1 U.S. SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-QSB Quarterly report under Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended: September 30, 1999 Commission File Number: 0-3912 PETROL INDUSTRIES, INC. (Exact Name of Small Business Issuer as Specified in its Charter) NEVADA 75-1282449 (State or Other Jurisdiction of (I.R.S. Employer Identification No.) Incorporation of Organization) 202 N. THOMAS, SUITE 4 SHREVEPORT, LA 71107-6539 (Address of Principal Executive Offices) (318) 424-6396 (Issuer's Telephone Number, Including Area Code) 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 [XX] NO [ ] APPLICABLE ONLY TO CORPORATE ISSUERS State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date: 1,597,196 2 PART I - FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS PETROL INDUSTRIES, INC. & SUBSIDIARIES Consolidated Balance Sheets September 30, December 31, ASSETS 1999 1998 ------ ------------- ------------ (unaudited) Current assets: Cash and cash equivalents $ 34,958 56,729 Accounts receivable: Trade 47,765 28,688 Other 9,497 9,497 ---------- -------- 57,262 38,185 Inventory 31,386 16,685 Prepaid expenses 10,484 3,804 ---------- --------- Total current assets 134,090 115,403 ---------- --------- Property and equipment, at cost: Land 7,000 7,000 Developed and undeveloped oil and gas properties-successful efforts method 4,178,709 4,179,433 Trucks and other operating equipment 367,984 367,984 Furniture and fixtures 44,015 44,015 ---------- --------- 4,597,708 4,598,432 Less accumulated depreciation, depletion and amortization 4,536,945 4,530,195 ---------- ---------- 60,763 68,237 ---------- --------- Cash surrender value of life insurance, net --- --- Other assets 1,107 1,107 ---------- --------- $ 195,960 184,747 ========== ========= LIABILITIES AND STOCKHOLDERS' DEFICIT ------------------------------------- Current liabilities: Accounts payable $ 42,394 37,242 Note payable 52,147 --- Payable to interest owners 318,020 313,168 Payable to officer, net 681,481 562,682 Accrued expenses 110,009 106,770 ---------- --------- Total current liabilities 1,204,051 1,019,862 ---------- --------- Stockholders' deficit: Preferred stock-no par value. Authorized 1,000,000 shares; no shares issued or outstanding --- --- Common stock-$.10 par value. Authorized 10,000,000 shares; issued and outstanding 1,597,196 shares in 1999 and 1998 159,720 159,720 Accumulated deficit (1,167,811) (994,835) ---------- --------- Total stockholders' deficit (1,008,091) (835,115) ---------- --------- $ 195,960 184,747 ========== ========= 3 PETROL INDUSTRIES, INC. & SUBSIDIARIES Consolidated Statements of Operations (unaudited) Quarter Ended Nine Months Ended September 30, September 30, ------------- ----------------- 1999 1998 1999 1998 ---- ---- ---- ---- Revenues: Oil and gas sales $ 143,535 93,012 341,645 344,434 Other operating income 14,020 7,231 24,223 21,725 --------- --------- --------- --------- 157,555 100,243 365,868 366,159 --------- --------- --------- --------- Expenses: Lease operating expense 110,948 120,514 295,172 401,424 General and administrative 70,672 69,542 210,198 234,009 Depreciation, depletion and amortization 2,250 2,700 6,750 6,900 --------- --------- --------- --------- 183,870 192,756 512,120 642,333 --------- --------- --------- --------- Operating loss (26,315) (92,513) (146,252) (276,174) --------- --------- --------- --------- Other income and (expense): Gain/(loss) on sale of assets --- --- --- (408) Interest income 134 1,536 470 5,579 Interest expense (11,095) (10,118) (27,194) (28,519) --------- --------- --------- --------- (10,961) (8,582) (26,724) (23,348) --------- --------- --------- --------- Net loss $ (37,276) (101,095) (172,976) (299,522) ========= ========= ========= ========= Net loss per share $ (.03) (.06) (.11) (.19) ========= ========= ========= ========= Average common shares outstanding 1,597,196 1,597,196 1,597,196 1,597,196 ========= ========= ========= ========= 4 PETROL INDUSTRIES, INC. & SUBSIDIARIES Consolidated Statements of Cash Flows Nine months ended September 30, 1999 and 1998 (unaudited) 1999 1998 ---- ---- Operating activities: Net loss $ (172,976) (299,522) Adjustments to reconcile net loss to net cash (used) provided by operating activities: Depreciation, depletion and amortization 6,750 6,900 Loss/(gain) on sale of assets --- 408 Losses on retirements of property and equipment included in lease operating expenses 724 1,511 Changes in assets and liabilities: Cash surrender value of life insurance --- (8,325) Accounts receivable (19,077) 25,531 Inventory (14,701) 18,890 Prepaid expenses (6,680) (2,399) Accounts payable and accrued expenses 8,391 20,251 Note Payable 52,147 --- Payable to officer, net 118,799 132,431 Payable to interest owners 4,852 7,753 -------- -------- Net cash provided by operating activities (21,771) (96,571) Investing activities: Capital expenditures --- (23,190) Net cash (used) provided by investing -------- -------- activities --- (23,190) (Decrease)/increase in cash and cash equivalents (21,771) (119,761) Cash and cash equivalents at beginning of period 56,729 174,809 --------- --------- Cash and cash equivalents at end of period $ 34,958 55,048 ========= ========= 5 PETROL INDUSTRIES, INC. & SUBSIDIARIES Consolidated Statements of Changes in Stockholders' Deficit Nine months ended September 30, 1999 and 1998 (unaudited) 1999 1998 ---- ---- Stockholders' deficit at January 1 $ (835,115) (451,125) Net loss for the nine-month period (172,976) (299,522) Stockholders' deficit at September 30 $ (1,008,091) (750,647) __________ _________ 6 PETROL INDUSTRIES, INC. & SUBSIDIARIES Notes to Consolidated Financial Statements (unaudited) 1. The accompanying unaudited consolidated financial statements have been prepared by the Registrant in accordance with generally accepted accounting principles, pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements have been condensed or omitted pursuant to such rules and regulations, although management believes that the disclosures are adequate to make the information presented not misleading. In the opinion of management, the accompanying financial statements contain all adjustments necessary for a fair statement of the results for the interim periods presented. It is suggested that these consolidated financial statements be used in conjunction with the consolidated financial statements and the notes thereto included in the Registrant's 1998 Annual Report on Form 10-KSB. 2. The consolidated financial statements included herein are consolidated with the accounts of Petrolind Drilling Funds, Inc. and Realco, Inc., both wholly owned subsidiaries of the Registrant, neither of which was active during 1999 or 1998. 3. Net income per share of common stock is computed on the weighted average number of shares outstanding during the nine months ended September 30. The weighted average number of shares outstanding was determined by totaling the number of shares outstanding at the end of each month and dividing that total by the number of months. Total Number of Shares Outstanding 1999 1998 ---- ---- January 31 1,597,196 1,597,196 February 28 1,597,196 1,597,196 March 31 1,597,196 1,597,196 April 30 1,597,196 1,597,196 May 31 1,597,196 1,597,196 June 30 1,597,196 1,597,196 July 31 1,597,196 1,597,196 August 31 1,597,196 1,597,196 September 30 1,597,196 1,597,196 4. The expected tax benefit resulting from operating losses for the first nine months of 1999 has not been recorded because it is not expected to be realizable. Additionally, there were no significant changes in the temporary differences that give rise to significant portions of the deferred tax assets and deferred tax liabilities at September 30, 1999. 5. The Company has entered into a loan agreement with a stockholder of the corporation in which it has the ability to borrow an amount in the aggregate not to exceed $100,000, including any amounts advanced prior to the execution of said agreement. Borrowings under this note will bear interest at 10.75% and funds borrowed may be used to fund the operations of the Company. Payment of all accrued and unpaid interest and all unpaid principal is due May 1, 2001. Until such date, the Company will, on a quarterly basis, pay only the accrued unpaid interest on the note on the 10th day of the month for the preceding calendar quarter or portion thereof; such payments will be due 7 January 10, April 10, July 10, and October 10. The Company has the right under the note agreement to make principal payments at any time before they are due without incurring any prepayment penalties. In addition to the protections given under this agreement, a mortgage on certain real property owned by the Company is pledge as security on said agreement. Gross borrowing under the agreement as of September 30, 1999, was $50,000. Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Oil and gas sales revenues increased approximately 54.3% in the third quarter of 1999, compared to the third quarter of 1998, the result being an increase in average oil prices of approximately $7.35 per barrel. The Company's net loss for the period decreased to $37,276, or ($.03) per share, compared to $101,095 or ($.06) per share in the 1998 period. The Company sustained an operating loss of $26,315 in the third quarter of 1999, compared to an operating loss of $92,513 in the third quarter of 1998. For the nine month period ended September 30, 1999, the Company's net loss decreased approximately 42.3% to $172,976 from the $299,522 net loss in the prior year's period. Operating losses in the 1999 period also decreased approximately 47.1% compared to the 1998 period. Oil prices averaged $18.73 per barrel during the third quarter of 1999, compared to an average of $11.38 per barrel in the 1998 period. For the nine month period, oil prices averaged $14.82 in 1999 compared to $12.51 in 1998. The Company had cash and cash equivalents at September 30, 1999, of $34,958 compared to $56,729 at the end of the 1998 fiscal year. Management estimates that it owes $318,020 from the settlement of the Horne Lease dispute with Oryx to owners of other interests in the Horne Lease. In July, 1999, the National Association of Securities Dealers changed the stock symbol of Petrol Industries, Inc. from PTRL to PTLD. The new symbol became effective July 22, 1999. The Company's common stock is traded over-the-counter. The Company is working to resolve the potential impact of the year 2000 on the ability of the Company's computerized information systems to accurately process information that may be date-sensitive. Any of the Company's programs that recognize a date using "00" as the year 1900 rather than the year 2000 could result in errors or system failures. The Company utilizes a limited number of computer programs across its entire operation. The Company has not completed its assessment, but currently believes that costs of addressing this issue will not have a material adverse impact on the Company's financial position, as its computer programs will be updated by third party vendors. However, if the Company and third parties upon which it relies are unable to address this issue in a timely manner, it could result in a material financial risk to the Company. In order to assure that this does not occur, the Company plans to devote all resources required to resolve any significant year 2000 issues in a timely manner. 8 PART II - OTHER INFORMATION Item 1. LEGAL PROCEEDINGS None. Item 2. CHANGES IN SECURITIES None. Item 3. DEFAULTS UPON SENIOR SECURITIES None. Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS None. 9 SIGNATURE Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. Dated: November 12, 1999 PETROL INDUSTRIES, INC. s/Joseph M. Rodano By:_____________________________________ Joseph M. Rodano President and Treasurer 10 EXHIBIT INDEX Exhibit No. Description ------- ----------- 27 Financial Data Schedule