FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 (Mark One) (X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 1997 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 0-18398 Southwest Royalties Institutional Income Fund IX-B, L.P. (Exact name of registrant as specified in its limited partnership agreement) Delaware 75-2274633 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 407 N. Big Spring, Suite 300 Midland, Texas 79701 (Address of principal executive offices) (915) 686-9927 (Registrant's telephone number, including area code) Indicate by check mark whether 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 The total number of pages contained in this report is 14. PAGE PART I. - FINANCIAL INFORMATION Item 1. Financial Statements The unaudited condensed financial statements included herein have been prepared by the Registrant (herein also referred to as the "Partnership") in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments necessary for a fair presentation have been included and are of a normal recurring nature. The financial statements should be read in conjunction with the audited financial statements and the notes thereto for the year ended December 31, 1996 which are found in the Registrant's Form 10-K Report for 1996 filed with the Securities and Exchange Commission. The December 31, 1996 balance sheet included herein has been taken from the Registrant's 1996 Form 10-K Report. Operating results for the three and six month periods ended June 30, 1997 are not necessarily indicative of the results that may be expected for the full year. Southwest Royalties Institutional Income Fund IX-B, L.P. Balance Sheets June 30, December 31, 1997 1996 --------- ------------ (unaudited) Assets Current assets: Cash and cash equivalents $ 3,415 13,489 Receivable from Managing General Partner 86,241 148,536 --------- --------- Total current assets 89,656 162,025 --------- --------- Oil and gas properties - using the full cost method of accounting 3,286,714 3,286,714 Less accumulated depreciation, depletion and amortization 2,394,000 2,356,000 --------- --------- Net oil and gas properties 892,714 930,714 --------- --------- $ 982,370 1,092,739 ========= ========= Liabilities and Partners' Equity Current liabilities: Accounts payable $ 343 - Distributions payable 419 378 --------- --------- Total current liabilities 762 378 --------- --------- Partners' equity: General partners (51,554) (44,279) Limited partners 1,033,162 1,136,640 --------- --------- Total partners' equity 981,608 1,092,361 --------- --------- $ 982,370 1,092,739 ========= ========= Southwest Royalties Institutional Income Fund IX-B, L.P. Statements of Operations (unaudited) Three Months Ended Six Months Ended June 30, June 30, 1997 1996 1997 1996 Revenues Income from net profits interests $ 92,105 118,967 226,914 156,745 Interest 297 1,929 680 2,747 ------ ------- ------- ------- 92,402 120,896 227,594 159,492 ------ ------- ------- ------- Expenses General and administrative 17,888 17,617 42,347 42,624 Depreciation, depletion and amortization 18,000 31,000 38,000 56,000 ------ ------- ------- ------- 35,888 48,617 80,347 98,624 ------ ------- ------- ------- Net income $ 56,514 72,279 147,247 60,868 ====== ======= ======= ======= Net income allocated to: Managing General Partner $ 6,706 9,295 16,673 10,518 ====== ======= ======= ======= General Partner $ 745 1,033 1,852 1,169 ====== ======= ======= ======= Limited partners $ 49,063 61,951 128,722 49,181 ====== ======= ======= ======= Per limited partner unit $ 5.02 6.33 13.16 5.03 ====== ======= ======= ======= Southwest Royalties Institutional Income Fund IX-B, L.P. Statements of Cash Flows (unaudited) Six Months Ended June 30, 1997 1996 Cash flows from operating activities: Cash received from income from net profits interests $ 289,209 170,269 Cash paid to suppliers (42,004) (42,630) Interest received 680 2,747 -------- ------- Net cash provided by operating activities 247,885 130,386 -------- ------- Cash flows provided by investing activities: Cash received from sale of oil and gas properties - 259,892 -------- ------- Cash flows used in financing activities: Distributions to partners (257,959) (286,809) -------- ------- Net increase (decrease) in cash and cash equivalents (10,074) 103,469 Beginning of period 13,489 37,215 -------- ------- End of period $ 3,415 140,684 ======== ======= (continued) Southwest Royalties Institutional Income Fund IX-B, L.P. Statements of Cash Flows, continued (unaudited) Six Months Ended June 30, 1997 1996 Reconciliation of net income to net cash provided by operating activities: Net income $ 147,247 60,868 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, depletion and amortization 38,000 56,000 Decrease in receivables 62,295 13,524 Increase (decrease) in payables 343 (6) ------- ------- Net cash provided by operating activities $ 247,885 130,386 ======= ======= Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations General Southwest Royalties Institutional Income Fund IX-B, L.P. was organized as a Delaware limited partnership on March 9, 1989. The offering of such limited partnership interests began on May 11, 1989, minimum capital requirements were met on September 26, 1989, and the offering concluded on March 31, 1990, with total limited partner contributions of $4,891,000. The Partnership was formed to acquire royalty and net profits interests in producing oil and gas properties, to produce and market crude oil and natural gas produced from such properties, and to distribute the net proceeds from operations to the limited and general partners. Net revenues from producing oil and gas properties are not reinvested in other revenue producing assets except to the extent that production facilities and wells are improved or reworked or where methods are employed to improve or enable more efficient recovery of oil and gas reserves. Increases or decreases in Partnership revenues and, therefore, distributions to partners will depend primarily on changes in the prices received for production, changes in volumes of production sold, lease operating expenses, enhanced recovery projects, offset drilling activities pursuant to farm-out arrangements, sales of properties, and the depletion of wells. Since wells deplete over time, production can generally be expected to decline from year to year. Well operating costs and general and administrative costs usually decrease with production declines; however, these costs may not decrease proportionately. Net income available for distribution to the partners is therefore expected to fluctuate in later years based on these factors. Based on current conditions, management anticipates performing workovers during the next two years to enhance production. The Partnership may undergo an increase later in 1997 and possibly in 1998. Thereafter, the Partnership could possibly experience a normal decline of 8% to 10% per year. Results of Operations A. General Comparison of the Quarters Ended June 30, 1997 and 1996 The following table provides certain information regarding performance factors for the quarters ended June 30, 1997 and 1996: Three Months Ended Percentage June 30, Increase 1997 1996 (Decrease) ---- ---- ---------- Average price per barrel of oil $ 18.69 20.52 (9%) Average price per mcf of gas $ 1.80 1.76 2% Oil production in barrels 7,500 7,600 (1%) Gas production in mcf 46,300 44,200 5% Income from net profits interests $ 92,105 118,967 (23%) Partnership distributions $ 75,000 205,000 (63%) Limited partner distributions $ 67,500 184,500 (63%) Per unit distribution to limited partners $ 6.90 18.86 (63%) Number of limited partner units 9,782 9,782 Revenues The Partnership's income from net profits interests decreased to $92,105 from $118,967 for the quarters ended June 30, 1997 and 1996, respectively, a decrease of 23%. The principal factors affecting the comparison of the quarters ended June 30, 1997 and 1996 are as follows: 1. The average price for a barrel of oil received by the Partnership decreased during the quarter ended June 30, 1997 as compared to the quarter ended June 30, 1996 by 9%, or $1.83 per barrel, resulting in a decrease of approximately $13,900 in income from net profits interests. Oil sales represented 63% of total oil and gas sales during the quarter ended June 30, 1997 as compared to 67% during the quarter ended June 30, 1996. The average price for an mcf of gas received by the Partnership increased during the same period by 2%, or $.04 per mcf, resulting in an increase of approximately $1,800 in income from net profits interests. The net total decrease in income from net profits interests due to the change in prices received from oil and gas production is approximately $12,100. The market price for oil and gas has been extremely volatile over the past decade, and management expects a certain amount of volatility to continue in the foreseeable future. 2. Oil production decreased approximately 100 barrels or 1% during the quarter ended June 30, 1997 as compared to the quarter ended June 30, 1996, resulting in a decrease of approximately $1,900 in income from net profits interests. Gas production increased approximately 2,100 mcf or 5% during the same period, resulting in an increase of approximately $3,800 in income from net profits interests. The net total increase in income from net profits interests due to the change in production is approximately $1,900. 3. Lease operating costs and production taxes were 15% higher, or approximately $17,100 more during the quarter ended June 30, 1997 as compared to the quarter ended June 30, 1996. The increase is primarily attributable to workovers performed on two wells during the quarter ended June 30, 1997. Costs and Expenses Total costs and expenses decreased to $35,888 from $48,617 for the quarters ended June 30, 1997 and 1996, respectively, a decrease of 26%. The decrease is a result of lower depletion expense, partially offset by an increase in general and administrative expense. 1. General and administrative costs consists of independent accounting and engineering fees, computer services, postage, and Managing General Partner personnel costs. General and administrative costs increased 2% or approximately $300 during the quarter ended June 30, 1997 as compared to the quarter ended June 30, 1996. 2. Depletion expense decreased to $18,000 for the quarter ended June 30, 1997 from $31,000 for the same period in 1996. This represents a decrease of 42%. Depletion is calculated using the units of revenue method of amortization based on a percentage of current period gross revenues to total future gross oil and gas revenues, as estimated by the Partnership's independent petroleum consultants. Contributing factors to the decline in depletion expense between the comparative periods were the increase in the price of oil used to determine the Partnership's reserves for January 1, 1997 as compared to 1996 and the decline in oil and gas revenue. B. General Comparison of the Six Month Periods Ended June 30, 1997 and 1996 The following table provides certain information regarding performance factors for the six month periods ended June 30, 1997 and 1996: Six Months Ended Percentage June 30, Increase 1997 1996 (Decrease) ---- ---- ---------- Average price per barrel of oil $ 18.83 18.61 1% Average price per mcf of gas $ 1.91 1.64 16% Oil production in barrels 15,400 15,700 (2%) Gas production in mcf 100,000 81,000 23% Income from net profits interests $ 226,914 156,745 45% Partnership distributions $ 258,000 286,668 (10%) Limited partner distributions $ 232,200 259,868 (11%) Per unit distribution to limited partners $ 23.74 26.57 (11%) Number of limited partner units 9,782 9,782 Revenues The Partnership's income from net profits interests increased to $226,914 from $156,745 for the six months ended June 30, 1997 and 1996, respectively, an increase of 45%. The principal factors affecting the comparison of the six months ended June 30, 1997 and 1996 are as follows: 1. The average price for a barrel of oil received by the Partnership increased during the six months ended June 30, 1997 as compared to the six months ended June 30, 1996 by 1%, or $.22 per barrel, resulting in an increase of approximately $3,500 in income from net profits interests. Oil sales represented 60% of total oil and gas sales during the six months ended June 30, 1997 as compared to 69% during the six months ended June 30, 1996. The average price for an mcf of gas received by the Partnership increased during the same period by 16%, or $.27 per mcf, resulting in an increase of approximately $21,900 in income from net profits interests. The total increase in income from net profits interests due to the change in prices received from oil and gas production is approximately $25,400. The market price for oil and gas has been extremely volatile over the past decade, and management expects a certain amount of volatility to continue in the foreseeable future. 2. Oil production decreased approximately 300 barrels or 2% during the six months ended June 30, 1997 as compared to the six months ended June 30, 1996, resulting in a decrease of approximately $5,600 in income from net profits interests. Gas production increased approximately 19,000 mcf or 23% during the same period, resulting in an increase of approximately $36,300 in income from net profits interests. The net total increase in income from net profits interests due to the change in production is approximately $30,700. The increase in gas production is primarily due to the re-opening of a previously shut-in gas well. 3. Lease operating costs and production taxes were 5% lower, or approximately $14,000 less during the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. Costs and Expenses Total costs and expenses decreased to $80,347 from $98,624 for the six months ended June 30, 1997 and 1996, respectively, a decrease of 19%. The decrease is the result of lower general and administrative expense and depletion expense. 1. General and administrative costs consists of independent accounting and engineering fees, computer services, postage, and Managing General Partner personnel costs. General and administrative costs decreased 1% or approximately $300 during the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. 2. Depletion expense decreased to $38,000 for the six months ended June 30, 1997 from $56,000 for the same period in 1996. This represents a decrease of 32%. Depletion is calculated using the units of revenue method of amortization based on a percentage of current period gross revenues to total future gross oil and gas revenues, as estimated by the Partnership's independent petroleum consultants. A contributing factor to the decline in depletion expense between the comparative periods was the increase in the price of oil used to determine the Partnership's reserves for January 1, 1997 as compared to 1996. Liquidity and Capital Resources The primary source of cash is from operations, the receipt of income from interests in oil and gas properties. The Partnership knows of no material change, nor does it anticipate any such change. Cash flows provided by operating activities were approximately $247,900 in the six months ended June 30, 1997 as compared to approximately $130,400 in the six months ended June 30, 1996. The primary source of the 1997 cash flow from operating activities was profitable operations. There were no cash flows provided by investing activities in the six months ended June 30, 1997 as compared to approximately $259,900 in the six months ended June 30, 1996. Cash flows used in financing activities were approximately $258,000 in the six months ended June 30, 1997 as compared to approximately $286,800 in the six months ended June 30, 1996. The only use in financing activities was the distributions to partners. Total distributions during the six months ended June 30, 1997 were $258,000 of which $232,200 was distributed to the limited partners and $25,800 to the general partners. The per unit distribution to limited partners during the six months ended June 30, 1997 was $23.74. Total distributions during the six months ended June 30, 1996 were $286,668 of which $259,868 was distributed to the limited partners and $26,800 to the general partners. The per unit distribution to limited partners during the six months ended June 30, 1996 was $26.57. The source for the 1997 distributions of $258,000 was oil and gas operations of approximately $247,900, with the balance from available cash on hand at the beginning of the period. The sources for the 1996 distributions of $286,668 were oil and gas operations of approximately $130,400 and the sale of oil and gas properties of approximately $259,900, resulting in excess cash for contingencies or subsequent distributions. Since inception of the Partnership, cumulative monthly cash distributions of $5,133,206 have been made to the partners. As of June 30, 1997, $4,657,112 or $476.09 per limited partner unit has been distributed to the limited partners, representing a 95% return of the capital contributed. As of June 30, 1997, the Partnership had approximately $88,900 in working capital. The Managing General Partner knows of no unusual contractual commitments and believes the revenues generated from operations are adequate to meet the needs of the Partnership. PART II. - OTHER INFORMATION Item 1. Legal Proceedings None Item 2. Changes in Securities None Item 3. Defaults Upon Senior Securities None Item 4. Submission of Matter to a Vote of Security Holders None Item 5. Other Information None Item 6. Exhibits and Reports on Form 8-K (a) Exhibits: 27 Financial Data Schedule (b) Reports on Form 8-K: On June 12, 1997, the Partnership filed Form 8-K and on June 24, 1997, the Partnership filed Form 8-K Amended, with respect to Item 4, Changes in Registrant's Certifying Accountant. 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. SOUTHWEST ROYALTIES INSTITUTIONAL INCOME FUND IX-B, L.P. a Delaware limited partnership By: Southwest Royalties, Inc. Managing General Partner By: /s/ Bill E. Coggin Bill E. Coggin, Vice President and Chief Financial Officer Date: August 15, 1997