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 April 30, 1998 ( ) 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 May 30, 1998 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 SIX MONTHS ENDED MONTHS ENDED APRIL 30, APRIL 30, ------------------ ------------------ 1998 1997 1998 1997 -------- -------- -------- -------- REVENUES: Pipeline operations $ 60 $ 33 $ 145 $ 87 Oil and gas royalties - net of excise taxes 76 79 120 114 Farm produce sales 3 4 10 7 Pasture and ranch lease rentals 30 30 60 60 -------- -------- -------- -------- Total revenues $ 169 $ 146 $ 335 $ 268 -------- -------- -------- -------- COSTS AND EXPENSES: Operating expenses $ 30 $ 28 $ 106 $ 45 Administrative and general expenses 55 47 106 103 Depreciation 25 25 49 43 Other (income) - net (6) (6) (10) (11) Taxes other than income taxes 9 10 18 19 -------- -------- -------- -------- Total costs and expenses $ 113 $ 104 $ 269 $ 199 -------- -------- -------- -------- INCOME BEFORE PROVISION FOR INCOME TAXES $ 56 $ 42 $ 66 $ 69 Provision for income taxes (Note 2) 19 15 21 23 -------- -------- -------- -------- NET INCOME $ 37 $ 27 $ 45 $ 46 ======== ======== ======== ======== NET INCOME PER SHARE (1,451,000 weighted average shares outstanding) $ .02 $ .02 $ .03 $ .03 ======== ======== ======== ======== DIVIDENDS PER SHARE .04 .04 .04 .04 ======== ======== ======== ======== 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 APRIL 30, 1998 (IN THOUSANDS EXCEPT FOR SHARES AND PER SHARE DATA) (UNAUDITED) APRIL 30, ASSETS 1998 --------- CURRENT ASSETS: Cash and cash equivalents $ 141 Accounts receivable 107 Refundable income taxes 43 Other 12 --------- Total current assets $ 303 PROPERTY AND EQUIPMENT - net 1,615 OTHER ASSETS 55 --------- TOTAL $ 1,973 ========= LIABILITIES AND SHAREHOLDERS' EQUITY CURRENT LIABILITIES: Accounts payable $ 103 Dividend payable 59 Accrued taxes - other than taxes on income 11 Deferred income taxes 39 --------- Total current liabilities $ 212 --------- OTHER LIABILITIES AND CREDITS: Deferred income taxes $ 94 Unearned lease income 9 --------- Total other liabilities and credits $ 103 --------- 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 207 --------- Total shareholders' equity $ 1,658 --------- TOTAL $ 1,973 ========= 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 SIX MONTHS ENDED APRIL 30, 1998 AND 1997 INCREASE IN CASH AND CASH EQUIVALENTS (IN THOUSANDS) (UNAUDITED) FOR THE SIX MONTHS ENDED APRIL 30, ------------------ 1998 1997 -------- -------- CASH FLOW FROM OPERATING ACTIVITIES: Net income $ 45 $ 46 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation 49 43 Deferred income taxes 4 10 Changes in assets and liabilities: (Increase) decrease in assets: Accounts receivable 2 100 Inventories 138 34 Other current assets 7 49 Other assets (10) - Increase (decrease) in liabilities: Accounts payable and other (36) (89) Accrued income taxes (1) - Accrued taxes - other than taxes on income (17) 11 -------- -------- Net cash provided by operating activities $ 181 $ 204 -------- -------- (CONTINUED) SEVEN J STOCK FARM, INC. AND SUBSIDIARY CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED APRIL 30, 1998 AND 1997 INCREASE IN CASH AND CASH EQUIVALENTS (IN THOUSANDS) (UNAUDITED) (CONTINUED) FOR THE SIX MONTHS ENDED APRIL 30, ------------------ 1998 1997 -------- -------- CASH FLOW FROM INVESTING ACTIVITIES: Expenditures for property and equipment $ (172) $ (104) Loan to individual - (30) -------- -------- Net cash used in investing activities $ (172) $ (134) -------- -------- NET INCREASE IN CASH AND CASH EQUIVALENTS $ 9 $ 70 CASH AND CASH EQUIVALENTS - beginning of period 132 97 -------- -------- CASH AND CASH EQUIVALENTS - end of period $ 141 $ 167 ======== ======== SUPPLEMENTAL CASH FLOW DATA: Cash paid during the period for: Interest $ - $ - ======== ======== Income taxes $ 7 $ (26) ======== ======== 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 1997 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 April 30, 1998 and the results of its operations and its cash flows for the periods ended April 30, 1998 and 1997. Such adjustments consisted only of normal recurring items. The results of operations for the periods ending April 30, 1998 and 1997 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 six months of fiscal year 1998 was 31.8%, 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 33.3%. The Company's effective tax rate for the year ended October 31, 1997 was 22.1%. 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 six months ended April 30, 1998 increased $58,000 or 66.7% as compared to the six months ended April 30, 1997. The increased profitability is attributable to selling raw gas rather than processing the gas through a gas plant. Net Oil & Gas Royalties - Revenue for the six months ended April 30, 1998 increased $6,000 or 5.3% as compared to the six months ended April 30, 1997. The increase is primarily due to increased volumes produced on the Company's land. Operating Expenses - Expenses for the six months ended April 30, 1998 increased $61,000 or 135.6% as compared to the six months ended April 30, 1997. The increase in pipeline operating expenses is attributable to expenses of the new jointly owned compression and dehydration facility. Depreciation - Depreciation for the six months ended April 30, 1998 increased $6,000 or 13.9% as compared to the six months ended April 30, 1997. The increase is attributable to additions of property and equipment. Provision for Income Taxes - Provision for income taxes for the six months ended April 30, 1998 decreased $2,000 as compared to the six months ended April 30, 1997. This is due to the decrease in income before provision for income taxes. Liquidity and Capital Resources The Company generated $181,000 of cash flows from operating activities for the six months ended April 30, 1998 which is a decrease of $23,000 or 11.3% as compared to April 30, 1997. This decrease is primarily the result of drilling new water wells on company lands. The Company anticipates that adequate working capital will continue to be provided from future operations. On March 17, 1998, the Company's Board of Directors declared a $.04 per share dividend to be paid during the Company's third quarter. PART II. OTHER INFORMATION ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS (A) Annual meeting of shareholders was held March 17, 1998. (B) Seven J Stock Farm, Inc. did not solicit proxies and the following directors were elected: 1. John R. Parten 2. R. F. Pratka 3. Patrick J. Moran 4. William C. Bennett (C) Shareholders approved the appointment of the firm Mattison and Riquelmy as the Company's Independent Auditors. 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 April 30, 1998. 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: June 10, 1998 SEVEN J STOCK FARM, INC. (Registrant) R. F. Pratka ------------------------------------------ R. F. Pratka, Vice-President and Treasurer (Principal Financial Officer)