United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 1997 OR [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from...............to............... Commission file number 33-45253 ENEX OIL & GAS INCOME PROGRAM VI - SERIES 1, L.P. (Exact name of small business issuer as specified in its charter) New Jersey 76-0303885 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) Suite 200, Three Kingwood Place Kingwood, Texas 77339 (Address of principal executive offices) Issuer's telephone number (713) 358-8401 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 PART I. FINANCIAL INFORMATION Item 1. Financial Statements ENEX OIL & GAS INCOME PROGRAM VI- SERIES 1, L.P. BALANCE SHEET - ----------------------------------------------------------------------------- MARCH 31, ASSETS 1997 ----------------- (Unaudited) CURRENT ASSETS: Cash $ 28,753 Accounts receivable - oil & gas sales 32,638 ----------------- Total current assets 61,391 ----------------- OIL & GAS PROPERTIES (Successful efforts accounting method) - Proved mineral interests and related equipment & facilities 1,138,087 Less accumulated depreciation and depletion 607,502 ----------------- Property, net 530,585 ----------------- ORGANIZATION COSTS (Net of accumulated amortization of $23,575) 16,840 ----------------- TOTAL $ 608,816 ================= LIABILITIES AND PARTNERS' CAPITAL CURRENT LIABILITIES: Accounts payable $ 16,253 Payable to general partner 26,580 ----------------- Total current liabilities 42,833 ----------------- PARTNERS' CAPITAL: Limited partners 540,390 General partner 25,593 ----------------- Total partners' capital 565,983 ----------------- TOTAL $ 608,816 ================= Number of $500 Limited Partner units outstanding 2,021 See accompanying notes to financial statements. - ----------------------------------------------------------------------------- I-1 OIL & GAS INCOME PROGRAM VI - SERIES 1, L.P. STATEMENT OF OPERATIONS - ---------------------------------------------------------------------- THREE MONTHS ENDED --------------------------------------------- MARCH 31, MARCH 31, 1997 1996 ------------------- ------------------- REVENUES: Oil and gas sales $ 98,896 $ 93,242 ------------------- ------------------- EXPENSES: Depreciation, depletion and amortization 33,711 30,681 Impairment of property - 201,736 Lease operating expenses 26,029 46,857 Production taxes 4,656 4,345 General and administrative 6,146 8,512 ------------------- ------------------- Total expenses 70,542 292,131 ------------------- ------------------- INCOME (LOSS) FROM OPERATIONS 28,354 (198,889) ------------------- ------------------- OTHER EXPENSE: Interest expense - (338) ------------------- ------------------- NET INCOME (LOSS) $ 28,354 $ (199,227) =================== =================== See accompanying notes to financial statements. - ---------------------------------------------------------------------------- I-2 OIL & GAS INCOME PROGRAM VI - SERIES 1, L.P. STATEMENT OF CHANGES IN PARTNERS' CAPITAL FOR THE YEAR ENDED DECEMBER 31, 1996 AND FOR THE THREE MONTHS ENDED MARCH 31, 1997 - ------------------------------------------------------------------------------ PER $500 LIMITED PARTNER GENERAL LIMITED UNIT OUT- TOTAL PARTNER PARTNERS STANDING ----------------- ------------------ ------------------ ------------------ BALANCE, JANUARY 1, 1996 $ 780,391 $ 10,750 $ 769,641 $ 381 CASH DISTRIBUTIONS (21,042) (2,864) (18,178) (9) NET INCOME (LOSS) (207,298) 12,943 (220,241) (110) ----------------- ------------------ ------------------ ------------------ BALANCE, DECEMBER 31, 1996 552,051 20,829 531,222 262 CASH DISTRIBUTIONS (14,422) (1,443) (12,979) (6) NET INCOME 28,354 6,207 22,147 11 ----------------- ------------------ ------------------ ------------------ BALANCE, MARCH 31, 1997 $ 565,983 $ 25,593 $ 540,390 (1)$ 267 ================= ================== ================== ================== (1) Includes 484 units purchased by the general partner as a limited partner. See accompanying notes to financial statements. - ------------------------------------------------------------------------------- I-3 OIL & GAS INCOME PROGRAM VI - SERIES 1, L.P. STATEMENT OF CASH FLOWS - ----------------------------------------------------------------------------- (UNAUDITED) THREE MONTHS ENDED ---------------------------------------------- MARCH 31, MARCH 31, 1997 1996 -------------------- ------------------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) $ 28,354 $ (199,227) -------------------- ------------------- Adjustments to reconcile net income (loss) to net cash provided by operating activities Depreciation, depletion and amortization 33,711 30,681 Impairment of property - 201,736 (Increase) decrease in: Accounts receivable - oil sales 5,641 (8,598) Other current assets - 1,981 Increase (decrease) in: Accounts payable (8,747) (122) Payable to general partner (20,177) 11,778 -------------------- ------------------- Total adjustments 10,428 237,456 -------------------- ------------------- Net cash provided by operating activities 38,782 38,229 -------------------- ------------------- CASH FLOWS FROM INVESTING ACTIVITIES: Property additions - development costs (1,668) (16,116) -------------------- ------------------- CASH FLOWS FROM FINANCING ACTIVITIES: Repayment of note payable to general partner - (8,525) Cash distributions (14,422) (2,975) -------------------- ------------------- Net cash used by financing activities (14,422) (11,500) -------------------- ------------------- NET INCREASE IN CASH 22,692 10,613 CASH AT BEGINNING OF YEAR 6,061 2,810 -------------------- ------------------- CASH AT END OF PERIOD $ 28,753 $ 13,423 ==================== =================== See accompanying notes to financial statements. - ------------------------------------------------------------------------------ I-4 ENEX OIL & GAS INCOME PROGRAM VI - SERIES 1, L.P. NOTES TO UNAUDITED FINANCIAL STATEMENTS 1. The financial information included herein is unaudited; however, such information reflects all adjustments (consisting solely of normal recurring adjustments) which are, in the opinion of management, necessary for a fair presentation of results for the interim period. 2. A cash distribution was made to the limited partners of the Company in the amount of $12,979 representing net revenues from the temporary investment of proceeds from subscriptions by the Company. This distribution was made on January 31, 1997. 3. On December 29, 1994, in order to partially finance the purchase of producing oil and gas properties, the Company borrowed $87,000 from the general partner. The resulting note payable to the general partner bore interest at the general partner's borrowing rate of prime plus three-fourths of one-percent. Principal repayments of $8,525 were made on the note during the first quarter of 1996. The weighted average principal outstanding during the first three months of 1996 was $36,577 and bore interest at an average rate of 9.25% in the first quarter of 1996. The note was completely repaid in the fourth quarter of 1996. 4. The Financial Accounting Standards Board has issued Statement of Financial Accounting Standard ("SFAS") No. 121, "Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed Of," which requires certain assets to be reviewed for impairment whenever events or circumstances indicate the carrying amount may not be recoverable. Prior to this pronouncement, the Company assessed properties on an aggregate basis. Upon adoption of SFAS 121, the Company began assessing properties on an individual basis, wherein total capitalized costs may not exceed the property's fair market value. The fair market value of each property was determined by H. J. Gruy and Associates, ("Gruy"). To determine the fair market value, Gruy estimated each property's oil and gas reserves, applied certain assumptions regarding price and cost escalations, applied a 10% discount factor for time and certain discount factors for risk, location, type of ownership interest, category of reserves, operational characteristics, and other factors. In the first quarter of 1996, the Company recognized a non-cash impairment provision of $201,736 for certain oil and gas properties due to changes in the overall market for the sale of oil and gas and significant decreases in the projected production from certain of the Company's oil and gas properties. 5. On April 7, 1997, the Company's General Partner mailed proxy material to the limited partners with respect to a proposed consolidation of the Company with 33 other managed limited partnerships. The terms and conditions of the proposed consolidation are set forth in such proxy material. I-5 Item 2. Management's Discussion and Analysis or Plan of Operation. First Quarter 1997 Compared to First Quarter 1996 Oil and gas sales for the first quarter increased from $93,242 in 1996 to $98,896 in 1997. This represents a decrease of $5,654 (6%). Oil sales increased by $6,657 or 8%. A 15% increase in the average oil sales price increased sales by $12,172. This increase was partially offset by a 6% decrease in oil production. Gas sales decreased by $1,003 or 12%. A 28% decrease in gas production reduced sales by $2,298. This decrease was partially offset by a 22% increase in the average gas sales price. The decrease in oil production was primarily the result of natural production declines. The decrease in gas production was primarily the result of the shut-in of production from the Concord acquisition to perform workovers in the first quarter of 1997. The increases in average oil and gas sales prices correspond with higher prices in the overall market for the sale of oil and gas. Lease operating expenses decreased from $46,857 in the first quarter of 1996 to $26,029 in the first quarter of 1997. The decrease of $20,828 (44%) is primarily due to lower operating costs incurred on the McBride acquisition in 1996, as a result of new techniques utilized to control paraffin build-up and due to the plugging of non-economic wells in the McBride acquisition. Depreciation and depletion expense increased from $28,661 in the first quarter of 1996 to $31,691 in the first quarter of 1997. This represents an increase of $3,030 (11%). A 23% increase in the depletion rate increased depreciation and depletion expense by $5,923. This increase was partially offset by the changes in production, noted above. The rate increase was primarily due to a downward revision of the oil reserves during December 1996. The Financial Accounting Standards Board has issued Statement of Financial Accounting Standard ("SFAS") No. 121, "Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed Of," which requires certain assets to be reviewed for impairment whenever events or circumstances indicate the carrying amount may not be recoverable. Prior to this pronouncement, the Company assessed properties on an aggregate basis. Upon adoption of SFAS 121, the Company began assessing properties on an individual basis, wherein total capitalized costs may not exceed the property's fair market value. The fair market value of each property was determined by H. J. Gruy and Associates, ("Gruy"). To determine the fair market value, Gruy estimated each property's oil and gas reserves, applied certain assumptions regarding price and cost escalations, applied a 10% discount factor for time and certain discount factors for risk, location, type of ownership interest, category of reserves, operational characteristics, and other factors. In the first quarter of 1996, the Company recognized a non-cash impairment provision of $201,736 for certain oil and gas properties due to changes in the overall market for the sale of oil and gas and significant decreases in the projected production from certain of the Company's oil and gas properties. General and administrative expenses decreased from $8,512 in the first quarter of 1996 to $6,146 in the first quarter of 1997. This decrease of $2,366 (28%) is primarily due to less staff time being required to manage the Company's operations in 1997. I-6 CAPITAL RESOURCES AND LIQUIDITY The Company's cash flow from operations is a direct result of the amount of net proceeds realized from the sale of oil and gas production. Accordingly, the changes in cash flow from 1996 to 1997 are primarily due to the changes in oil and gas sales described above. It is the general partner's intention to distribute substantially all of the Company's available cash flow to the Company's partners. The Company's "available cash flow" is essentially equal to the net amount of cash provided by operating, financing and investing activities. The Company will continue to recover its reserves and distribute to the limited partners the net proceeds realized from the sale of oil and gas production after payment of its debt obligations. Distribution amounts are subject to change if net revenues are greater or less than expected. Nonetheless, the general partner believes the Company will continue to have sufficient cash flow to fund operations and to maintain a regular pattern of distributions. On April 7, 1997, the Company's General Partner mailed proxy material to the limited partners with respect to a proposed consolidation of the Company with 33 other managed limited partnerships. The terms and conditions of the proposed consolidation are set forth in such proxy material. As of March 31, 1997, the Company had no material commitments for capital expenditures. The Company does not intend to engage in any significant developmental drilling activity. I-7 PART II. OTHER INFORMATION Item 1. Legal proceedings. None Item 2. Changes in Securities. None Item 3. Defaults upon Senior Securities. Not Applicable Item 4. Submission of Matters to a Vote of Security Holders. Not Applicable Item 5. Other Information. Not Applicable Item 6. Exhibits and Reports on Form 8-K. (a) There are no exhibits to this report. (b) The Company filed no reports on Form 8-K during the quarter ended March 31, 1997. II-1 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 hereunto duly authorized. ENEX OIL & GAS INCOME PROGRAM VI - 1, L.P. --------------------- (Registrant) By:ENEX RESOURCES CORPORATION -------------------------- General Partner By: /s/ R. E. Densford -------------- R. E. Densford Vice President, Secretary Treasurer and Chief Financial Officer May 11, 1997 By: /s/ James A. Klein ------------------- James A. Klein Controller and Chief Accounting Officer