FORM 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 [ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 1999 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 number 33-11773-04 SWIFT ENERGY INCOME PARTNERS 1988-A, LTD. (Exact name of registrant as specified in its charter) Texas 76-0247812 (State or other jurisdiction of organization) (I.R.S. Employer Identification No.) 16825 Northchase Drive, Suite 400 Houston, Texas 77060 (Address of principal executive offices) (Zip Code) (281)874-2700 (Registrant's telephone number, including area code) None (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 ---- SWIFT ENERGY INCOME PARTNERS 1988-A, LTD. INDEX PART I. FINANCIAL INFORMATION PAGE ITEM 1. Financial Statements Balance Sheets - September 30, 1999 and December 31, 1998 3 Statements of Operations - Three month and nine month periods ended September 30, 1999 and 1998 4 Statements of Cash Flows - Nine month periods ended September 30, 1999 and 1998 5 Notes to Financial Statements 6 ITEM 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 8 PART II. OTHER INFORMATION 10 SIGNATURES 11 SWIFT ENERGY INCOME PARTNERS 1988-A, LTD. BALANCE SHEETS September 30, December 31, 1999 1998 --------------- --------------- (Unaudited) ASSETS: Current Assets: Cash and cash equivalents $ 231,235 $ 337,782 Oil and gas sales receivable 69,633 62,088 --------------- --------------- Total Current Assets 300,868 399,870 --------------- --------------- Gas Imbalance Receivable 8,629 8,776 --------------- --------------- Oil and Gas Properties, using full cost accounting 9,642,034 9,692,809 Less-Accumulated depreciation, depletion and amortization (9,000,551) (8,946,404) --------------- --------------- 641,483 746,405 =============== =============== $ 950,980 $ 1,155,051 =============== =============== LIABILITIES AND PARTNERS' CAPITAL: Current Liabilities: Accounts Payable $ 30,703 $ 123,545 --------------- --------------- Deferred Revenues 35,349 35,839 Limited Partners' Capital (107,396.06 Limited Partnership Units; $100 per unit) 879,450 990,085 General Partners' Capital 5,478 5,582 --------------- --------------- Total Partners' Capital 884,928 995,667 =============== =============== $ 950,980 $ 1,155,051 =============== =============== See accompanying notes to financial statements. 3 SWIFT ENERGY INCOME PARTNERS 1988-A, LTD. STATEMENTS OF OPERATIONS (Unaudited) Three Months Ended Nine Months Ended September 30, September 30, --------------------------------- --------------------------------- 1999 1998 1999 1998 -------------- -------------- -------------- -------------- REVENUES: Oil and gas sales $ 64,346 $ 50,922 $ 164,357 $ 192,508 Interest income 2,852 4,583 8,933 12,423 Other -- 565 -- 1,735 -------------- -------------- -------------- -------------- 67,198 56,070 173,290 206,666 -------------- -------------- -------------- -------------- COSTS AND EXPENSES: Lease operating 21,050 23,666 61,431 74,984 Production taxes 3,317 1,867 8,496 6,423 Depreciation, depletion and amortization - Normal 15,985 25,798 54,147 84,346 Additional -- 112,291 -- 112,291 General and administrative 16,433 13,702 66,290 63,158 -------------- -------------- -------------- -------------- 56,785 177,324 190,364 341,202 ============== ============== ============== ============== NET INCOME (LOSS) $ 10,413 $ (121,254) $ (17,074) $ (134,536) ============== ============== ============== ============== Limited Partners' net income (loss) per unit $ 0.08 $ (1.13 $ (0.18) $ (1.25) ============== ============== ============== ============== See accompanying notes to financial statements. 4 SWIFT ENERGY INCOME PARTNERS 1988-A, LTD. STATEMENTS OF CASH FLOWS (Unaudited) Nine Months Ended September 30, ------------------------------------- 1999 1998 --------------- --------------- CASH FLOWS FROM OPERATING ACTIVITIES: Income (loss) $ (17,074) $ (134,536) Adjustments to reconcile income (loss) to net cash provided by operations: Depreciation, depletion and amortization 54,147 196,637 Change in gas imbalance receivable and deferred revenues (343) (1,110) Change in assets and liabilities: (Increase) decrease in oil and gas sales receivable (7,545) 22,127 Increase (decrease) in accounts payable (92,842) (4,605) --------------- --------------- Net cash provided by (used in) operating activities (63,657) 78,513 --------------- --------------- CASH FLOWS FROM INVESTING ACTIVITIES: Additions to oil and gas properties (7,194) (65,453) Proceeds from sales of oil and gas properties 57,969 262,316 --------------- --------------- Net cash provided by (used in) investing activities 50,775 196,863 --------------- --------------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash Distributions to partners (93,665) (206,081) --------------- --------------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (106,547) 69,295 --------------- --------------- CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 337,782 259,688 =============== =============== CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 231,235 $ 328,983 =============== =============== See accompanying notes to financial statements. 5 SWIFT ENERGY INCOME PARTNERS 1988-A, LTD. NOTES TO FINANCIAL STATEMENTS (UNAUDITED) (1) General Information - The financial statements included herein have been prepared by the Partnership and are unaudited except for the balance sheet at December 31, 1998 which has been taken from the audited financial statements at that date. The financial statements reflect adjustments, all of which were of a normal recurring nature, which are, in the opinion of the managing general partner necessary for a fair presentation. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been omitted pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC"). The Partnership believes adequate disclosure is provided by the information presented. The financial statements should be read in conjunction with the audited financial statements and the notes included in the latest Form 10-K. (2) Gas Imbalances - The Partnership recognizes its ownership interest in natural gas production as revenue. Actual production quantities sold may be different than the Partnership's ownership share in a given period. If the Partnership's sales exceed its ownership share of production, the differences are recorded as deferred revenue. Gas balancing receivables are recorded when the Partnership's ownership share of production exceeds sales. (3) Vulnerability Due to Certain Concentrations - The Partnership's revenues are primarily the result of sales of its oil and natural gas production. Market prices of oil and natural gas may fluctuate and adversely affect operating results. In the normal course of business, the Partnership extends credit, primarily in the form of monthly oil and gas sales receivables, to various companies in the oil and gas industry which results in a concentration of credit risk. This concentration of credit risk may be affected by changes in economic or other conditions and may accordingly impact the Partnership's overall credit risk. However, the Managing General Partner believes that the risk is mitigated by the size, reputation, and nature of the companies to which the Partnership extends credit. In addition, the Partnership generally does not require collateral or other security to support customer receivables. (4) Fair Value of Financial Instruments - The Partnership's financial instruments consist of cash and cash equivalents and short-term receivables and payables. The carrying amounts approximate fair value due to the highly liquid nature of the short-term instruments. (5) Year 2000 - The Year 2000 issue results from computer programs and embedded computer chips with date fields that cannot distinguish between the years 1900 and 2000. The Managing General Partner has implemented the steps necessary to make its operations and the related operations of the Partnership capable of addressing the Year 2000. These steps included upgrading, testing and certifying its computer systems and field operation services and obtaining Year 2000 compliance certification from all important business suppliers. The Managing General Partner formed a task force during 1998 to address the Year 2000 issue and prepare its business systems for the Year 2000. The Managing General Partner has either replaced or updated mission critical systems and has substantially completed testing and will continue remedial actions as needed. The Managing General Partner's business systems are almost entirely comprised of off-the-shelf software. Most of the necessary changes in computer instructional code were made by upgrading this software. In addition, the Managing General Partner has received certification as to Year 2000 compliance from vendors or third party consultants. 6 SWIFT ENERGY INCOME PARTNERS 1988-A, LTD. NOTES TO FINANCIAL STATEMENTS (CONTINUED) (UNAUDITED) The Managing General Partner does not believe that costs incurred to address the Year 2000 issue with respect to its business systems will have a material effect on the Partnership's results of operations, or its liquidity and financial condition. The estimated total cost to the Managing General Partner to address Year 2000 issues is projected to be less than $150,000, most of which was spent during the testing phase. The Partnership's share of this cost is expected to be insignificant. The failure to correct a material Year 2000 problem could result in an interruption, or failure of certain normal business activities or operations. Based on activities to date, the Managing General Partner believes that it has resolved any Year 2000 problems concerning its financial and administrative systems. It is undeterminable how all the aspects of the Year 2000 will impact the Partnership. The most reasonably likely worst case scenario would involve a prolonged disruption of external power sources upon which core equipment relies, resulting in a substantial decrease in the Partnership's oil and gas production activities. In addition, the pipeline operators to whom the Managing General Partner sells the Partnership's natural gas, as well as other customers and suppliers, could be prone to Year 2000 problems that could not be assessed or detected by the Managing General Partner. The Managing General Partner has contacted its major purchasers, customers, suppliers, financial institutions and others with whom it conducts business to determine whether they will be able to resolve in a timely manner any Year 2000 problems directly affecting the Managing General Partner or Partnership and to inform them of the Managing General Partner's internal assessment of its Year 2000 review. There can be no assurance that such third parties will not fail to appropriately address their Year 2000 issues or will not themselves suffer a Year 2000 disruption that could have a material adverse effect on the Partnership's activities, financial condition or operating results. Based upon these responses and any problems that arise, contingency plans or back-up systems would be determined and addressed. 7 SWIFT ENERGY INCOME PARTNERS 1988-A, LTD. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS GENERAL The Partnership was formed for the purpose of investing in producing oil and gas properties located within the continental United States. In order to accomplish this, the Partnership goes through two distinct yet overlapping phases with respect to its liquidity and result of operations. When the Partnership is formed, it commences its "acquisition" phase, with all funds placed in short-term investments until required for such property acquisitions. The interest earned on these pre-acquisition investments becomes the primary cash flow source for initial partner distributions. As the Partnership acquires producing properties, net cash from operations becomes available for distribution, along with the investment income. After partnership funds have been expended on producing oil and gas properties, the Partnership enters its "operations" phase. During this phase, oil and gas sales generate substantially all revenues, and distributions to partners reflect those revenues less all associated partnership expenses. The Partnership may also derive proceeds from the sale of acquired oil and gas properties, when the sale of such properties is economically appropriate or preferable to continued operation. LIQUIDITY AND CAPITAL RESOURCES Oil and gas reserves are depleting assets and therefore often experience significant production declines each year from the date of acquisition through the end of the life of the property. The primary source of liquidity to the Partnership comes almost entirely from the income generated from the sale of oil and gas produced from ownership interests in oil and gas properties. This source of liquidity and the related results of operations, and in turn cash distributions, will decline in future periods as the oil and gas produced from these properties also declines while production and general and administrative costs remain relatively stable making it unlikely that the Partnership will hold the properties until they are fully depleted, but will likely liquidate when a substantial majority of the reserves have been produced. Cash distributions to partners are determined quarterly, based upon net proceeds from sale of oil and gas production after payment of lease operating expense, taxes and development costs, less general and administrative expenses. In addition, future partnership cash requirements are taken into account to determine necessary cash reserves. Net cash provided by (used in) operating activities totaled $(63,657) and $78,513 for the nine months ended September 30, 1999 and 1998, respectively. The use of cash in 1999 is related to a decrease in accounts payable and a decrease in the Partnership's production. Cash provided by property sale proceeds totaled $57,969 and $262,316 for the nine months ended September 30, 1999 and 1998, respectively. Cash distributions totaled $93,665 and $206,081 for the nine months ended September 30, 1999 and 1998, respectively. In 1999, cash distributions were effected by production declines from the Partnership's depleting property interests, property sales and low oil and gas prices received during the first part of this year. The Partnership has expended all of the partners' net commitments available for property acquisitions and development by acquiring producing oil and gas properties. The partnership invests primarily in proved producing properties with nominal levels of future costs of development for proven but undeveloped reserves. Significant purchases of additional reserves or extensive drilling activity are not anticipated. The Partnership does not allow for additional assessments from the partners to fund capital requirements. However, funds in addition to the remaining unexpended net capital commitments of the partners are available from partnership revenues, borrowings or proceeds from the sale of partnership property. The Managing General Partner believes that the funds currently available to the Partnership will be adequate to meet any anticipated capital requirements. RESULTS OF OPERATIONS The following analysis explains changes in the revenue and expense categories for the quarter ended September 30, 1999 (current quarter) when compared to the quarter ended September 30, 1998 (corresponding quarter), and for the nine months ended September 30, 1999 (current period), when compared to the nine months ended September 30, 1998 (corresponding period). 8 SWIFT ENERGY INCOME PARTNERS 1988-A, LTD. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED) Three Months Ended September 30, 1999 and 1998 Oil and gas sales increased $13,424 or 26 percent in the third quarter of 1999 when compared to the corresponding quarter in 1998, primarily due to increased oil and gas prices. Oil prices increased 115 percent or $8.36/BBL to an average of $15.66/BBL and gas prices increased 60 percent or $1.19/MCF to an average of $3.18/MCF for the quarter. Increased oil and gas prices helped offset the effect of decreased production. Current quarter production volumes decreased 24 percent as oil and gas production declined 34 percent and 21 percent, respectively, when compared to third quarter 1998 production volumes. Production declines are a result of the accelerated depletion of the Partnership's mature wells. Corresponding production costs per equivalent MCF increased 26 percent in the third quarter of 1999 compared to the third quarter of 1998 and total production costs decreased 5 percent. Total depreciation expense for the third quarter of 1999 decreased 88 percent or $122,104 when compared to the third quarter of 1998. In 1998, two components, the normal provision, calculated on the units of production method, and the additional provision, relating to the ceiling limitation, make up total depreciation expense. Normal depreciation expense decreased 38 percent or $9,813 in the third quarter of 1999 compared to the third quarter of 1998. The Partnership recorded an additional provision in depreciation, depletion and amortization in the third quarter of 1998 for $112,291, when the present value, discounted at ten percent, of estimated future net revenues from oil and gas properties, using the guidelines of the Securities and Exchange Commission, was below the fair market value originally paid for oil and gas properties. Nine Months Ended September 30, 1999 and 1998 Oil and gas sales declined $28,151 or 15 percent in the first nine months of 1999 when compared to the corresponding period in 1998, primarily due to decreased oil and gas production. Current period production volumes decreased 30 percent as oil and gas production declined 28 percent and 31 percent, respectively, when compared to the same period in 1998. Production declines are as result of the accelerated depletion of the Partnership's mature wells. Oil prices increased 55 percent or $4.91/BBL to an average of $13.92/BBL and gas prices increased 23 percent or $.46/MCF to an average of $2.45/MCF for the current period. Increased oil and gas prices helped offset the effect of decreased production. Corresponding production costs per equivalent MCF increased 23 percent in the first nine months of 1999 compared to the corresponding period in 1998 and total production costs decreased 14 percent. Total depreciation expense for the first nine months of 1999 decreased 72 percent or $142,490 when compared to the first nine months of 1998. In 1998, two components, the normal provision, calculated on the units of production method, and the additional provision, relating to the ceiling limitation, make up total depreciation expense. Normal depreciation expense decreased 36 percent or $30,199 in the first nine months of 1999 compared to the first nine months of 1998. The Partnership recorded an additional provision in depreciation, depletion and amortization in the first nine months of 1998 for $112,291, when the present value, discounted at ten percent, of estimated future net revenues from oil and gas properties, using the guidelines of the Securities and Exchange Commission, was below the fair market value originally paid for oil and gas properties. During 1999, partnership revenues and costs will be shared between the limited partners and general partners in a 90:10 ratio. 9 SWIFT ENERGY INCOME PARTNERS 1988-A, LTD. PART II - OTHER INFORMATION ITEM 5. OTHER INFORMATION -NONE- 10 SIGNATURES Pursuant to the requirements of Section 13 or 15(d) 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. SWIFT ENERGY INCOME PARTNERS 1988-A, LTD. (Registrant) By: SWIFT ENERGY COMPANY Managing General Partner Date: November 4, 1999 By: /s/ John R. Alden ---------------- -------------------------------------- John R. Alden Senior Vice President, Secretary and Principal Financial Officer Date: November 4, 1999 By: /s/ Alton D. Heckaman, Jr. ---------------- -------------------------------------- Alton D. Heckaman, Jr. Vice President, Controller and Principal Accounting Officer 11