U. S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 10-QSB (Mark One) (X) QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 31, 1996 ( ) TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission file number 0-1394 SEVEN J STOCK FARM, INC. (Name of small business issuer as specified in its charter) Texas 74-1110910 ----- ---------- (State of incorporation) (I.R.S. Employer Identification No.) 808 Travis Street, Suite 1453, Houston, TX 77002 ------------------------------------------------- (Address of principal executive offices) (713) 228-8900 -------------- (Issuer's telephone number) 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 (X) No ( ) As of September 10, 1996 there were 1,451,000 shares of Seven J Stock Farm, Inc. common stock $1.00 par value outstanding. SEVEN J STOCK FARM, INC. AND SUBSIDIARY CONDENSED CONSOLIDATED STATEMENTS OF INCOME (IN THOUSANDS EXCEPT FOR SHARES AND PER SHARE DATA) (UNAUDITED) FOR THE THREE FOR THE NINE MONTHS ENDED MONTHS ENDED JULY 31, JULY 31, ----------------- ----------------- 1996 1995 1996 1995 ------- ------- ------- ------- REVENUES: Pipeline operations $ 34 $ 45 $ 110 $ 135 Oil and gas royalties - net of excise taxes 24 26 76 84 Farm produce sales 11 1 12 2 Pasture and ranch lease rentals 29 29 89 89 ------ ------ ------ ------ Total revenues $ 98 $ 101 $ 287 $ 310 ------ ------ ------ ------ COSTS AND EXPENSES: Operating expenses $ 21 $ 22 $ 54 $ 52 Administrative and general expenses 42 29 129 108 Depreciation 23 16 57 48 Other (income) - net (6) (6) (21) (17) Other costs and expenses 8 8 36 36 ------ ------ ------ ------ Total costs and expenses $ 88 $ 69 $ 255 $ 227 ------ ------ ------ ------ INCOME BEFORE PROVISION FOR INCOME TAXES $ 10 $ 32 $ 32 $ 83 Provision for income taxes (Note 2) 1 6 4 14 ------ ------ ------ ------ NET INCOME $ 9 $ 26 $ 28 $ 69 ====== ====== ====== ====== NET INCOME PER SHARE (1,451,000 weighted - average shares outstanding) $ .01 $ .02 $ .02 $ .05 ====== ====== ====== ====== DIVIDENDS PER SHARE None None $ .04 None ====== The notes to the condensed consolidated financial statements are an integral part of this statement. SEVEN J STOCK FARM, INC. AND SUBSIDIARY CONDENSED CONSOLIDATED BALANCE SHEET JULY 31, 1996 (IN THOUSANDS EXCEPT FOR SHARES AND PER SHARE DATA) (UNAUDITED) JULY 31, ASSETS 1996 ------------ CURRENT ASSETS: Cash and cash equivalents $ 187 Accounts receivable 103 Accounts receivable - related party 58 Inventories - growing crops - at market 43 Deferred income taxes 19 Other 34 ----------- Total current assets $ 444 PROPERTY AND EQUIPMENT - net 1,336 OTHER ASSETS 8 ----------- TOTAL $ 1,788 =========== LIABILITIES AND SHAREHOLDERS' EQUITY CURRENT LIABILITIES: Accounts payable $ 107 Dividend payable 58 Accrued taxes - other than taxes on income 21 ----------- Total current liabilities $ 186 ----------- OTHER LIABILITIES AND CREDITS: Deferred income taxes $ 83 Unearned lease income 9 ----------- Total other liabilities and credits $ 92 ----------- SHAREHOLDERS' EQUITY: Common stock, par value $1.00 per share, authorized 1,500,000 shares; issued and outstanding 1,451,000 shares $ 1,451 Retained earnings 59 ----------- Total shareholders' equity $ 1,510 ----------- TOTAL $ 1,788 =========== The notes to the condensed consolidated financial statements are an integral part of this statement. SEVEN J STOCK FARM, INC. AND SUBSIDIARY CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE NINE MONTHS ENDED JULY 31, 1996 AND 1995 INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (IN THOUSANDS) (UNAUDITED) FOR THE NINE MONTHS ENDED JULY 31, --------------------------- 1996 1995 ------------ ------------ CASH FLOW FROM OPERATING ACTIVITIES: Net income $ 28 $ 69 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation 57 48 Deferred income taxes 2 (2) Changes in assets and liabilities: (Increase) decrease in assets: Accounts receivable (50) 4 Inventories (38) (2) Other current assets (26) 6 Increase (decrease) in liabilities: Accounts payable and other (28) (37) Accrued income taxes (14) - Accrued taxes - other than taxes on income (6) (9) ----------- ----------- Net cash provided by (used in) operating activities $ (75) $ 77 ----------- ----------- (CONTINUED) SEVEN J STOCK FARM, INC. AND SUBSIDIARY CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE NINE MONTHS ENDED JULY 31, 1996 AND 1995 INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (IN THOUSANDS) (UNAUDITED) (CONTINUED) FOR THE NINE MONTHS ENDED JULY 31, --------------------------- 1996 1995 ------------ ------------ CASH FLOW FROM INVESTING ACTIVITIES: Proceeds from redemption of certificates of deposit $ - $ 75 Purchase of certificates of deposit - (225) Expenditures for property and equipment (225) (114) ----------- ----------- Net cash used in investing activities $ (225) $ (264) ----------- ----------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS $ (300) $ (187) CASH AND CASH EQUIVALENTS - beginning of period 487 301 ----------- ----------- CASH AND CASH EQUIVALENTS - end of period $ 187 $ 114 =========== =========== SUPPLEMENTAL CASH FLOW DATA: Cash paid during the period for: Interest $ - $ - =========== =========== Income taxes $ 43 $ 20 =========== =========== The notes to the condensed consolidated financial statements are an integral part of this statement. SEVEN J STOCK FARM, INC. AND SUBSIDIARY NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS NOTE 1 - BASIS OF PRESENTATION The accompanying interim condensed consolidated financial statements are unaudited and include the accounts of Seven J Stock Farm, Inc. (the "Company") and its wholly owned subsidiary, Madison Pipe Line Company. The unaudited interim condensed consolidated financial statements and related notes have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission. Accordingly, certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been omitted pursuant to such rules and regulations. The accompanying unaudited interim condensed consolidated financial statements and related notes should be read in conjunction with the financial statements and related notes included in the Company's 1995 Annual Report to Shareholders. In the opinion of management, the accompanying unaudited condensed consolidated financial statements contain all adjustments necessary to present fairly the Company's financial position as of July 31, 1996 and the results of its operations and its cash flows for the periods ended July 31, 1996 and 1995. Such adjustments consisted only of normal recurring items. The results of operations for the periods ending July 31, 1996 and 1995 are not necessarily indicative of the results to be expected for the full year. Interim results are subject to year-end adjustments and audit by independent public accountants. Certain items and amounts have been reclassified. The reclassifications have no effect on net income. NOTE 2 - PROVISION FOR INCOME TAXES The reported tax rate in the first nine months of fiscal year 1996 was 13.6%, which is the Company's current estimate of the effective tax rate for the entire year. The reported tax rate in the corresponding period of the previous year was 16.9%. The Company's effective tax rate for the year ended October 31, 1995 was 28.6%. SEVEN J STOCK FARM, INC. AND SUBSIDIARY ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Results of Operations Pipeline Operations - Revenue for the nine months ended July 31, 1996 decreased $25,000 or 18.5% as compared to the nine months ended July 31, 1995. The decline is the result of a decrease in the volume of natural gas transmitted through the system. Net Oil and Gas Royalties - Revenue for the nine months ended July 31, 1996 decreased $8,000 or 9.5% as compared to the nine months ended July 31, 1995. The decline is due to a decrease in production. Farm Produce Sales - Revenue for the nine months ended July 31, 1996 increased $10,000 or 500% as compared to the nine months ended July 31, 1995. The increase is due to an increase in United State Department of Agriculture subsidy payments received. Administrative and General Expenses - Expenses for the nine months ended July 31, 1996 increased $21,000 or 19.4% as compared to the nine months ended July 31, 1995. Increases in accounting costs and in the cost of contract office personnel were the primary causes of the increases in administrative and general expenses. Depreciation Expense - Depreciation expense for the nine months ended July 31, 1996 increased $9,000 or 18.75% as compared to the nine months ended July 31, 1995. Additional property, plant, and equipment placed in service had the effect of increasing depreciation expense. Other Income - Other income for the nine months ended July 31, 1996 increased $4,000 or 23.5% as compared to the nine months ended July 31, 1995. This increase is due to an increase in interest income. Provision for Income Taxes - Provision for income taxes for the nine months ended July 31, 1996 decreased $10,000 or 71.4% as compared to the nine months ended July 31, 1995. This is due to a decrease in income. Liquidity and Capital Resources The Company used $75,000 cash for operating activities for the nine months ended July 31, 1996 as compared to generating $77,000 of net cash flow for the prior period. The change was primarily attributable to an increase in accounts receivable for pasture and ranch lease rentals. It is anticipated that the account receivable will be collected in the fourth quarter. The Company anticipates that adequate working capital will be provided from future operations. A dividend of $58,040 (.04 per share of common stock) will be paid on October 26, 1996 to holders of record May 15, 1996. Cash requirements will be provided in part by redemption of short-term certificates of deposit. PART II. OTHER INFORMATION ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K (A) Exhibits - none (B) Reports on Form 8-K - there were no reports on Form 8-K filed for the quarter ended July 31, 1996. 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. Date: September , 1996 SEVEN J STOCK FARM, INC. (Registrant) R. F. Pratka ------------------------------------------ R. F. Pratka, Vice-President and Treasurer (Principal Financial Officer)