CONFORMED COPY UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities and Exchange Act of 1934 For the period ended September 30, 1995 OR [ ] Transition Report Pursuant to Section 13 of 15(d) of the Securities and Exchange Act of 1934 For the transition period from to Commission file number 0-7246 I.R.S. Employer Identification Number 95-2636730 PETROLEUM DEVELOPMENT CORPORATION (A Nevada Corporation) 103 East Main Street Bridgeport, WV 26330 Telephone: (304) 842-6256 Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 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. Yes XX No Indicate the number of shares outstanding of each of the issuers classes of common stock, as of the latest practicable date: 11,040,627 shares of the Company's Common Stock ($.01 par value) were outstanding as of September 30, 1995. PETROLEUM DEVELOPMENT CORPORATION AND SUBSIDIARIES INDEX PART I - FINANCIAL INFORMATION Page No. Item 1. Financial Statements Independent Auditors' Review Report 1 Condensed Consolidated Balance Sheets - September 30, 1995 and December 31, 1994 2 Condensed Consolidated Statements of Operations - Three Months and Nine Months Ended September 30, 1995 and 1994 4 Condensed Consolidated Statements of Cash Flows - Nine Months Ended September 30, 1995 and 1994 5 Notes to Condensed Consolidated Financial Statements 6 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 7 Statement by Management Concerning Review of Interim Financial Information by Independent Certified Public Accountants 9 PART II OTHER INFORMATION Item 1. Legal Proceedings 10 Item 6. Exhibits and Reports on Form 8-K 10 PART I - FINANCIAL INFORMATION Independent Auditors' Review Report The Board of Directors Petroleum Development Corporation: We have reviewed the accompanying condensed consolidated balance sheet of Petroleum Development Corporation and subsidiaries as of September 30, 1995, and the related condensed consolidated statements of operations for the three-month and nine-month periods ended September 30, 1995 and 1994 and the related condensed consolidated statements of cash flows for the nine-month periods ended September 30, 1995 and 1994. These financial statements are the responsibility of the company's management. We conducted our review in accordance with standards established by the American Institute of Certified Public Accountants. A review of interim financial information consists principally of applying analytical review procedures to financial data and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with generally accepted auditing standards, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion. Based on our review, we are not aware of any material modifications that should be made to the condensed consolidated financial statements referred to above for them to be in conformity with generally accepted accounting principles. We have previously audited, in accordance with generally accepted auditing standards, the consolidated balance sheet of Petroleum Development Corporation and subsidiaries as of December 31, 1994 and the related consolidated statements of operations, retained earnings, and cash flows for the year then ended (not presented herein); and in our report dated March 15, 1995, we expressed an unqualified opinion on those consolidated financial statements. In our opinion, the information set forth in the accompanying condensed consolidated balance sheet as of December 31, 1994 is fairly presented, in all material respects, in relation to the consolidated balance sheet from which it has been derived. KPMG PEAT MARWICK LLP Pittsburgh, Pennsylvania November 8, 1995 PETROLEUM DEVELOPMENT CORPORATION AND SUBSIDIARIES Condensed Consolidated Balance Sheets September 30, 1995 and December 31, 1994 ASSETS 1995 1994 (Unaudited) Current assets: Cash and cash equivalents $ 2,333,600 $ 8,906,800 Accounts and notes receivable 1,633,900 1,975,400 Inventories 192,700 390,200 Prepaid expenses 784,400 850,600 Total current assets 4,944,600 12,123,000 Properties and equipment 46,005,000 44,959,900 Less accumulated depreciation, depletion,and amortization 20,731,300 19,204,400 25,273,700 25,755,500 Other assets 278,700 446,800 $30,497,000 $38,325,300 (Continued) -2- PETROLEUM DEVELOPMENT CORPORATION AND SUBSIDIARIES Condensed Consolidated Balance Sheets, Continued September 30, 1995 and December 31, 1994 LIABILITIES AND STOCKHOLDERS' EQUITY 1995 1994 (Unaudited) Current liabilities: Current maturities of long-term debt $ 6,500 $ 36,300 Accounts payable and accrued expenses 3,835,900 4,133,800 Advances for future drilling contracts 900,100 9,199,900 Funds held for future distribution 326,300 366,700 Total current liabilities 5,068,800 13,736,700 Long-term debt, excluding current maturities 2,700,000 3,100,000 Other liabilities 469,900 328,600 Deferred income taxes 2,878,400 2,779,500 Stockholders' equity: Common stock 110,400 110,400 Additional paid-in capital 6,873,600 6,873,600 Retained earnings 12,395,900 11,396,500 Total stockholders' equity 19,379,900 18,380,500 $30,497,000 $38,325,300 See accompanying notes to condensed consolidated financial statements. -3- PETROLEUM DEVELOPMENT CORPORATION AND SUBSIDIARIES Condensed Consolidated Statements of Operations Three and Nine Months ended September 30, 1995 and 1994 (Unaudited) Three Months Ended Nine Months Ended September 30, September 30, 1995 1994 1995 1994 Revenues: Oil and gas well drilling operations $1,857,400 $1,807,500 $11,530,500 $10,958,800 Oil and gas sales 801,000 944,000 2,980,800 3,394,000 Pipeline and well operations income 868,600 885,700 2,840,600 2,840,400 Other income 55,500 78,500 200,400 201,100 3,582,500 3,715,700 17,552,300 17,394,300 Costs and expenses: Cost of oil and gas well drilling operations 1,355,100 1,724,000 9,480,600 10,621,400 Oil and gas purchases and production costs 818,100 951,800 3,224,900 2,963,100 General and administrative expenses 600,700 635,200 1,571,900 1,665,600 Depreciation, depletion, and amortization 591,300 463,600 1,715,200 1,438,300 Interest 71,000 81,200 230,700 219,400 3,436,200 3,855,800 16,223,300 16,907,800 Income (loss) before income taxes 146,300 (140,100) 1,329,000 486,500 Income taxes 36,300 (39,800) 329,600 101,200 Net income (loss) $ 110,000 $(100,300) $ 999,400 $ 385,300 Earnings (loss) per common and common equivalent share $ .01 $ (.01) $ .09 $ .03 See accompanying notes to condensed consolidated financial statements. -4- PETROLEUM DEVELOPMENT CORPORATION AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS Nine Months Ended September 30, 1995 and 1994 (Unaudited) 1995 1994 Cash flows from operating activities: Net income $ 999,400 $ 385,300 Adjustments to net income to reconcile to cash used in operating activities: Deferred federal income taxes 98,900 19,400 Depreciation, depletion & amortization 1,715,200 1,438,300 Leasehold acreage expired or surrendered 203,500 91,800 (Gain) loss on disposal of assets (29,300) 18,300 Decrease (Increase) in current assets 605,200 (556,700) Decrease in other assets 147,600 68,600 Decrease in current liabilities (8,638,100) (6,180,500) Increase in other liabilities 141,300 52,200 Total adjustments (5,755,700) (5,048,600) Net cash used in operating activities (4,756,300) (4,663,300) Cash flows from investing activities: Capital expenditures (1,653,600) (3,126,400) Proceeds from sale of leases 236,500 194,600 Proceeds from sale of assets 30,000 34,200 Net cash used in investing activities (1,387,100) (2,897,600) Cash flows from financing activities: Proceeds from debt - 800,000 Retirement of debt (429,800) (735,900) Net cash (used in) provided by financing activities (429,800) 64,100 Net change in cash and cash equivalents (6,573,200) (7,496,800) Cash and cash equivalents, beginning of period 8,906,800 10,578,800 Cash and cash equivalents, end of period $ 2,333,600 $ 3,082,000 See accompanying notes to condensed consolidated financial statements. -5- PETROLEUM DEVELOPMENT CORPORATION AND SUBSIDIARIES Notes to Condensed Consolidated Financial Statements September 30, 1995 (Unaudited) 1. Accounting Policies Reference is hereby made to the Company's Annual Report on Form 10-K for 1994, which contains a summary of major accounting policies followed by the Company in the preparation of its consolidated financial statements. These policies were also followed in preparing the quarterly report included herein. 2. Basis of Presentation The Management of the Company believes that all adjustments (consisting of only normal recurring accruals) necessary to a fair statement of the results of such periods have been made. The results of operations for the nine months ended September 30, 1995 are not necessarily indicative of the results to be expected for the full year. 3. Oil and Gas Properties Oil and Gas Properties are reported on the successful efforts method. 4. Earnings Per Share Computation of earnings (loss) per common and common equivalent share are as follows for the three months and nine months ended September 30, 1995 and 1994: Three Months Ended Nine Months Ended September 30, September 30, 1995 1994 1995 1994 Weighted average common shares outstanding 11,519,653 12,172,968 11,557,565 12,217,924 Net income (loss) $ 110,000 $ (100,300) $ 999,400 $ 385,300 Earnings (loss) per common and common equivalent share $ .01 $ (.01) $ .09 $ .03 -6- Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Results of Operations Three Months Ended September 30, 1995 Compared With September 30, 1994 Total revenues decreased $133,200 in the third quarter of 1995 compared to the same period in 1994 primarily as a result of decreased oil and gas sales. Oil and gas sales decreased 15.1% as a result of lower average sales prices offset in part by increased sales volumes. Costs and expenses decreased $419,600 primarily as a result of lower well drilling costs and oil and gas purchases and production costs offset in part by higher depreciation, depletion and amortization. Well drilling costs decreased 21.4% as a result of the significantly lower average well costs. Oil and gas purchases and production costs decreased 14.0% as a result of lower natural gas purchased for resale. Depreciation, depletion and amortization increased 27.5% as a result the increased investment in and production from Company owned wells. The foregoing resulted in net income of $110,000 as compared to a net loss of $100,300 for the third quarter of 1994. The provision for income taxes in 1995 consists of $25,400 of current taxes and $10,900 of deferred income taxes. The income tax benefit in 1994 consisted of $42,800 of current tax benefits and $3,000 of deferred income taxes. Nine Months Ended September 30, 1995 Compared with September 30, 1994 Total revenues increased $158,000 during the first nine months of 1995 compared to the same period in 1994 primarily as a result of increased drilling activity offset in part by decreased oil and gas sales. Drilling revenues increased 5.2% during the first nine months of 1995 compared to the same period in 1994 as a result of higher volumes of drilling and completion activities. Oil and gas sales decreased 12.2% as a result of lower average sales prices offset in part by increased sales volumes. Costs and expenses decreased $684,500 as a result of lower well drilling costs offset in part by higher oil and gas purchases and production costs and depreciation, depletion and amortization. Well drilling costs decreased 10.7% as a result of significantly lower average well costs. Oil and gas purchases and production costs increased 8.8% as a result of increased production costs associated with the increased sales volumes and increased leasehold acreage expiration costs. Depreciation, depletion and amortization increased 19.3% as a result of the increased investment in and production from Company owned wells. The foregoing resulted in net income of $999,400 compared to a net income of $385,300 for the first nine months of 1994. The provision for income taxes in 1995 consists of $230,700 of current taxes payable and $98,900 of deferred income taxes. The provision for income taxes in 1994 consisted of $81,800 current taxes payable and $19,400 of deferred income taxes. -7- Liquidity and Capital Resources Sales volumes of natural gas continue to increase while the natural gas prices fluctuated monthly over the past year. The Company's gas sales prices are subject to increase and decrease based on various market sensitive indices. Price levels of natural gas are currently depressed and are not predictable in the coming year. The volumes of gas sales are expected to continue to increase as a result of continued drilling activities. The Company closed its second drilling program of 1995 in the third quarter and has drilled the wells during the third and fourth quarters of 1995. The Company will close its third and fourth drilling programs of 1995 in the fourth quarter and will drill the wells during the fourth quarter of 1995 and the first quarter of 1996. The Company's public drilling program continues to receive wide market acceptance. The Company is party to a credit agreement providing up to $7.5 million in borrowing capacity. At September 30, 1995 the Company has activated $5 million of that facility and has $2.7 million outstanding. The Company continues to pursue capital investment opportunities in producing gas properties along with its commitment to participate in its sponsored gas drilling partnerships. Management believes that the Company has adequate capital to meet its operating requirements and continues to pursue opportunities for operating improvements and cost efficiencies. -8- PETROLEUM DEVELOPMENT CORPORATION AND SUBSIDIARIES STATEMENT BY MANAGEMENT CONCERNING REVIEW OF INTERIM FINANCIAL INFORMATION BY INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS The September 30, 1995 and 1994 condensed consolidated financial statements included in this filing on Form 10-Q have been reviewed by KPMG Peat Marwick LLP, independent certified public accountants, in accordance with established professional standards and procedures for such reviews. The report of KPMG Peat Marwick LLP commenting upon their review accompanies the condensed consolidated financial statements included in Item 1 of Part I. -9- CONFORMED COPY PART II - OTHER INFORMATION Item 1. Legal Proceedings The Company is party to various legal actions in the normal course of business which would not materially affect the Company's operations. Item 6. Exhibits and Reports on Form 8-K (a) None. (b) No reports on Form 8-K have been filed during the quarter ended September 30, 1995. 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. Petroleum Development Corporation (Registrant) Date: November 10, 1995 /s/ Steven R. Williams Steven R. Williams President Date: November 10, 1995 /s/ Dale G. Rettinger Dale G. Rettinger Executive Vice President and Treasurer -10-