical accounting policies affect its more significant judgments and estimates used in the preparation of the Company’s financial statements:
SUCCESSFUL EFFORTS METHOD OF ACCOUNTING: The Company accounts for its natural gas and crude oil exploration and development activities utilizing the successful efforts method of accounting.
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Under this method, costs of productive exploratory wells, development dry holes and productive wells, costs to acquire mineral interests and three-dimensional (3-D) seismic costs are capitalized. Exploration costs, including personnel costs, certain geological and geophysical expenses including two-dimensional (2-D) seismic costs and delay rentals for oil and gas leases, are charged to expense as incurred. Exploratory drilling costs are initially capitalized, but charged to expense if and when the well is determined not to have found reserves in commercial quantities. The sale of a partial interest in a proved property is accounted for as a cost recovery and no gain or loss is recognized.
The application of the successful efforts method of accounting requires managerial judgment to determine the proper classification of wells designated as developmental or exploratory which will ultimately determine the proper accounting treatment of the costs incurred. The results from a drilling operation can take considerable time to analyze and the determination that commercial reserves have been discovered requires both judgment and industry experience. Wells may be completed that are assumed to be productive but actually deliver oil and gas in quantities insufficient to be economic, which may result in the abandonment of the wells at a later date. Wells may be drilled that target geologic structures that are both developmental and exploratory in nature and an allocation of costs is required to properly account for the results. The evaluation of oil and gas leasehold acquisition costs requires managerial judgment to estimate the fair value of these costs with reference to drilling activity in a given area. Drilling activities in an area by other companies may also effectively condemn leasehold positions.
The successful efforts method of accounting can have a significant impact on the operational results reported when the Company is entering a new exploratory area in hopes of funding an oil and gas field that will be the focus of future development drilling activity. The initial exploratory wells may be unsuccessful and will be expensed.
RESERVE ESTIMATES: The Company’s estimates of oil and gas reserves, by necessity, are projections based on geologic and engineering data, and there are uncertainties inherent in the interpretation of such data as well as the projection of future rates of production and the timing of development expenditures. Reserve engineering is a subjective process of estimating underground accumulations of oil and gas that are difficult to measure. The accuracy of any reserve estimate is a function of the quality of available data, engineering and geological interpretation and judgment. Estimates of economically recoverable oil and gas reserves and future net cash flows necessarily depend upon a number of variable factors and assumptions, such as historical production from the area compared with production from
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other producing areas, the assumed effects of regulations by governmental agencies and assumptions governing future oil and gas prices, future operating costs, severance taxes, development costs and workover gas costs, all of which may in fact vary considerably from actual results. The future drilling costs associated with reserves assigned to proved undeveloped locations may ultimately increase to an extent that these reserves may be later determined to be uneconomic. For these reasons, estimates of the economically recoverable quantities of oil and gas attributable to any particular group of properties, classifications of such reserves based on risk of recovery and estimates of the future net cash flows expected there from may vary substantially. Any significant variance in the assumptions could materially affect the estimated quantity and value of the reserves, which could affect the carrying value of the Company’s oil and gas properties and/or the rate of depletion of the oil and gas properties. Actual production, revenues and expenditures with respect to the Company’s reserves will likely vary from estimates and such variances may be material.
IMPAIRMENT OF OIL AND GAS PROPERTIES: The Company reviews its oil and gas properties for impairment at least annually and whenever events and circumstances indicate a decline in the recoverability of their carrying value. The Company estimates the expected future cash flows of its oil and gas properties and compares such future cash flows to the carrying amount of the properties to determine if the carrying amount is recoverable. If the carrying amount exceeds the estimated undiscounted future cash flows, the Company will adjust the carrying amount of the oil and gas properties to their fair value. The factors used to determine fair value include, but are not limited to, estimates of proved reserves, future commodity pricing, future production estimates, anticipated capital expenditures and a discount rate commensurate with the risk associated with realizing the expected cash flows projected.
Given the complexities associated with oil and gas reserve estimates and the history of price volatility in the oil and gas markets, events may arise that would require the Company to record an impairment of the recorded book values associated with oil and gas properties. The Company has not recognized impairments this year or in the prior year, but there can be no assurance that impairments will not be recognized in the future.
ASSET RETIREMENT OBLIGATIONS: The Company’s recorded asset retirement obligations represent the estimated present value of the amounts expected to be incurred to plug, abandon, and remediate the producing properties at the end of their productive lives, in accordance with state laws, as well as the estimated costs associated with the reclamation of the property surrounding and including the Company’s previous coal mining operations. The Company determines the asset retirement obligations by calculating
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the present value of estimated cash flows related to the liability. The asset retirement obligations are recorded as a liability at the estimated present value as of the asset’s inception, with an offsetting increase to producing properties. Periodic accretion of the discount related to the estimated liability is recorded as an expense in the statement of operations.
The estimated liability is determined using significant assumptions, including current estimates of plugging and abandonment costs, annual inflation of these costs, the productive lives of wells, and a risk-adjusted interest rate. Changes in any of these assumptions can result in significant revisions to the estimated asset retirement obligations. Revisions to the asset retirement obligations are recorded with an offsetting change to producing properties, resulting in prospective changes to depletion and depreciation expense and accretion of the discount. Because of the subjectivity of assumptions and the relatively long lives of most of the wells, the costs to ultimately retire the Company’s wells may vary significantly from prior estimates.
Forward-Looking Statements
Certain information included in this Quarterly Report on Form 10-QSB and other materials filed by the Company with the Commission contain forward-looking statements relating to the Company’s operations and the oil and gas industry. Such forward-looking statements are based on management’s current projections and estimates and are identified by words such as “expects,” “intends,” “plans,” “believes,” “estimates,” “anticipates” and similar words. These statements are not guarantees of future performance and involve certain risks, uncertainties and assumptions that are difficult to predict. Therefore, actual results may differ materially from what is expressed in such forward-looking statements.
Among the factors that could cause actual results to differ materially are crude oil and natural gas price fluctuations, failure to achieve expected production and the timing of receipt of revenues from existing and future exploration and development projects (including, particularly, the secondary recovery project on the Madison County, Texas property), higher than estimated oil and gas and coal reclamation costs and delays with respect to, or failure to obtain, governmental permits and approvals necessary to proceed with real estate development. In addition, these forward-looking statements may be affected by general domestic and international economic and political conditions.
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