U. S. Securities and Exchange Commission
Washington, D. C. 20549
Form 10-QSB
(Mark One)
[ X ] QUARTERLY REPORT UNDER SECTION 10 OR 15 (d) OF
THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30,
1999.
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
For the transition period from ___________ to __________.
Commission File Number: 0-9458
Eagle Exploration Company
(Exact name of Registrant as specified in it charter)
Colorado 84-0804143
(State or other jurisdiction of (I.R.S. Employer ID Number)
incorporation or organization)
1801 Broadway, Suite 1420
Denver, Colorado 80202
(Address of principal executive offices)
(303) 296-3677
(Issuer's telephone number)
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.
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS
Check whether the registrant filed all documents and reports required to be
filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution of
securities under a plan confirmed by court. Yes X No .
State the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date:
3,072,836.
Transitional Small Business Disclosure format: (Check One) Yes No X.
EAGLE EXPLORATION COMPANY AND SUBSIDIARIES
INDEX TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
PART I FINANCIAL INFORMATION PAGE
Item 1 Unaudited Condensed Consolidated
- ------
Balance Sheets - September 30, 1999,
and March 31, 1999 3
Unaudited Condensed Consolidated
Statements of Operations - Three
Months Ended September 30, 1998
and 1999 and Six Months Ended
September 30, 1998 and 1999 4
Unaudited Condensed Consolidated
Statements of Cash Flows - Six Months
Ended September 30, 1998 and 1999 5
Notes to Unaudited Condensed
Consolidated Financial Statements 6
Item 2 Management's Discussion and Analysis
- ------
of Financial Condition and Results
of Operations 7
PART II SIGNATURES 8
PART I
FINANCIAL INFORMATION
Item 1 EAGLE EXPLORATION COMPANY AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
Assets
September 30, March 31,
1999 1999
----------- -----------
Current assets
Cash and cash equivalents .......................... $ 1,603,520 $ 2,350,898
Certificates of deposit ............................ 200,000 200,000
Short term investments ............................. 707,760 --
Other receivables .................................. 6,538 4,103
----------- -----------
Total current assets ............................. 2,517,818 2,555,001
----------- -----------
Office furniture, equipment and
other, net of $219,014 of accumulated
depreciation at September 30, 1999,
and $211,694 of accumulated depreciation
at March 31, 1999 ................................. 48,773 56,093
Other ............................................... 26,637 26,637
----------- -----------
Total assets ........................................ $ 2,593,228 $ 2,637,731
=========== ===========
Liabilities and Stockholders' Equity
Current liabilities
Accounts payable ................................... $ 9,488 $ 12,153
Income taxes payable ............................... 2,000 17,000
Deposits, deferred revenue
and other ......................................... 9,318 9,318
----------- -----------
Total current liabilities ....................... 20,806 38,471
----------- -----------
Stockholders' equity
Common stock, no par value;
authorized 10,000,000 shares;
3,072,836 shares issued and
outstanding ...................................... 6,632,998 6,632,998
Accumulated deficit ............................... (4,060,576) (4,033,738)
----------- -----------
2,572,422 2,599,260
Total liabilities and
stockholders' equity .............................. $ 2,593,228 $ 2,637,731
=========== ===========
See Notes to Unaudited Condensed Consolidated Financial Statements.
- 3 -
EAGLE EXPLORATION COMPANY AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
For the Three For the Three For the Six For the Six
Months Ended Months Ended Months Ended Months Ended
September 30, September 30, September 30, September 30,
1999 1998 1999 1998
---------- ---------- ---------- ----------
Revenue:
Income from investment in
limited liability company $ - $2,048,579 $ - $2,048,579
Interest and dividend income 26,138 21,353 50,938 33,348
Other income 12,742 5,128 31,214 10,459
---------- ---------- ---------- ----------
Total revenue 38,880 2,075,060 82,152 2,092,386
---------- ---------- ---------- ----------
Expenses:
Depreciation 3,660 3,580 7,320 6,874
Other operating expenses 50,756 98,074 101,670 146,070
---------- ---------- ---------- ----------
Total expense 54,416 101,654 108,990 152,944
---------- ---------- ---------- ----------
Net income (loss) $ (15,536) $1,973,406 $ (26,838) $1,939,442
========== ========== ========== ==========
Net income (loss) per share $ (.005) $ .64 $ (.008) $ .63
========== ========== ========== ==========
Weighted average number of share
outstanding 3,072,836 3,072,836 3,072,836 3,072,836
========== ========== ========== ==========
See Notes to Unaudited Condensed Consolidated Financial Statements.
- 4 -
EAGLE EXPLORATION COMPANY AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
For the Six For the Six
Months Ended Months Ended
September 30, September 30,
1999 1998
---------- ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net (loss) income $ (26,838) $1,939,442
---------- ----------
Adjustments to reconcile net (loss)
income to net cash (used) provided
by operating activities:
Depreciation 7,320 6,874
Change in assets and liabilities:
(Increase) in accounts receivable (2,435) (306)
(Decrease) in accounts payable (17,665) (17,317)
---------- ----------
Total adjustments (12,780) (10,749)
---------- ----------
NET CASH FLOWS (USED) PROVIDED
BY OPERATING ACTIVITIES (39,618) 1,928,693
---------- ----------
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of certificates of deposit - (500,000)
Purchase of furniture and equipment - (29,355)
Purchase of short term investments (707,760) -
Return on investment in limited
liability company - 24,725
---------- ----------
NET CASH FLOWS (USED)
BY INVESTING ACTIVITIES (707,760) (504,630)
---------- ----------
NET (DECREASE) INCREASE IN CASH AND
CASH EQUIVALENTS (747,378) 1,424,063
CASH AND CASH EQUIVALENTS, BEGINNING
OF YEAR 2,350,898 333,450
---------- ----------
CASH AND CASH EQUIVALENTS, END OF
YEAR $1,603,520 $1,757,513
========== ==========
See Notes to Unaudited Condensed Consolidated Financial Statements.
- 5 -
EAGLE EXPLORATION COMPANY AND SUBSIDIARIES
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Opinion of Management
1. The financial information furnished reflects all adjustments which are, in
the opinion of management, necessary to a fair presentation of the financial
position at September 30, 1999, and March 31, 1999, and of the condensed
consolidated statements of operations for the three months ended September 30,
1998 and 1999 and for the six months ended September 30, 1998 and 1999 and
condensed consolidated statements of cash flows for the six months ended
September 30, 1998 and 1999. The results of operations and statements of cash
flows for the periods presented are not necessarily indicative of those to be
expected for the entire year.
2. The accompanying unaudited condensed consolidated financial statements have
been prepared in accordance with generally accepted accounting principles for
interim financial information. Accordingly, they do not include all of the
information and footnotes required by generally accepted accounting principles.
For further information refer to the audited consolidated financial statements
and notes thereto for the year ended March 31, 1999, included in the Company's
10-KSB filed with the Securities and Exchange Commission on June 30, 1999.
- 6 -
Item 2: Management's' Discussion and Analysis of Financial Condition and
Results of Operation.
Financial Condition, Liquidity and Capital Resources
Cash and cash equivalents decreased for the six months ended September 30,
1999 to $1,603,520 from $2,350,898 for the year ended March 31, 1999 or
$747,378. This is primarily due to the Company's short term investments of
$707,760. The certificates of deposits remained at $200,000.
Stockholders' equity decreased from $2,599,260 at March 31, 1999, to
$2,572,422 for the six months ended September 30, 1999, or $26,838. This is
primarily due to operating activities.
Results of Operations
For the three months ended September 30, 1999, compared to the three months
ended September 30, 1999, and for the six months ended September 30, 1999,
compared to the six months ended September 30, 1998.
For the three months ended September 30, 1999, the Company's total revenue
was $38,880 as compared to the three months ended September 30, 1998, total
revenue was $2,075,060. For the six months ended September 30, 1999, the
Company's total revenue was $82,152 as compared to $2,092,386 for the six months
ended September 30, 1998. This is primarily due to the sale of the apartment
building in fiscal 1998.
Total expenses for the three months ended September 30, 1999, were $54,416
and total expenses to the three months ended September 30, 1998, were $101,654.
Total expenses for the six month period ended September 30, 1999, were $108,990
as compared to $152,944 for the period ended September 30, 1998. This decrease
is primarily due to the absence of legal bills for this period.
- 7 -
EAGLE EXPLORATION COMPANY AND SUBSIDIARIES
PART II
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.
EAGLE EXPLORATION COMPANY
(Registrant)
By: /s/ Raymond N. Joeckel
Raymond N. Joeckel
President/Chief Financial Officer
By: /s/ Paul M. Joeckel
Paul M. Joeckel
Secretary
- 8 -
Date: November 12, 1999