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SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 10-Q
QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For Quarter ended June 30, 1999 Commission file number 0-5426
THE WISER OIL COMPANY
A DELAWARE CORPORATION
I.R.S. Employer Identification No. 55-0522128
8115 Preston Road, Suite 400
Dallas, Texas 75225
Telephone (214) 265-0080
Former name, former address and former fiscal year, if changed since last
report. NONE
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, and (2) has been subject to such filing requirements
for the past 90 days.
X
----- -----
Yes No
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the close of the period covered by this report.
Class Outstanding at June 30, 1999
-------------- ----------------------------
$3 par value 8,951,965
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THE WISER OIL COMPANY
PART I
FINANCIAL INFORMATION
Item 1. Financial Statements
The consolidated condensed financial statements included herein have
been prepared by the Company, without audit, pursuant to the rules and
regulations of the Securities and Exchange Commission. The financial statements
reflect all adjustments which are, in the opinion of management, necessary to
fairly present such information. Although the Company believes that the
disclosures are adequate to make the information presented not misleading,
certain information and footnote disclosures, including significant accounting
policies, normally included in financial statements prepared in accordance with
generally accepted accounting principles have been condensed or omitted pursuant
to such rules and regulations. It is suggested that these condensed financial
statements be read in conjunction with the financial statements and the notes
thereto included in the Company's latest annual report on Form 10-K.
2
THE WISER OIL COMPANY
CONSOLIDATED BALANCE SHEETS
(Unaudited)
June 30, December 31,
1999 1998
-------- --------
(000's) except share data
Assets
Current Assets:
Cash and cash equivalents ($992 restricted at June 30, 1999). $ 18,745 $ 2,779
Accounts receivable.......................................... 8,890 9,102
Inventories.................................................. 316 669
Income taxes receivable...................................... 1,270 1,270
Prepaid expenses............................................. 1,340 1,035
------------------------
Total current assets...................................... 30,561 14,855
------------------------
Property, Plant and Equipment, at cost:
Oil and gas properties (successful efforts method)........... 274,067 367,974
Other properties............................................. 3,736 5,523
------------------------
277,803 373,497
Accumulated depreciation, depletion and amortization......... (108,721) (160,202)
------------------------
Net property, plant and equipment............................ 169,082 213,295
Other Assets.................................................. 3,631 3,660
------------------------
$ 203,274 $ 231,810
========================
Liabilities and Stockholders' Equity
Current Liabilities:
Accounts payable............................................. $ 9,073 $ 10,473
Current portion of long-term debt............................ - 21,000
Accrued liabilities.......................................... 2,265 2,730
------------------------
Total current liabilities.................................. 11,338 34,203
------------------------
Long Term Debt................................................ 124,989 124,452
Deferred Benefit Cost......................................... 361 378
Deferred Income Taxes......................................... - 686
Stockholders' Equity:
Common stock - $3 par value; 20,000,000 shares authorized;
shares issued - 9,128,169; shares outstanding - 8,951,965... 27,385 27,385
Paid-in capital.............................................. 3,223 3,223
Retained earnings............................................ 37,677 43,090
Foreign currency translation................................. 1,030 1,122
Treasury stock; 176,204 shares, at cost...................... (2,729) (2,729)
------------------------
Total stockholders' equity................................. 66,586 72,091
------------------------
$ 203,274 $ 231,810
========================
The notes to financial statements included in the Company's Annual Report
on Form 10-K for the year ended December 31, 1998 are an integral part of
these financial statements.
3
THE WISER OIL COMPANY
CONSOLIDATED STATEMENTS OF INCOME AND RETAINED EARNINGS
(Unaudited)
For the Three Months For the Six Months
-------------------- ------------------
Ended June 30, Ended June 30,
--------------- --------------
1999 1998 1999 1998
------- ------- ------ ------
(000's except per share data)
Revenues:
Oil and gas sales......................... $10,964 $15,471 $22,569 $ 32,545
Dividends and interest.................... 139 67 165 212
Other..................................... 2,875 481 3,115 677
--------------------------------------------------
13,978 16,019 25,849 33,434
--------------------------------------------------
Costs and Expenses:
Production and operating.................. 4,532 6,273 9,854 12,435
Purchased natural gas..................... - 350 336 738
Depreciation, depletion and amortization.. 4,650 6,821 10,088 13,662
Exploration............................... 481 3,654 1,375 7,007
General and administrative................ 1,772 2,553 3,291 4,979
Interest expense.......................... 3,598 3,227 7,004 6,373
--------------------------------------------------
15,033 22,878 31,948 45,194
--------------------------------------------------
Earnings (Loss) Before Income Taxes......... (1,055) (6,859) (6,099) (11,760)
Income Tax Expense (Benefit)................ - (2,184) (686) (3,529)
--------------------------------------------------
NET INCOME (LOSS)........................... (1,055) (4,675) (5,413) (8,231)
Retained Earnings, beginning of period...... 38,732 64,806 43,090 68,630
Dividends Paid.............................. - (269) - (537)
--------------------------------------------------
Retained Earnings, end of period............ $37,677 $59,862 $37,677 $ 59,862
==================================================
Weighted Average Outstanding Shares......... 8,952 8,952 8,952 8,952
==================================================
Earnings (Loss) Per Share:
Basic..................................... ($0.12) ($0.52) ($0.60) ($0.92)
==================================================
Diluted................................... ($0.12) ($0.52) ($0.60) ($0.92)
==================================================
Cash Dividends Per Share.................... $ - $0.03 $ - $ 0.06
==================================================
The notes to financial statements included in the Company's Annual Report
on Form 10-K for the year ended December 31, 1998 are an integral part of
these financial statements.
4
THE WISER OIL COMPANY
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
For the Six Months Ended June 30, 1999
Foreign
Common Paid-in Retained Currency Treasury
Total Stock Capital Earnings Translation Stock
----- ----- ------- --------- ------------ ------
(000's)
December 31, 1998............. $72,091 $27,385 $3,223 $43,090 $1,122 $(2,729)
Net income (loss) (4,358) -- -- (4,358) -- --
Other comprehensive income
(loss), net of tax....... (41) -- -- -- (41) --
-------
Comprehensive income (loss)... (4,399)
Dividends paid................ -- -- -- -- -- --
------- -------- ------- -------- ----------- --------
March 31, 1999................ $67,692 $27,385 $3,223 $38,732 $1,081 $(2,729)
Net income (loss) (1,055) -- -- (1,055) -- --
Other comprehensive income
(loss), net of tax....... (51) -- -- -- (51) --
-------
Comprehensive income (loss)... (1,106)
Dividends paid................ -- -- -- -- -- --
------- -------- ------- -------- ----------- --------
June 30, 1999................. $66,586 $27,385 $3,223 $37,677 $1,030 $(2,729)
======= ======== ======= ======== =========== ========
The notes to financial statements included in the Company's Annual Report on
Form 10-K for the year ended December 31, 1998 are an integral part of these
financial statements.
5
THE WISER OIL COMPANY
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
For the Six Months
--------------------
Ended June 30,
--------------
1999 1998
------ ------
(000's)
Cash Flows From Operating Activities:
Net Income (Loss)............................................. $ (5,413) $ (8,231)
Adjustments to reconcile net income to operating cash flows:
Depreciation, depletion and amortization.................... 10,088 13,662
Deferred income taxes....................................... (686) (1,176)
Property sale gains......................................... (2,922) (391)
Foreign currency translation................................ (92) 67
Exploration expense......................................... 1,375 7,007
Amortization of other assets................................ 242 292
Other Changes:
Accounts receivable....................................... 212 2,458
Inventories............................................... 58 (27)
Income taxes receivable................................... - (2,331)
Prepaid expenses.......................................... (305) (890)
Other assets.............................................. (176) 509
Accounts payable.......................................... (1,400) (7,010)
Accrued liabilities....................................... (465) (31)
Deferred benefits cost.................................... (17) 79
-------------------
Operating Cash Flows................................... 499 3,987
-------------------
Cash Flows From Investing Activities:
Capital and exploration expenditures.......................... (4,890) (28,700)
Proceeds from sales of property, plant and equipment.......... 40,857 2,053
-------------------
Investing Cash Flows................................... 35,967 (26,636)
-------------------
Cash Flows From Financing Activities:
Long term debt issued......................................... - 10,000
Payments on long term debt.................................... (20,500) -
Dividends paid................................................ - (537)
-------------------
Investing Cash Flows................................... (20,500) 9,463
-------------------
Net Increase (Decrease) In Cash.................................. 15,966 (13,197)
Cash and Cash Equivalents, beginning of period................... 2,779 13,255
-------------------
Cash and Cash Equivalents, end of period......................... $ 18,745 $ 58
===================
The notes to financial statements included in the Company's Annual Report on
Form 10-K for the year ended December 31, 1998 are an integral part of these
financial statements.
6
THE WISER OIL COMPANY
Notes to Financial Statements
Note 1. Hedging Activities
In the first half of 1999, the Company entered into forward sale agreements to
hedge a portion of the Company's oil and gas production as follows:
Period Daily Volume - Product Price (Floor / Ceiling)
- ------ ----------------------- ----------------------
March 1, 1999 to July 31, 1999 23,832 MMBTU - Natural Gas $1.72 per MMBTU
May 1, 1999 to August 31, 1999 800 Bbls - Crude Oil $13.40 per Bbl
May 1, 1999 to August 31, 1999 455 Bbls - Crude Oil $14.50 / 16.60 per Bbl (a)
May 1, 1999 to September 30, 1999 500 Bbls - Crude Oil $13.00 / 17.35 per Bbl (b)
August 1999 2,675 Bbls - Crude Oil $16.50 / 20.00 per Bbl (a)
September 1999 3,900 Bbls - Crude Oil $16.50 / 20.00 per Bbl (a)
October 1999 4,200 Bbls - Crude Oil $16.50 / 20.00 per Bbl (a)
November 1999 4,300 Bbls - Crude Oil $16.50 / 20.00 per Bbl (a)
December 1999 4,200 Bbls - Crude Oil $16.50 / 20.00 per Bbl (a)
(a) These are "collar" hedges whereby the Company will receive the actual
market price if the actual market price is between the floor price and the
ceiling price. If the actual market price is below or above the floor or
ceiling prices, the price received by the Company will be limited to the
floor price or ceiling price, respectively.
(b) The 500 Bbls per day crude oil hedge is also a "collar" hedge whereby
the Company will receive the actual market price if the actual market price
is between $15.00 per Bbl and the ceiling price of $17.35 per Bbl. If the
actual market price is between the floor price of $13.00 per Bbl and $15.00
per Bbl, the Company will receive $15.00 per Bbl. If the actual market price
is less than the floor price of $13.00 per Bbl, the Company will receive the
actual market price plus $2.00 per Bbl. If the actual market price is above
the ceiling price of $17.35 per Bbl, the price received by the Company will
be limited to $17.35 per Bbl.
During the first half of 1999, oil and gas sales were reduced by $0.5 million
from the Company's hedging activities.
7
THE WISER OIL COMPANY
Notes to Financial Statements (continued)
Note 2. Summary of Guaranties of 9 1/2% Senior Subordinated Notes
In May 1998, the Company issued $125 million aggregate principal amount of
its 9 1/2% Senior Subordinated Notes due 2007 pursuant to an offering exempt
from registration under the Securities Act of 1933. The notes are unsecured
obligations of the Company, subordinated in right of payment to all existing and
any future senior indebtedness of the Company. The notes rank pari passu with
any future senior subordinated indebtedness and senior to any future junior
subordinated indebtedness of the Company. The notes are fully and
unconditionally guaranteed, jointly and severally, on an unsecured, senior
subordinated basis by certain wholly owned subsidiaries of the Company (the
"Subsidiary Guarantors"). At the time of the initial issuance of the notes,
Wiser Oil Delaware, Inc., The Wiser Marketing Company, Wiser Delaware LLC,
T.W.O.C., Inc. and The Wiser Oil Company of Canada were the Subsidiary
Guarantors (the "Initial Subsidiary Guarantors"). Except for two wholly owned
subsidiaries that are inconsequential to the Company on a consolidated basis,
the Initial Subsidiary Guarantors comprise all of the Company's direct and
indirect subsidiaries.
Sections 13 and 15(d) of the Securities Exchange Act of 1934 require
presentation of the following unaudited summarized financial information of the
Subsidiary Guarantors. The Company has not presented separate financial
statements and other disclosures concerning each Subsidiary Guarantor because
such information is not material to investors. There are no significant
contractual restrictions on distributions from each of the Subsidiary Guarantors
to the Company.
8
THE WISER OIL COMPANY
Notes to Financial Statements (continued)
THE WISER OIL COMPANY
Subsidiary Guarantors
---------------------------------------------
The Wiser
Wiser T.W.O.C. Marketing Combined
(000's) Canada(1) Inc. Company Total
----------- --------- --------- ---------
Revenues
- --------
For the quarter ended June 30,1999..... $ 3,615 $ - $ 523 $ 4,138
For the quarter ended June 30, 1998.... 3,778 - 540 4,318
For the six months ended June 30,1999.. 6,773 - 523 7,296
For the six months ended June 30,1998.. 7,558 1 1,100 8,659
Income (Loss) Before Income Taxes
- ---------------------------------
For the quarter ended June 30,1999..... $ 345 $ - $ 68 $ 413
For the quarter ended June 30, 1998.... (777) (4) 90 (691)
For the six months ended June 30,1999.. (165) - 68 (97)
For the six months ended June 30,1998.. (1,486) (8) 156 (1,338)
Net Income (Loss)
- ----------------
For the quarter ended June 30,1999..... $ 345 $ - $ 68 $ 413
For the quarter ended June 30, 1998.... (522) (3) 63 (462)
For the six months ended June 30,1999.. (165) - 68 (97)
For the six months ended June 30,1998.. (1,040) (6) 109 (937)
Current Assets
- --------------
June 30,1999........................... $ 4,228 $ 3 $ - $ 4,231
December 31, 1998...................... 3,782 3 213 3,998
Total Assets
- ------------
June 30,1999........................... $50,462 $ 3 $ - $50,465
December 31, 1998...................... 50,797 3 526 51,326
Current Liabilities
- -------------------
June 30,1999........................... $ 4,755 $ - $ - $ 4,755
December 31, 1998...................... 4,806 - 361 5,167
Noncurrent Liabilities
- ----------------------
June 30,1999........................... $19,076 $ - $ - $19,076
December 31, 1998...................... 17,846 - - 17,846
Stockholder's Equity
- --------------------
June 30,1999........................... $26,631 $ 3 $ - $26,634
December 31, 1998...................... 28,145 3 165 28,313
(1) Includes the accounts of Wiser Oil Delaware, Inc., Wiser Delaware LLC and
The Wiser Oil Company of Canada.
See other notes to financial statements included in the Company's Annual Report
on Form 10-K for the year ended December 31, 1998.
9
THE WISER OIL COMPANY
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
Comparison of Quarters Ended June 30, 1999 and June 30, 1998
In April and May of 1999, the Company sold certain oil and gas properties
for $40.9 million which represented approximately 19% of the Company's total
proved oil and gas reserves at December 31, 1998. The Company recognized a gain
of $2.9 million from the property sales in the second quarter of 1999.
Revenues for the second quarter of 1999 decreased $2.0 million or 13% from
the second quarter of 1998, due primarily to lower oil and gas sales. Oil sales
for the second quarter of 1999 were $0.8 million lower than the second quarter
of 1998 as net oil production for the second quarter of 1999 was 432,000
barrels, down 27% from 592,000 barrels in the second quarter of 1998. The
decrease in oil production in the second quarter of 1999 was attributable to
declining production at Maljamar and the Evi and Provost fields in Canada
combined with the oil and gas property sales discussed above. The average price
received for oil sales in the second quarter of 1999 was $15.11 per barrel, up
$2.78 per barrel or 23% from the second quarter of 1998. Gas sales for the
second quarter of 1999 were $3.7 million lower than the second quarter of 1998
as net gas production for the second quarter of 1999 was 2,509 MMCF, down 1,259
MMCF or 33% from the second quarter of 1998. The decrease in gas production was
due primarily to the sale of oil and gas properties discussed above. The average
price received for gas sales in the second quarter of 1999 was $1.48 per Mcf, a
decrease of $0.48 per Mcf or 24% from the second quarter of 1998. During the
second quarter of 1999, oil and gas sales were reduced by $0.6 million from the
Company's hedging activities. There were no adjustments to oil and gas sales for
hedging activities in the second quarter of 1998.
Production and operating expense for the second quarter of 1999 decreased
$1.7 million or 28% as a result of the oil and gas property sales discussed
above and cost cutting measures implemented at the Maljamar and Wellman fields.
On a BOE basis (excluding 140 MMCF of gas purchased for resale during the second
quarter of 1998), production and operating expense during the second quarter of
1999 increased to $4.96 per BOE or 1% from $4.89 per BOE during the second
quarter of 1998. Depreciation, depletion and amortization, ("DD&A") for the
second quarter of 1999, decreased $2.2 million or 32% from the second quarter of
1998 due primarily to the oil and gas property sales discussed above.
Exploration expense for the second quarter of 1999 was $0.5 million, down $3.2
million from the second quarter of 1998 due to substantially reduced exploration
activities in the second quarter of 1999. General and administrative expense in
the second quarter of 1999 was $1.8 million, down $0.8 million from the second
quarter of 1998 due to substantial reductions in office staff that were made in
December 1998. Interest expense during the second quarter of 1999 was $3.6
million, up $0.4 million or 11% from the second quarter of 1998 due to fees
associated with refinancing the Credit Agreement with NationsBank of Texas, N.A.
("Credit Agreement") with the Restated Credit Agreement with Bank One, Texas,
N.A.
10
THE WISER OIL COMPANY
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
Comparison of Quarters Ended June 30, 1999 and June 30, 1998 (continued)
No income tax benefit was recognized during the second quarter of 1999
compared to a tax benefit rate of 32% in the second quarter of 1998. The net
loss before income taxes of $1.1 million in the second quarter of 1999 will
generate income tax benefits only if the net loss can be carried forward and
applied against future taxable income. Since full realization of the future
income tax benefits associated with the net loss can not be reasonably assured
at this time, no income tax benefits were recognized in the second quarter of
1999.
The Company realized a net loss of $1.1 million and net loss per share of
$0.12 in the second quarter of 1999 compared to a net loss of $4.7 million and
net loss per share of $0.52 during the second quarter of 1998.
Comparison of Six Months Ended June 30, 1999 and June 30, 1998
Revenues for the first half of 1999 decreased $7.6 million or 23% from the
first half of 1998, due primarily to lower oil and gas sales. Oil sales for the
first half of 1999 were $4.9 million lower than the first half of 1998 as net
oil production for the first half of 1999 was 931,000 barrels, down 27% from
1,275,000 barrels in the first half of 1998. The decrease in oil production in
the first half of 1999 was attributable to declining production at Maljamar and
the Evi and Provost fields in Canada combined with the oil and gas property
sales discussed above. The average price received for oil sales in the first
half of 1999 was $12.88 per barrel, down $0.39 per barrel or 3% from the first
half of 1998. Gas sales for the first half of 1999 were $4.8 million lower than
the first half of 1998 as net gas production for the first half of 1999 was
5,813 MMCF, down 1,385 MMCF or 19% from the first half of 1998. The decrease in
gas production was due primarily to the sale of oil and gas properties discussed
above. The average price received for gas sales during the first half of 1999
was $1.59 per Mcf, a decrease of $0.37 per Mcf or 19% from the first half of
1998. During the first half of 1999, oil and gas sales were reduced by $0.5
million from the Company's hedging activities. There were no adjustments to oil
and gas sales for hedging activities in the first half of 1998.
Production and operating expense for the first half of 1999 decreased $2.6
million or 21% from the first half of 1998 primarily as a result of the oil and
gas property sales discussed above and cost cutting measures implemented at the
Maljamar and Wellman fields. On a BOE basis (excluding 148 MMCF and 305 MMCF of
gas purchased for resale during the first half of 1999 and 1998, respectively),
production and operating expense during the first half of 1999 increased to
$4.90 per BOE or 2% from $4.81 per BOE during the first half of 1998. DD&A for
the first half of 1999, decreased $3.6 million or 26% from the first half of
1998 due primarily to the oil and gas property sales discussed above.
Exploration expense for the first half of 1999 was $1.4 million, down $5.6
million from the first half of 1998 due primarily to substantially reduced
exploration activities in the second quarter of 1999.
11
THE WISER OIL COMPANY
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
Comparison of Six Months Ended June 30, 1999 and June 30, 1998 (continued)
General and administrative expense in the first half of 1999 was $3.3 million,
down $1.7 million from the first half of 1998 due to substantial reductions in
office staff that were made in December 1998. Interest expense during the first
half of 1999 was $7.0 million, up $0.6 million or 10% from the first half of
1998 due to the issuance of $125 million of Senior Subordinated Notes in May
1998 and fees associated with refinancing the Credit Agreement with the Restated
Credit Agreement in the second quarter of 1999. The effective income tax rate
during the first half of 1999 was 11% compared to 30% in the first half of 1998.
The net loss before income taxes of $6.1 million in the first quarter of 1999
will generate income tax benefits only if the net loss can be carried forward
and applied against future taxable income. Since full realization of the future
income tax benefits associated with the net loss can not be reasonably assured
at this time, income tax benefits were recorded in the first half of 1999 only
to the extent of the Company's existing deferred income tax liability of $0.7
million.
The Company realized a net loss of $5.4 million and net loss per share of
$0.60 in the first half of 1999 compared to net loss of $8.2 million and net
loss per share of $0.92 during the first half of 1998.
Operating cash flows during the first half of 1999 were $0.5 million, down
$3.5 million from the first half of 1998 primarily as a result of decreased oil
and gas sales which were offset in part by lower production and operating
expense and lower general and administrative expense. Capital and exploration
expenditures during the first half of 1999 were $4.9 million, down $23.8 million
from the first half of 1998. The Company has reduced its capital and exploration
budget for 1999 to a range of $8 million to $10 million. The Company received
$40.9 million in net sales proceeds from the sale of oil and gas properties
during the first half of 1999 compared to $2.1 million in proceeds received
during the first half of 1998.
In April 1999, the Company used $10 million of sale proceeds to reduce the
outstanding balance under the Credit Agreement to $11 million. On May 10, 1999,
the Company entered into a Restated Credit Agreement ("BankOne Revolver") with
Bank One, Texas, N.A. The Company borrowed $11 million under the BankOne
Revolver and repaid in full the outstanding principal balance of $11 million
under the Credit Agreement and the Credit Agreement was terminated. Also in May
1999, the Company used $10.5 million of sales proceeds to reduce the BankOne
Revolver balance to $0.5 million.
12
THE WISER OIL COMPANY
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
The BankOne Revolver provides the Company with up to a $25 million line of
credit through April 30, 2001. The amounts available for borrowing are based on
the Company's oil and gas reserves and the Company's Borrowing Base at June 30,
1999 was $8 million. Available loan and interest options are (i) Prime Rate
Loans, at the bank's prime interest rate and (ii) Eurodollar Loans, at LIBOR
plus 2.5%, 2.75% or 3% depending on the percentage of the Borrowing Base
actually borrowed by the Company. The commitment fee on the unused Borrowing
Base is 0.5%. The BankOne Revolver imposes certain restrictions on sales of
assets, payment of dividends and incurrence of indebtedness and requires the
Company to, among other things, maintain certain financial ratios and make
monthly escrow deposits of $1.0 million to fund the semi-annual interest
payments on the 9 1/2% Senior Subordinated Notes.
Quantitative and Qualitative Disclosures About Market Risk
See Note 1 "Hedging Activities."
Year 2000 Issue
The Company has assessed and continues to assess the impact of the "year
2000" ("Y2K") issue on its reporting systems and operations. The Y2K issue
exists because many computer systems and applications currently use two-digit
date fields to designate a year. As the century date occurs, two-digit date
systems will recognize the year 2000 as 1900 or not at all. This inability to
recognize or properly treat the year 2000 may cause systems to process critical
financial and operational information incorrectly.
In 1998 and the first quarter of 1999, the Company's U.S. and Canadian
computerized accounting systems were upgraded to versions which are Y2K
compliant. These upgrades were completed at a nominal cost to the Company. In
addition, the Company's personal computer systems were analyzed for Y2K
compliance during 1998 and certain components were upgraded at a nominal cost to
the Company. Virtually all of the Company's personal computer systems are
currently Y2K compliant. Wiser is currently reviewing computer-controlled oil
field equipment for Y2K compliance and expects the suppliers of such equipment
to provide upgrades or modifications, if necessary, before the end of 1999 at a
nominal cost to the Company. Wiser is also in the process of surveying its
primary business partners to seek assurances that they will be Y2K compliant
during 1999. Despite these efforts to seek assurances, the Company cannot
provide assurance that all significant business partners will achieve Y2K
compliance in a timely manner. If there is a high risk that a business partner
will not be Y2K compliant in a timely manner, a contingency plan will be
developed or an alternate business partner will be used to minimize the Y2K
risk.
13
THE WISER OIL COMPANY
PART II - OTHER INFORMATION
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
(a) The annual meeting of stockholders of The Wiser Oil Company was held
in Dallas, Texas, at 4:00 p.m., local time, on May 17, 1999.
(b) Proxies were solicited by the Board of Directors of The Wiser Oil
Company pursuant to Regulation 14A under the Securities Exchange Act
of 1934. There was no solicitation in opposition to the Board of
Directors' nominees as listed in the proxy statement and all of such
nominees were duly elected.
(c) Out of a total of 8,951,965 shares of The Wiser Oil Company common
stock outstanding and entitled to vote as of the March 16, 1999 record
date, 7,881,584 shares were present in person or by proxy,
representing approximately 88 percent of outstanding shares. The only
matter voted on by the stockholders, as fully described in the proxy
statement for the annual meeting, was the election of John W. Cushing,
III, Lorne H. Larson and Andrew J. Shoup, Jr. to serve three-year
terms on the Board of Directors of The Wiser Oil Company. The results
of voting were as follows:
Nominee Number of Shares Number of Shares
for Re-election Voting FOR Election WITHHOLDING AUTHORITY
as Director as Director to Vote for Election as Director
- --------------------- ------------------- --------------------------------
John W. Cushing, III 7,599,660 281,924
Lorne H. Larson 7,553,297 328,287
Andrew J. Shoup, Jr. 7,523,054 358,530
The following individuals continued their respective terms of service
as Directors of The Wiser Oil Company following the meeting:
Howard G. Hamilton
G. Frayer Kimball, III
Jon L. Mosle, Jr.
Paul I. Neuenschwander
A. W. Schenck, III
14
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
--------
The information required by this Item 6 (a) is set forth in the Index
to Exhibits accompanying this quarterly report and is incorporated
herein by reference.
(b) Reports on Form 8-K
-------------------
None.
15
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.
THE WISER OIL COMPANY
-------------------------------------
(Registrant)
Date: August 13, 1999 /s/ Andrew J. Shoup, Jr.
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Andrew J. Shoup, Jr.
President and
Chief Executive Officer
Date: August 13, 1999 /s/ Lawrence J. Finn
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Lawrence J. Finn
Vice President, Finance and
Chief Financial Officer
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THE WISER OIL COMPANY
Index to Exhibits
Exhibit
Number Exhibit
- ------ -------
4.15* Restated Credit Agreement Dated May 10, 1999 among The Wiser Oil
Company, as borrower, and Bank One, Texas, N.A., as agent, and the
Institutions as listed on the signature pages thereto, as Banks.
27* Financial Data Schedule
* Filed herewith.
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