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 Exchange Act of 1934 For the quarterly period ended September 30, 1998 or / / Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from _______ to _______ Commission File No. 33-3353A PARKER & PARSLEY 86-A, LTD. (Exact name of Registrant as specified in its charter) Texas 75-2124884 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification Number) 303 West Wall, Suite 101, Midland, Texas 79701 (Address of principal executive offices) (Zip code) Registrant's Telephone Number, including area code : (915) 683-4768 Not applicable (Former name, former address and former fiscal year, if changed since last report) 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 / x / No / / PARKER & PARSLEY 86-A, LTD. TABLE OF CONTENTS Page Part I. Financial Information Item 1. Financial Statements Balance Sheets as of September 30, 1998 and December 31, 1997........................................ 3 Statements of Operations for the three and nine months ended September 30, 1998 and 1997.................. 4 Statement of Partners' Capital for the nine months ended September 30, 1998.................................. 5 Statements of Cash Flows for the nine months ended September 30, 1998 and 1997............................... 6 Notes to Financial Statements............................... 7 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations....................... 7 Part II. Other Information Item 6. Exhibits and Reports on Form 8-K............................ 12 27.1 Financial Data Schedule Signatures.................................................. 13 2 PARKER & PARSLEY 86-A, LTD. (A Texas Limited Partnership) Part I. Financial Information Item 1. Financial Statements BALANCE SHEETS September 30, December 31, 1998 1997 ------------ ----------- (Unaudited) ASSETS Current assets: Cash $ 61,300 $ 118,873 Accounts receivable - oil and gas sales 62,071 79,774 ---------- ---------- Total current assets 123,371 198,647 ---------- ---------- Oil and gas properties - at cost, based on the successful efforts accounting method 7,116,893 7,095,382 Accumulated depletion (6,461,110) (6,293,605) ---------- ---------- Net oil and gas properties 655,783 801,777 ---------- ---------- $ 779,154 $ 1,000,424 ========== ========== LIABILITIES AND PARTNERS' CAPITAL Current liabilities: Accounts payable - affiliate $ 18,681 $ 21,145 Partners' capital: Managing general partner 6,299 8,487 Limited partners (10,131 interests) 754,174 970,792 ---------- ---------- 760,473 979,279 ---------- ---------- $ 779,154 $ 1,000,424 ========== ========== The financial information included as of September 30, 1998 has been prepared by management without audit by independent public accountants. The accompanying notes are an integral part of these financial statements. 3 PARKER & PARSLEY 86-A, LTD. (A Texas Limited Partnership) STATEMENTS OF OPERATIONS (Unaudited) Three months ended Nine months ended September 30, September 30, -------------------- -------------------- 1998 1997 1998 1997 --------- --------- --------- --------- Revenues: Oil and gas $ 108,231 $ 135,437 $ 324,543 $ 439,462 Interest 949 1,839 3,728 6,590 -------- -------- -------- -------- 109,180 137,276 328,271 446,052 -------- -------- -------- -------- Costs and expenses: Oil and gas production 71,729 105,015 288,648 314,983 General and administrative 3,247 4,063 9,736 13,184 Depletion 106,881 41,170 167,505 124,143 -------- -------- -------- -------- 181,857 150,248 465,889 452,310 -------- -------- -------- -------- Net loss $ (72,677) $ (12,972) $(137,618) $ (6,258) ======== ======== ======== ======== Allocation of net loss: Managing general partner $ (727) $ (130) $ (1,376) $ (63) ======== ======== ======== ======== Limited partners $ (71,950) $ (12,842) $(136,242) $ (6,195) ======== ======== ======== ======== Net loss per limited partnership interest $ (7.10) $ (1.27) $ (13.45) $ (.61) ======== ======== ======== ======== Distributions per limited partnership interest $ 1.01 $ 4.83 $ 7.93 $ 22.93 ======== ======== ======== ======== The financial information included herein has been prepared by management without audit by independent public accountants. The accompanying notes are an integral part of these financial statements. 4 PARKER & PARSLEY 86-A, LTD. (A Texas Limited Partnership) STATEMENT OF PARTNERS' CAPITAL (Unaudited) Managing general Limited partner partners Total --------- ---------- ---------- Balance at January 1, 1998 $ 8,487 $ 970,792 $ 979,279 Distributions (812) (80,376) (81,188) Net loss (1,376) (136,242) (137,618) -------- --------- --------- Balance at September 30, 1998 $ 6,299 $ 754,174 $ 760,473 ======== ========= ========= The financial information included herein has been prepared by management without audit by independent public accountants. The accompanying notes are an integral part of these financial statements. 5 PARKER & PARSLEY 86-A, LTD. (A Texas Limited Partnership) STATEMENTS OF CASH FLOWS (Unaudited) Nine months ended September 30, ------------------------- 1998 1997 --------- ---------- Cash flows from operating activities: Net loss $(137,618) $ (6,258) Adjustments to reconcile net loss to net cash provided by operating activities: Depletion 167,505 124,143 Changes in assets and liabilities: Accounts receivable 17,703 55,882 Accounts payable (2,464) (56,079) -------- -------- Net cash provided by operating activities 45,126 117,688 -------- -------- Cash flows from investing activities: Additions to oil and gas properties (21,511) (9,851) Cash flows from financing activities: Cash distributions to partners (81,188) (234,686) -------- -------- Net decrease in cash (57,573) (126,849) Cash at beginning of period 118,873 232,139 -------- -------- Cash at end of period $ 61,300 $ 105,290 ======== ======== The financial information included herein has been prepared by management without audit by independent public accountants. The accompanying notes are an integral part of these financial statements. 6 PARKER & PARSLEY 86-A, LTD. (A Texas Limited Partnership) NOTES TO FINANCIAL STATEMENTS September 30, 1998 (Unaudited) Note 1. Organization and nature of operations Parker & Parsley 86-A, Ltd. (the "Partnership") is a limited partnership organized in 1986 under the laws of the State of Texas. The Partnership engages primarily in oil and gas development and production in Texas and is not involved in any industry segment other than oil and gas. Note 2. Basis of presentation In the opinion of management, the unaudited financial statements of the Partnership as of September 30, 1998 and for the three and nine months ended September 30, 1998 and 1997 include all adjustments and accruals consisting only of normal recurring accrual adjustments which are necessary for a fair presentation of the results for the interim period. These interim results are not necessarily indicative of results for a full year. Certain information and footnote disclosure normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted in this Form 10-Q pursuant to the rules and regulations of the Securities and Exchange Commission. The financial statements should be read in conjunction with the financial statements and the notes thereto contained in the Partnership's Report on Form 10-K for the year ended December 31, 1997, as filed with the Securities and Exchange Commission, a copy of which is available upon request by writing to Rich Dealy, Vice President and Chief Accounting Officer, 5205 North O'Connor Boulevard, 1400 Williams Square West, Irving, Texas 75039-3746. Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations (1) Results of Operations Nine months ended September 30, 1998 compared with nine months ended September 30, 1997 Revenues: The Partnership's oil and gas revenues decreased 26% to $324,543 from $439,462 for the nine months ended September 30, 1998 and 1997, respectively. The decrease in revenues resulted from lower average prices received, offset by an increase in production. For the nine months ended September 30, 1998, 15,543 barrels of oil, 8,486 barrels of natural gas liquids ("NGLs") and 37,697 mcf of 7 gas were sold, or 30,312 barrel of oil equivalents ("BOEs"). For the nine months ended September 30, 1997, 15,268 barrels of oil and 61,398 mcf of gas were sold, or 25,501 BOEs. As of September 30, 1997, the Partnership began accounting for processed natural gas production as processed natural gas liquids and dry residue gas. Consequently, separate product volumes will not be comparable to periods prior to September 30, 1997. Also, prices for gas products will not be comparable as the price per mcf for natural gas for the three and nine months ended September 30, 1998 is the price received for dry residue gas and the price per mcf for natural gas for the three and nine months ended September 30, 1997 is a price for wet gas (i.e., natural gas liquids combined with dry residue gas). The average price received per barrel of oil decreased $6.13, or 31%, from $19.78 for the nine months ended September 30, 1997 to $13.65 for the same period in 1998. The average price received per barrel of NGLs during the nine months ended September 30, 1998 was $6.70. The average price received per mcf of gas decreased 34% from $2.24 for the nine months ended September 30, 1997 to $1.48 in 1998. The market price for oil and gas has been extremely volatile in the past decade, and management expects a certain amount of volatility to continue in the foreseeable future. The Partnership may therefore sell its future oil and gas production at average prices lower or higher than that received during the nine months ended September 30, 1998. During most of 1997, the Partnership benefitted from higher oil prices as compared to previous years. However, during the fourth quarter of 1997, oil prices began a downward trend that has continued into 1998. On October 30, 1998, the market price for West Texas intermediate crude was $13.33 per barrel. A continuation of the oil price environment experienced during the first three quarters of 1998 will have an adverse effect on the Partnership's revenues and operating cash flow and could result in additional decreases in the carrying value of the Partnership's oil and gas properties. Costs and Expenses: Total costs and expenses increased to $465,889 for the nine months ended September 30, 1998 as compared to $452,310 for the same period in 1997, an increase of $13,579, or 3%. This increase was due to an increase in depletion, offset by decreases in production costs and general and administrative expenses ("G&A"). Production costs were $288,648 for the nine months ended September 30, 1998 and $314,983 for the same period in 1997 resulting in a $26,335 decrease, or 8%. This decrease was primarily the result of a reduction in well maintenance costs and a decline in production taxes. G&A's components are independent accounting and engineering fees and managing general partner personnel and operating costs. During this period, G&A decreased, in aggregate, 26% from $13,184 for the nine months ended September 30, 1997 to $9,736 for the same period in 1998. 8 Depletion was $167,505 for the nine months ended September 30, 1998 compared to $124,143 for the same period in 1997, representing an increase of $43,362, or 35%. This increase was primarily attributable to a decrease in oil reserves during the period ended September 30, 1998 as a result of lower commodity prices and an increase in oil production of 275 barrels for the period ended September 30, 1998 compared to the same period in 1997, offset by a reduction in the Partnership's net depletable basis from charges taken in accordance with Statement of Financial Accounting Standards No. 121, "Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed Of" ("SFAS 121") during the fourth quarter of 1997. Three months ended September 30, 1998 compared with three months ended September 30, 1997 Revenues: The Partnership's oil and gas revenues decreased 20% to $108,231 from $135,437 for the three months ended September 30, 1998 and 1997, respectively. The decrease in revenues resulted from lower average prices received, offset by an increase in production. For the three months ended September 30, 1998, 5,397 barrels of oil, 3,343 barrels of NGLs and 13,827 mcf of gas were sold, or 11,045 BOEs. For the three months ended September 30, 1997, 5,045 barrels of oil and 20,931 mcf of gas were sold, or 8,534 BOEs. The average price received per barrel of oil decreased $5.86, or 32%, from $18.35 for the three months ended September 30, 1997 to $12.49 for the same period in 1998. The average price received per barrel of NGLs during the three months ended September 30, 1998 was $6.14. The average price received per mcf of gas decreased 28% from $2.05 for the three months ended September 30, 1997 to $1.47 in 1998. Costs and Expenses: Total costs and expenses increased to $181,857 for the three months ended September 30, 1998 as compared to $150,248 for the same period in 1997, an increase of $31,609, or 21%. This increase was due to an increase in depletion, offset by declines in production costs and G&A. Production costs were $71,729 for the three months ended September 30, 1998 and $105,015 for the same period in 1997 resulting in a $33,286 decrease, or 32%. This decrease was primarily due to lower well maintenance costs and production taxes. G&A's components are independent accounting and engineering fees and managing general partner personnel and operating costs. During this period, G&A decreased, in aggregate, 20% from $4,063 for the three months ended September 30, 1997 to $3,247 for the same period in 1998. Depletion was $106,881 for the three months ended September 30, 1998 compared to $41,170 for the same period in 1997, representing an increase of $65,711. This increase was primarily attributable to a decrease in oil reserves during the period ended September 30, 1998 as a result of lower commodity prices and an 9 increase in oil production of 352 barrels for the period ended September 30, 1998 compared to the same period in 1997, offset by a reduction in the Partnership's net depletable basis from charges taken in accordance with SFAS 121 during the fourth quarter of 1997. Liquidity and Capital Resources Net Cash Provided by Operating Activities Net cash provided by operating activities decreased $72,562 during the nine months ended September 30, 1998 from the same period ended September 30, 1997. This decrease was primarily due to a decrease in oil and gas sales receipts, offset by declines in production costs and G&A expenses paid. Net Cash Used in Investing Activities The Partnership's investing activities during the nine months ended September 30, 1998 and 1997 included expenditures related to equipment replacement on various oil and gas properties. Net Cash Used in Financing Activities Cash was sufficient for the nine months ended September 30, 1998 to cover distributions to the partners of $81,188 of which $812 was distributed to the managing general partner and $80,376 to the limited partners. For the same period ended September 30, 1997, cash was sufficient for distributions to the partners of $234,686 of which $2,346 was distributed to the managing general partner and $232,340 to the limited partners. It is expected that future net cash provided by operating activities will be sufficient for any capital expenditures and any distributions. As the production from the properties declines, distributions are also expected to decrease. Year 2000 Project Readiness Historically, many computer programs have been developed that use only the last two digits in a date to refer to a year. As the year 2000 nears, the inability of such computer programs and embedded technologies to distinguish between "1900" and "2000" has given rise to the "Year 2000" problem. Theoretically, such computer programs and related technology could fail outright, or communicate inaccurate data, if not remediated or replaced. With the proliferation of electronic data interchange, the Year 2000 problem represents a significant exposure to the entire global community, the full extent of which cannot be accurately assessed. In proactive response to the Year 2000 problem, the managing general partner established a "Year 2000" project to assess, to the extent possible, the Partnership's and the managing general partner's internal Year 2000 problem; to take remedial actions necessary to minimize the Year 2000 risk exposure to the managing general partner and significant third parties with whom it has data 10 interchange; and, to test its systems and processes once remedial actions have been taken. The managing general partner has contracted with IBM Global Services to perform the assessment and remedial phases of its Year 2000 project. The assessment phase of the managing general partner's Year 2000 project is 85% complete and has included, but is not limited to, the following procedures: o the identification of necessary remediation, upgrade and/or replacement of existing information technology applications and systems; o the assessment of non-information technology exposures, such as telecommunications systems, security systems, elevators and process control equipment; o the initiation of inquiry and dialogue with significant third party business partners, customers and suppliers in an effort to understand and assess their Year 2000 problems, readiness and potential impact on the managing general partner and its Year 2000 problem; o the implementation of processes designed to reduce the risk of reintroduction of Year 2000 problems into the managing general partner's systems and business processes; and, o the formulation of contingency plans for mission-critical information technology systems. The managing general partner expects to complete the assessment phase of its Year 2000 project by the end of the first quarter of 1999 but is being delayed by limited responses received on inquiries made of third party businesses. To date, the managing general partner has distributed Year 2000 problem inquiries to over 500 entities and has received responses on approximately 10% of those inquiries. The remedial phase of the managing general partner's Year 2000 project is approximately 40% complete, subject to the results of the third party inquiry assessments and the testing phase. The remedial phase has included the upgrade and/or replacement of certain application and hardware systems. The managing general partner has upgraded its Artesia general ledger accounting systems through remedial coding and is currently testing this system for Year 2000 compliance. The remediation of non-information technology is expected to be completed by mid-1999. The managing general partner's Year 2000 remedial actions have not delayed other information technology projects or upgrades. The testing phase of the managing general partner's Year 2000 project is on schedule. The managing general partner expects to complete the testing of the Artesia system upgrades by March 1999 and all other information technology systems by May 1999. The testing of the non-information technology remediation is scheduled to be completed by the end of September 1999. The managing general partner expects that its total costs related to the Year 2000 problem will approximate $3.5 million, of which approximately $500 thousand will have been incurred to replace non-compliant information technology systems. 11 As of September 30, 1998, the managing general partner's total costs incurred on the Year 2000 problem were $1.5 million, of which $200 thousand were incurred to replace non-compliant systems. The managing general partner will allocate a portion of the costs of the year 2000 programming charges to the Partnership when they are incurred, along with recurring general and administrative expenses and such allocation should not be significant to the Partnership. The risks associated with the Year 2000 problem are significant. A failure to remedy a critical Year 2000 problem could have a materially adverse affect on the Partnership's results of operations and financial condition. The problems which may be encountered as a result of a Year 2000 problem could include information and non-information system failures, the receipt or transmission of erroneous data, lost data or a combination of similar problems of a magnitude that cannot be accurately assessed at this time. In the assessment phase of the managing general partner's Year 2000 project, contingency plans are being designed to mitigate the exposures noted above. However, given the uncertainties regarding the scope of the Year 2000 problem and the compliance of significant third parties, there can be no assurance that contingency plans will have anticipated all Year 2000 scenarios. - --------------- (1) "Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations" contains forward looking statements that involve risks and uncertainties. Accordingly, no assurances can be given that the actual events and results will not be materially different than the anticipated results described in the forward looking statements. Part II. Other Information Item 6. Exhibits and Reports on Form 8-K (a) Exhibits 27.1 Financial Data Schedule (b) Reports on Form 8-K - none 12 PARKER & PARSLEY 86-A, LTD. (A Texas Limited Partnership) S I G N A T U R E S 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. PARKER & PARSLEY 86-A, LTD. By: Pioneer Natural Resources USA, Inc., Managing General Partner Dated: November 10, 1998 By: /s/ Rich Dealy ------------------------------------- Rich Dealy, Vice President and Chief Accounting Officer 13