UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 10-Q Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2000 Commission File No. 33-26097-08 PARKER & PARSLEY 90-B CONV., L.P. (Exact name of Registrant as specified in its charter) Delaware 75-2329284 ------------------------------------- --------------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification Number) 1400 Williams Square West, 5205 N. O'Connor Blvd., Irving, Texas 75039 - ---------------------------------------------------------------- --------- (Address of principal executive offices) (Zip code) Registrant's Telephone Number, including area code : (972) 444-9001 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 90-B CONV., L.P. TABLE OF CONTENTS Page Part I. Financial Information Item 1. Financial Statements Balance Sheets as of March 31, 2000 and December 31, 1999...................................... 3 Statements of Operations for the three months ended March 31, 2000 and 1999........................... 4 Statement of Partners' Capital for the three months ended March 31, 2000.................................... 5 Statements of Cash Flows for the three months ended March 31, 2000 and 1999........................... 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.......................... 10 27.1 Financial Data Schedule Signatures................................................ 11 2 PARKER & PARSLEY 90-B CONV., L.P. (A Delaware Limited Partnership) Part I. Financial Information Item 1. Financial Statements BALANCE SHEETS March 31, December 31, 2000 1999 ----------- ----------- (Unaudited) ASSETS Current assets: Cash $ 119,312 $ 132,031 Accounts receivable - oil and gas sales 163,541 143,411 ---------- ---------- Total current assets 282,853 275,442 ---------- ---------- Oil and gas properties - at cost, based on the successful efforts accounting method 9,619,327 9,612,816 Accumulated depletion (7,965,809) (7,939,049) ---------- ---------- Net oil and gas properties 1,653,518 1,673,767 ---------- ---------- $ 1,936,371 $ 1,949,209 ========== ========== LIABILITIES AND PARTNERS' CAPITAL Current liabilities: Accounts payable - affiliate $ 27,405 $ 24,507 Partners' capital: Managing general partner 19,088 19,246 Limited partners (11,897 interests) 1,889,878 1,905,456 ---------- ---------- 1,908,966 1,924,702 ---------- ---------- $ 1,936,371 $ 1,949,209 ========== ========== The financial information included as of March 31, 2000 has been prepared by the managing general partner without audit by independent public accountants. The accompanying notes are an integral part of these financial statements. 3 PARKER & PARSLEY 90-B CONV., L.P. (A Delaware Limited Partnership) STATEMENTS OF OPERATIONS (Unaudited) Three months ended March 31, ------------------------- 2000 1999 ---------- ---------- Revenues: Oil and gas $ 330,703 $ 153,407 Interest 2,093 939 Gain on disposition of assets 2,023 - --------- --------- 334,819 154,346 --------- --------- Costs and expenses: Oil and gas production 133,608 121,603 General and administrative 10,132 5,818 Depletion 26,760 61,543 --------- --------- 170,500 188,964 --------- --------- Net income (loss) $ 164,319 $ (34,618) ========= ========= Allocation of net income (loss): Managing general partner $ 1,643 $ (346) ========= ========= Limited partners $ 162,676 $ (34,272) ========= ========= Net income (loss) per limited partnership interest $ 13.67 $ (2.88) ========= ========= Distributions per limited partnership interest $ 14.98 $ 2.10 ========= ========= The financial information included herein has been prepared by the managing general partner without audit by independent public accountants. The accompanying notes are an integral part of these financial statements. 4 PARKER & PARSLEY 90-B CONV., L.P. (A Delaware Limited Partnership) STATEMENT OF PARTNERS' CAPITAL (Unaudited) Managing general Limited partner partners Total ---------- ---------- ---------- Balance at January 1, 2000 $ 19,246 $1,905,456 $1,924,702 Distributions (1,801) (178,254) (180,055) Net income 1,643 162,676 164,319 --------- --------- --------- Balance at March 31, 2000 $ 19,088 $1,889,878 $1,908,966 ========= ========= ========= The financial information included herein has been prepared by the managing general partner without audit by independent public accountants. The accompanying notes are an integral part of these financial statements. 5 PARKER & PARSLEY 90-B CONV., L.P. (A Delaware Limited Partnership) STATEMENTS OF CASH FLOWS (Unaudited) Three months ended March 31, ------------------------- 2000 1999 ---------- ---------- Cash flows from operating activities: Net income (loss) $ 164,319 $ (34,618) Adjustments to reconcile net income (loss) to net cash provided by operating activities: Depletion 26,760 61,543 Gain on disposition of assets (2,023) - Changes in assets and liabilities: Accounts receivable (20,130) (16,624) Accounts payable 2,898 5,407 --------- --------- Net cash provided by operating activities 171,824 15,708 --------- --------- Cash flows from investing activities: Additions to oil and gas properties (6,511) (4,283) Proceeds from asset dispositions 2,023 - --------- --------- Net cash used in investing activities (4,488) (4,283) --------- --------- Cash flows used in financing activities: Cash distributions to partners (180,055) (25,254) --------- --------- Net decrease in cash (12,719) (13,829) Cash at beginning of period 132,031 76,330 --------- --------- Cash at end of period $ 119,312 $ 62,501 ========= ========= The financial information included herein has been prepared by the managing general partner without audit by independent public accountants. The accompanying notes are an integral part of these financial statements. 6 PARKER & PARSLEY 90-B CONV., L.P. (A Delaware Limited Partnership) NOTES TO FINANCIAL STATEMENTS March 31, 2000 (Unaudited) Note 1. Organization and nature of operations Parker & Parsley 90-B Conv., L.P. (the "Partnership") was organized as a general partnership in 1990 under the laws of the State of Texas and was converted to a Delaware limited partnership on August 1, 1991. The Partnership engages 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 March 31, 2000 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 reclassifications may have been made to the March 31, 1999 financial statements to conform to the March 31, 2000 financial statement presentations. Certain information and footnote disclosures 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, 1999, 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 Revenues: The Partnership's oil and gas revenues increased 116% to $330,703 for the three months ended March 31, 2000 as compared to $153,407 for the same period in 1999. The increase in revenues resulted from higher average prices received, offset by a decline in production. For the three months ended March 31, 2000, 8,990 barrels of oil, 3,979 barrels of natural gas liquids ("NGLs") and 15,621 mcf of gas were sold, or 15,573 barrel of oil equivalents ("BOEs"). For the three 7 months ended March 31, 1999, 9,432 barrels of oil, 3,774 barrels of NGLs and 17,569 mcf of gas were sold, or 16,134 BOEs. The average price received per barrel of oil increased $15.94, or 136%, from $11.76 for the three months ended March 31, 1999 to $27.70 for the same period in 2000. The average price received per barrel of NGLs increased $8.49, or 157%, from $5.40 for the three months ended March 31, 1999 to $13.89 for the same period in 2000. The average price received per mcf of gas increased 33% from $1.26 during the three months ended March 31, 1999 to $1.68 for the same period in 2000. 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 three months ended March 31, 2000. The volatility of commodity prices has had, and continues to have, a significant impact on the Partnership's revenues and operating cash flow and could result in additional decreases to the carrying value of the Partnership's oil and gas properties. A gain on disposition of assets of $2,023 was recognized during the three months ended March 31, 2000 from the sale of equipment on one fully depleted well. Costs and Expenses: Total costs and expenses decreased to $170,500 for the three months ended March 31, 2000 as compared to $188,964 for the same period in 1999, a decrease of $18,464, or 10%. The decrease was due to a decline in depletion, offset by increases in production costs and general and administrative expenses ("G&A"). Production costs were $133,608 for the three months ended March 31, 2000 and $121,603 for the same period in 1999, resulting in a $12,005 increase, or 10%. The increase was the result of higher production taxes due to increased oil and gas revenues and well maintenance costs incurred to stimulate well production. G&A's components are independent accounting and engineering fees and managing general partner personnel and operating costs. During this period, G&A increased, in aggregate, 74% from $5,818 for the three months ended March 31, 1999 to $10,132 for the same period in 2000 primarily due to increased oil and gas revenues. Depletion was $26,760 for the three months ended March 31, 2000 compared to $61,543 for the same period in 1999, a decrease of $34,783, or 57%. The decrease was primarily the result of a combination of factors that included an increase in proved reserves during the three months ended March 31, 2000 due to higher commodity prices, 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 1999 and a decline in oil production of 442 barrels for the period ended March 31, 2000 compared to the same period in 1999. 8 Liquidity and Capital Resources Net Cash Provided by Operating Activities Net cash provided by operating activities increased $156,116 during the three months ended March 31, 2000 from the same period in 1999. The increase was primarily attributable to an increase of $174,944 in oil and gas sales receipts, offset by increases in operating costs paid of $15,631 and in G&A expenses paid of $3,197. Net Cash Used in Investing Activities The Partnership's principal investing activities for the three months ended March 31, 2000 and 1999 were related to expenditures for oil and gas equipment on active properties. Proceeds from asset dispositions of $2,023 received during the three months ended March 31, 2000 were derived from the sale of equipment on one fully depleted well. Net Cash Used in Financing Activities For the three months ended March 31, 2000, cash distributions to the partners were $180,055, of which $1,801 was distributed to the managing general partner and $178,254 to the limited partners. For the same period ended March 31, 1999, cash distributions to the partners were $25,254, of which $252 was distributed to the managing general partner and $25,002 to the limited partners. Other Items Year 2000 During 1998, the managing general partner established a "Year 2000" project that assessed the Partnership's and the managing general partner's internal Year 2000 problem; took remedial actions necessary to minimize the Year 2000 risk exposure to the managing general partner and third parties; and, tested the managing general partner's systems and processes once remedial actions were taken. The managing general partner has closely monitored its information and non-information technology systems since the beginning of 2000 and has identified no significant Year 2000 failures or problems. - --------------- (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. 9 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. 10 PARKER & PARSLEY 90-B CONV., L.P. (A Delaware 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 90-B CONV., L.P. By: Pioneer Natural Resources USA, Inc. Managing General Partner Dated: May 9, 2000 By: /s/ Rich Dealy ------------------------------- Rich Dealy, Vice President and Chief Accounting Officer 11