FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 (Mark one) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 1995 ---------------------------------------- [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ________________ to____________________ Commission file number 1-5507 MAGELLAN PETROLEUM CORPORATION .............................................................................. (Exact name of registrant as specified in its charter) DELAWARE 06-0842255 ............................................................................. (State or other jurisdiction of I.R.S. Employer incorporation or organization) Identification No.) 149 Durham Road, Madison, Connecticut 06443 ............................................................................. (Address of principal executive offices) (Zip Code) 203-245-8380 ............................................................................. (Registrant's telephone number, including area code) ............................................................................. (Former name, former address and former fiscal year, if changed since last report) Indicate by check mark whether the registrant (l) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of l934 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 requirements for the past 90 days. |X| Yes |_| No The number of shares outstanding of the issuer's single class of common stock as of November 1, 1995 was 24,568,745. PART I - FINANCIAL INFORMATION Item 1. Financial Statements MAGELLAN PETROLEUM CORPORATION CONSOLIDATED BALANCE SHEET (unaudited) September 30, June 30, 1995 1995 ASSETS Current assets: Cash and cash equivalents $ 8,967,771 $ 8,982,582 Accounts receivable 2,303,037 1,772,342 Reimbursable development costs 255,516 141,015 Inventories 249,066 208,334 ------------ ------------ Total current assets 11,775,390 11,104,273 ------------ ------------ Property and equipment: Oil and gas properties (full cost method) 60,274,994 54,334,921 Land, buildings and equipment 2,239,419 2,084,616 Field equipment 1,580,254 1,457,894 ----------- ------------ 64,094,667 57,877,431 Less accumulated depletion, depreciation and amortization (22,538,430) (20,516,580) ------------ ------------ Net property and equipment 41,556,237 37,360,851 ------------ ------------ Other assets: Other assets 386,566 363,084 ------------ ------------ $53,718,193 $48,828,208 ============ ============ LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable $ 1,833,961 $ 1,416,315 Accrued liabilities 935,466 881,734 ------------ ------------ Total current liabilities 2,769,427 2,298,049 ------------ ------------ Long term liabilities and minority interests: Deferred income taxes 9,908,162 8,877,253 Reserve for future restoration costs 2,265,421 2,127,805 Minority interests 18,325,016 16,616,405 ----------- ----------- 30,498,599 27,621,463 ----------- ----------- Stockholders' equity: Common stock, par value $.01 per share: Authorized 50,000,000 shares Outstanding 24,548,745 and 24,543,745 shares, respectively 245,487 245,437 Capital in excess of par value 43,116,076 43,112,376 ----------- ----------- 43,361,563 43,357,813 Deficit (19,343,475) (19,615,984) Foreign currency translation adjustments (3,567,921) (4,833,133) ------------ ------------ Total stockholders' equity 20,450,167 18,908,696 ------------ ----------- $53,718,193 $48,828,208 =========== =========== PART I - FINANCIAL INFORMATION Item 1. Financial Statements MAGELLAN PETROLEUM CORPORATION CONSOLIDATED STATEMENT OF OPERATIONS (unaudited) Three months ended September 30, 1995 1994 Revenues: Oil sales $ 1,310,237 $ 1,487,427 Gas sales 2,144,888 1,745,150 Interest and other income 479,651 217,059 ----------- ----------- 3,934,776 3,449,636 ----------- ----------- Costs and expenses: Production costs 1,058,777 917,055 Salaries and employee benefits 452,782 317,395 Depletion, depreciation and amortization 696,839 871,014 Auditing, accounting and legal services 213,087 222,584 Shareholder communications 27,850 17,472 Other 293,287 277,900 Interest 5,774 7,460 ----------- ----------- 2,748,396 2,630,880 ----------- ----------- Income before minority interests and income taxes 1,186,380 818,756 Minority interests 686,804 531,967 ----------- ----------- Income before income taxes 499,576 286,789 Income tax provision 227,067 198,708 ----------- ----------- Net income $ 272,509 $ 88,081 =========== ========== Average number of shares outstanding 24,547,495 24,389,080 =========== ========== Net income per share $.01) $( - ) ===== ====== CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY (unaudited) Capital in Accumulated Number Common excess of translation of shares stock par value Deficit adjustments Total June 30, 1995 24,543,745 $245,473 $43,112,376 $(19,615,984) $(4,833,133) $18,908,696 Net income - - - 272,509 - 272,509 Currency translation - - - - 1,265,212 1,265,212 adjustments Exercise of stock options 5,000 50 3,700 - - 3,750 ---------- -------- ----------- ------------ ----------- ----------- September 30, 1995 24,548,745 $245,487 $43,116,076 $(19,343,475) $(3,567,921) $20,450,167 ========== ======== =========== ============= ============ =========== PART I - FINANCIAL INFORMATION Item 1. Financial Statements MAGELLAN PETROLEUM CORPORATION CONSOLIDATED STATEMENT OF CASH FLOWS (unaudited) Three months ended September 30, 1995 1994 Operating Activities: Net income $ 272,509 $ 88,081 Adjustments to reconcile net income to net cash provided by operating activities: Depletion, depreciation and amortization 696,839 871,014 Deferred income taxes 809,843 304,377 Minority interests 686,804 531,967 Increase (decrease) in operating assets and liabilities: Accounts receivable (513,032) (34,169) Reimbursable development costs (112,632) (84,861) Other assets (19,949) (12,153) Inventories (38,577) 14,882 Accounts payable and accrued liabilities 494,445 497,218 ----------- ---------- Net cash provided by operating activities 2,276,250 2,176,356 ----------- ---------- Investing Activities: Net additions to property and equipment (2,532,666) (1,506,741) ------------ ----------- Net cash used in investing activities (2,532,666) (1,506,741) ------------ ----------- Financing Activities: Exercise of MPC stock options and stock issued 3,750 1,972 ------------ ----------- Net cash provided in financing activities 3,750 1,972 ------------ ------------ Effect of exchange rate changes on cash and cash equivalents 237,855 66,023 ------------ ------------ Net increase (decrease) in cash and cash equivalents (14,811) 737,610 Cash and cash equivalents at beginning of year 8,982,582 8,350,577 ------------ ------------ Cash and cash equivalents at end of period $ 8,967,771 $ 9,088,187 ============ ============ PART I - FINANCIAL INFORMATION MAGELLAN PETROLEUM CORPORATION September 30, 1995 Item 1. Financial Statements - Notes The information for the three month period ended September 30, 1995 and 1994, is unaudited but includes all adjustments which the Company considers necessary for a fair presentation of the results of operations for those periods. All adjustments are of a normal recurring nature. The consolidated financial statements include the Company's 50.7% owned subsidiary, Magellan Petroleum Australia Limited ("MPAL"). Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Liquidity and Capital Resources Consolidated At September 30, 1995, the Company on a consolidated basis had approximately $8,968,000 of cash and cash equivalents. A summary of the major changes in cash items during the period is as follows: Cash and cash equivalents at beginning of year $8,983,000 Cash provided by operations 2,276,000 Net additions to property and equipment (2,533,000) Other 242,000 ---------- Cash and cash equivalents at end of period $8,968,000 ========== As to the Company (unconsolidated) At September 30, 1995, Magellan Petroleum Corporation ("MPC"), on an unconsolidated basis, had cash and cash equivalents of approximately $1,204,000. MPC's normal annual operating budget is approximately $750,000 and its current cash position and its future dividends from MPAL should be adequate to meet its current cash requirements. During fiscal 1996, MPC has budgeted approximately $200,000 for oil and gas exploration. MPC also has available a $1.5 million bank line of credit. MPC has in the past invested and may in the future invest substantial portions of its available funds to maintain its majority interest in MPAL. During September 1995, MPAL announced that its Board of Directors had recommended a dividend of A.$.10 per share. MPC's share of this dividend is approximately $1,700,000 less Australian withholding taxes of $255,000. The net proceeds of $1,445,000 will be added to MPC's working capital. The dividend was approved at MPAL's Annual General Meeting held on November 2, 1995. PART I - FINANCIAL INFORMATION MAGELLAN PETROLEUM CORPORATION September 30, 1995 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations (Cont'd) As to MPAL At September 30, 1995, MPAL had cash and cash equivalents of approximately $7,764,000. MPAL has budgeted approximately $5.5 million for exploration in fiscal 1996 in comparison to the $2.8 million incurred during fiscal 1995. MPAL expects to fund its exploration and development costs through its cash flow from Australian operations, and if necessary, any additional requirements from its A.$10 million bank line of credit. Results of Operations Three month period ended September 30, 1995 vs. September 30, 1994. The Company had consolidated net income of $272,509 for the three month period ended September 30, 1995 compared to net income of $88,081 for the comparable 1994 period. The components of consolidated net income for the comparable periods were as follows: Three month period ended September 30, 1995 1994 MPC unconsolidated pretax loss $(205,654) $(259,371) MPC income tax expense - (2,400) Share of MPAL pretax income 705,127 546,160 Share of MPAL income tax provision (226,964) (196,308) -------- ------- Consolidated net income $ 272,509 $ 88,081 ========= ========= Net income per share $.01 $ - ==== ==== PART I FINANCIAL INFORMATION MAGELLAN PETROLEUM CORPORATION September 30, 1995 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations (Cont'd) Oil and Gas Sales Oil and gas sales (in thousands) by geographic location for the comparable periods were as follows: Three month period ended September 30, -------------------------------------- 1995 1995 1994 1994 Sales % Sales % Australia $3,455 100 $3,085 95 United States - - 148 5 ------ ----- ------ ---- $3,455 100 $3,233 100 ====== ===== ====== ==== Oil Sales Oil sales decreased by 12% in the current quarter. Oil sales in Australia decreased because of a 9% decrease in oil prices which was partially offset by a 8% increase in the number of units sold. MPAL's share of oil sales in the United States decreased because the producing properties were sold on March 31, 1995. Oil unit sales in barrels ("bbls") and the average price per barrel sold during the periods indicated were as follows: Three month period ended September 30, -------------------------------------- 1995 Sales 1994 Sales Average Average price price bbls per bbl bbls per bbl Australia-Mereenie 87,750 A.$22.01 81,544 A.$24.08 PART I - FINANCIAL INFORMATION MAGELLAN PETROLEUM CORPORATION September 30, 1995 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations (Cont'd) Gas Sales Gas sales increased 23%. Gas sales in Australia increased with a 10% increase in the volumes of gas sold and modest price increases. Total gas volumes are expected to continue at least at current levels in the short term. The volumes in billion cubic feet ("bcf"), (before deducting royalties) and the average price of gas per thousand cubic feet ("mcf") sold during the periods indicated were as follows: Three month period ended September 30, -------------------------------------- 1995 Sales 1994 Sales Average Average price price bcf per mcf bcf per mcf Australia: Palm Valley Alice Springs contract .247 A.$2.85 .232 A.$2.73 Darwin contract .653 A.$2.00 .821 A.$1.97 Mereenie: Darwin contact .400 A.$1.85 .216 A.$1.23 Other .168 A.$2.62 .059 A.$2.60 ---- ---- Total 1.468 1.328 ===== ===== Interest and other income Interest and other income increased 121% in 1995. Interest and other income includes $203,000, MPAL's share of gas pipeline tariffs which commenced in May 1995. Interest income also increased $47,000. PART I - FINANCIAL INFORMATION MAGELLAN PETROLEUM CORPORATION September 30, 1995 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations (Cont'd) Costs and Expenses Production costs increased 15%. The increase in Australia relates to an increase in costs at Mereenie because of the present work to increase production. Production costs by geographic area (in thousands) are as follows: Three months ended September 30, 1995 1994 Australia $1,059 $ 938 United States - (21) ------ ----- $1,059 $ 917 ====== ===== Salaries and employee benefits increased 43% primarily because of increased compensation costs in Australia. Depreciation, depletion and amortization decreased 20% in 1995. The costs in Australia increased 10% because of the increase in the number of units sold. The U.S. amounts have decreased because the producing properties were sold on March 31, 1995. The following table is a summary of the depreciation, depletion and amortization expense (in thousands) by geographic area: Three month period ended September 30, 1995 1994 % Change Australia $697 $634 10% United States - 237 ---- ---- $697 $870 ==== ==== Shareholder communications increased 59% because of a timing difference in the holding of the Annual Meeting of Stockholders. PART I - FINANCIAL INFORMATION MAGELLAN PETROLEUM CORPORATION September 30, 1995 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations (Cont'd) Income Taxes Effective July 1, 1995, the Australian income tax rate increased from 33% to 36%. The effect of the change was to increase the consolidated income tax provision for the 1995 quarter by $19,000. A reconciliation of the income tax provisions (in thousands) for the periods is as follows: Three month period ended September 30, 1995 1994 Pretax consolidated income $ 500 $ 287 Losses not recognized: MPC's U.S. operations 206 259 MPAL's U.S. operations 114 41 Permanent differences (189) 10 ----- ----- Book taxable income $ 631 $ 597 ==== ==== Australian tax rate 36% 33% ==== ==== MPC income tax provision $ - $ 2 MPAL deferred income tax provision 227 197 ---- ---- Consolidated $ 227 $ 199 ==== ==== Exchange Effect The value of the Australian dollar relative to the U.S. dollar increased to $.7556 at September 30, 1995 compared to a value of $.7097 at June 30, 1995. This resulted in a $1,265,000 credit to the foreign currency translation adjustments account for the three month period ended September 30, 1995. The 6% increase in the value of the Australian dollar increased the reported asset and liability amounts in the balance at September 30, 1995 from the June 30, 1995 amounts. The average exchange rate used to translate MPAL's operations in Australia was $.7411 for the quarter ended September 30, 1995, which is a .3% increase compared to the $.7391 rate for the quarter ended September 30, 1994. PART II - FINANCIAL INFORMATION MAGELLAN PETROLEUM CORPORATION September 30, 1995 Item 5. Other Information. None. Item 6. Exhibits and Reports on Form 8-K None. 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: MAGELLAN PETROLEUM CORPORATION Registrant Date: November 8, 1995 By /s/ James R. Joyce James R. Joyce, President and Chief Financial and Accounting Officer