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 March 31, 1996
------------------------------------
[ ] 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 1-5507
MAGELLAN PETROLEUM CORPORATION
...............................................................................
(Exact name of registrant as specified in its charter)
DELAWARE 06-0842255
...............................................................................
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
149 Durham Road, Madison, Connecticut 06443
...............................................................................
(Address of principal executive offices) (Zip Code)
203-245-8380
...............................................................................
(Registrant's telephone number, including area code)
...............................................................................
(Former name, former address and former fiscal year, if changed
since last report)
Indicate by check mark whether the registrant (l) has filed all reports
required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of
l934 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. |X| Yes |_| No
The number of shares outstanding of the issuer's single class of common
stock as of May 1, 1996 was 24,691,245.
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
MAGELLAN PETROLEUM CORPORATION
CONSOLIDATED BALANCE SHEET
(unaudited)
March 31, June 30,
1996 1995
ASSETS
Current assets:
Cash and cash equivalents $11,509,663 $ 8,982,582
Accounts receivable 1,440,520 1,772,342
Reimbursable development costs 147,470 141,015
Inventories 324,853 208,334
----------- ------------
Total current assets 13,422,506 11,104,273
---------- ----------
Property and equipment:
Oil and gas properties (full cost method) 64,285,181 54,334,921
Land, buildings and equipment 2,360,439 2,084,616
Field equipment 1,604,042 1,457,894
----------- -----------
68,249,662 57,877,431
Less accumulated depletion, depreciation
and amortization (24,926,438) (20,516,580)
------------ ------------
Net property and equipment 43,323,224 37,360,851
----------- ----------
Other assets:
Other assets 400,226 363,084
------------- ------------
$57,145,956 $48,828,208
=========== ===========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 1,429,395 $ 1,416,315
Accrued liabilities 993,099 881,734
-------------- ------------
Total current liabilities 2,422,494 2,298,049
------------- -----------
Long term liabilities and minority interests:
Deferred income taxes 11,793,831 8,877,253
Reserve for future restoration costs 2,345,472 2,127,805
Minority interests 18,630,445 16,616,405
---------- -----------
32,769,748 27,621,463
----------- -----------
Stockholders' equity:
Common stock, par value $.01 per share:
Authorized 50,000,000 shares
Outstanding 24,691,245 and 24,543,745 shares,
respectively 246,912 245,437
Capital in excess of par value 43,244,901 43,112,376
---------- -----------
43,491,813 43,357,813
Deficit (18,623,409) (19,615,984)
Foreign currency translation adjustments (2,914,690) (4,833,133)
------------- ------------
Total stockholders' equity 21,953,714 18,908,696
---------- -----------
$57,145,956 $48,828,208
=========== ===========
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
MAGELLAN PETROLEUM CORPORATION
CONSOLIDATED STATEMENT OF OPERATIONS
(unaudited)
Three months ended Nine months ended
March 31, March 31,
---------------------- ----------------------
1996 1995 1996 1995
------ ------ ------ ------
Revenues:
Oil sales $1,620,607 $ 1,527,299 $ 4,469,217 $ 4,381,803
Gas sales 2,475,558 2,046,455 7,148,921 5,839,788
Interest and other income 673,744 367,244 1,735,684 830,434
---------- ------------ ---------- ------------
4,769,909 3,940,998 13,353,822 11,052,025
--------- ------------ ----------- ----------
Costs and expenses:
Production costs 1,361,096 953,538 3,423,556 2,719,812
Salaries and employee benefits 410,402 457,675 1,327,934 1,143,530
Depletion, depreciation and
amortization 761,164 1,003,577 2,257,059 2,776,080
Auditing, accounting and
legal services 158,506 132,379 596,481 555,607
Shareholder communications 32,429 25,469 162,141 140,359
Other 14,005 175,854 632,493 633,772
Interest 7,558 7,330 22,856 22,480
------------ --------------- ------------ ------------
2,745,160 2,755,822 8,422,520 7,991,640
--------- ------------ ----------- ----------
Income before minority interests
and income taxes 2,024,749 1,185,176 4,931,302 3,060,385
Minority interests 1,062,109 652,777 2,712,179 1,851,058
--------- ------------- ---------- ----------
Income before income taxes 962,640 532,399 2,219,123 1,209,327
Income tax provision 367,968 239,750 1,226,548 951,256
---------- ------------- ----------- -----------
Net income $ 594,672 $ 292,649 $ 992,575 $ 258,071
========== ============ ============ ============
Average number of shares
outstanding 24,599,370 24,408,745 24,572,495 24,398,604
========== ========== =========== ===========
Net income per share $.02 $ .01 $.04 $ .01
==== ===== ===== =====
CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
(unaudited)
Capital in Accumulated
Number Common excess of translation
of shares stock par value Deficit adjustments Total
June 30, 1995 24,543,745 $ 245,437 $43,112,376 $(19,615,984) $(4,833,133) $18,908,696
Net income - - - 992,575 - 992,575
Currency translation
adjustments - - - - 1,918,443 1,918,443
Exercise of stock options 147,500 1,475 135,525 - - 134,000
----------- --------- ----------- ------------ ----------- -----------
March 31, 1996 24,691,245 $ 246,912 $43,244,901 $(18,623,409) $(2,914,690) $21,953,714
=========== ========= =========== ============= ============ ===========
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
MAGELLAN PETROLEUM CORPORATION
CONSOLIDATED STATEMENT OF CASH FLOWS
(unaudited)
Nine months ended
March 31,
1996 1995
Operating Activities:
Net income $ 992,575 $ 258,071
Adjustments to reconcile net income
to net cash provided by operating activities:
Depletion, depreciation and amortization 2,257,059 2,776,080
Deferred income taxes 1,967,245 720,654
Minority interests 2,712,179 1,851,058
Increase (decrease) in operating assets and liabilities:
Accounts receivable 145,655 (720,157)
Reimbursable development costs (125,626) (528,357)
Other assets (151,952) (1,050)
Inventories (87,867) 10,232
Accounts payable and accrued liabilities (184,078) 448,224
------------- ------------
Net cash provided by operating activities 7,625,190 4,814,755
----------- -----------
Investing Activities:
Net additions to property and equipment (3,815,625) (4,170,447)
------------- ------------
Net cash used in investing activities (3,815,625) (4,170,447)
------------- ------------
Financing Activities:
Dividends to MPAL minority shareholders (1,619,104) (1,673,345)
Exercise of MPC stock options and stock issued
for directors' fees 134,000 28,123
------------ -------------
Net cash used in financing activities (1,485,104) (1,645,222)
------------ ------------
Effect of exchange rate changes on cash
and cash equivalents 202,620 142,437
------------ -------------
Net decrease in cash and cash equivalents 2,527,081 (858,477)
Cash and cash equivalents at
beginning of year 8,982,582 8,350,577
----------- ------------
Cash and cash equivalents at
end of period $11,509,663 $ 7,492,100
=========== ===========
PART I - FINANCIAL INFORMATION
MAGELLAN PETROLEUM CORPORATION
March 31, 1996
Item 1. Financial Statements - Notes
The information for the three and nine month periods ended March 31,
1996 and 1995, is unaudited but includes all adjustments which the Company
considers necessary for a fair presentation of the results of operations for
those periods. All adjustments are of a normal recurring nature. The
consolidated financial statements include the Company's 50.7% owned subsidiary,
Magellan Petroleum Australia Limited ("MPAL").
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations
Liquidity and Capital Resources
Consolidated
At March 31, 1996, the Company on a consolidated basis had
approximately $11,510,000 of cash and cash equivalents. A summary of the major
changes in cash items during the period is as follows:
Cash and cash equivalents at beginning of year $ 8,983,000
Cash provided by operations 7,625,000
Net additions to property and equipment (3,817,000)
Cash dividends paid to MPAL minority shareholders (1,619,000)
Other 338,000
------------
Cash and cash equivalents at end of period $11,510,000
===========
As to the Company (unconsolidated)
At March 31, 1996, Magellan Petroleum Corporation ("MPC"), on an
unconsolidated basis, had cash and cash equivalents of approximately $2,164,000.
MPC's normal annual operating budget is approximately $750,000 and its current
cash position and its future dividends from MPAL should be adequate to meet its
current cash requirements. During fiscal 1996, MPC has budgeted approximately
$400,000 for oil and gas exploration. MPC also has available a $1.5 million bank
line of credit. MPC has in the past invested and may in the future invest
substantial portions of its available funds to maintain its majority interest in
MPAL.
PART I - FINANCIAL INFORMATION
MAGELLAN PETROLEUM CORPORATION
March 31, 1996
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations (Cont'd)
As to MPAL
At March 31, 1996, MPAL had cash and cash equivalents of approximately
$9,346,000. MPAL has budgeted approximately $5.5 million for exploration in
fiscal 1996 in comparison to the $2.8 million incurred during fiscal 1995. MPAL
expects to fund its exploration and development costs through its cash flow from
Australian operations, and if necessary, any additional requirements from its
A.$10 million bank line of credit.
Results of Operations
Three month period ended March 31, 1996 vs. March 31, 1995.
The Company had consolidated net income of $594,672 for the three month
period ended March 31, 1996 compared to net income of $292,649 for the
comparable 1995 period. The components of consolidated net income for the
comparable periods were as follows:
Three month period ended
March 31,
1996 1995
MPC unconsolidated pretax loss $(130,205) $(137,794)
MPC income tax expense (2) (311)
Share of MPAL pretax income 1,090,445 670,193
Share of MPAL income tax provision (365,566) (239,439)
--------- ---------
Consolidated net income $ 594,672 $ 292,649
========= ========
Net income per share $.02 $.01
==== ====
PART I FINANCIAL INFORMATION
MAGELLAN PETROLEUM CORPORATION
March 31, 1996
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations (Cont'd)
Oil and Gas Sales
Oil and gas sales (in thousands) by geographic location for the comparable
periods were as follows:
Three month period ended March 31,
1996 1995
Sales % Sales %
Australia $4,096 100 $3,418 96
United States - - 156 4
------- ----- ------- -----
$4,096 100 $3,574 100
====== ==== ====== ===
Oil Sales
Oil sales increased by 6% in the current quarter. Oil sales in
Australia increased 17% in the 1996 period to $1,621,000 from $1,387,000 in the
prior period because of a 6% increase in oil prices and a 12% increase in the
number of units sold. MPAL's share of oil sales in the United States ($140,000
in 1995) were eliminated because the producing properties were sold on March 31,
1995. Oil unit sales in barrels ("bbls") and the average price per barrel sold
during the periods indicated were as follows:
Three month period ended March 31,
----------------------------------
1996 Sales 1995 Sales
Average Average
price price
bbls per bbl bbls per bbl
Australia-Mereenie 94,223 A.$25.39 83,896 A.$24.05
PART I - FINANCIAL INFORMATION
MAGELLAN PETROLEUM CORPORATION
March 31, 1996
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations (Cont'd)
Gas Sales
Gas sales increased 21%. Gas sales in Australia increased to $2,476,000
in the 1996 period from $2,046,000 in 1995 with a 5% increase in the volumes of
gas sold and price increases as shown below. Total gas volumes are expected to
continue at least at current levels in the short term. The volumes in billion
cubic feet ("bcf"), (before deducting royalties) and the average price of gas
per thousand cubic feet ("mcf") sold during the periods indicated were as
follows:
Three month period ended March 31,
----------------------------------
1996 Sales 1995 Sales
Average Average
price price
bcf per mcf bcf per mcf
(A.$) (A.$)
Australia:
Palm Valley
Alice Springs contract .311 2.91 .268 2.77
Darwin contract .534 2.02 .664 1.98
Mereenie:
Darwin contact .484 1.98 .495 1.72
Other .230 2.66 .056 2.74
---- ----
Total 1.559 1.483
===== =====
Interest and other income
Interest and other income increased 83%. Interest and other income
increased in 1996 to $674,000 from $367,000 in 1995 and includes MPAL's share of
gas pipeline tariffs ($280,000) which commenced in May 1995. This category of
income also includes a gain of $200,000 on the sale of investments.
PART I - FINANCIAL INFORMATION
MAGELLAN PETROLEUM CORPORATION
March 31, 1996
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations (Cont'd)
Costs and Expenses
Production costs increased 43%. The increase in Australia relates to an
increase in costs at Mereenie because of the present work to increase production
and the costs of the Palm Valley reserve study. In addition, certain salary
costs were reclassified into production costs in the March 1996 quarter. The
U.S. costs have been eliminated because the U.S. producing properties were sold
on March 31, 1995. Production costs by geographic area (in thousands) are as
follows:
Three month period ended March 31,
1996 1995
Australia $1,361 $ 895
United States - 59
--------- -------
$1,361 $ 954
====== ======
Salaries and employee benefits decreased 10% from $458,000 to $410,000
during the current quarter primarily because of a reclassification of certain
salary costs into production costs.
Depreciation, depletion and amortization decreased 24%. The U.S. costs
have been eliminated because the producing properties were sold on March 31,
1995. The following table is a summary of the depreciation, depletion and
amortization expense (in thousands) by geographic area:
Three month period ended March 31,
1996 1995 % Change
Australia $ 761 $ 768 (1%)
United States - 236
------ ------
$ 761 $1,004
====== ======
Auditing, accounting and legal services increased 20% in 1996 from
$132,000 to $159,000 in the current period because of the costs incurred in
investigating the Belize project.
Shareholder communications increased 27% in 1996 to $32,000 from $25,000 in
1995 because of general price increases in mailing and printing costs.
PART I - FINANCIAL INFORMATION
MAGELLAN PETROLEUM CORPORATION
March 31, 1996
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations (Cont'd)
Other expenses decreased 92% from $176,000 in 1995 to $14,000 in 1996
primarily because the Company was able to charge a greater portion of its
overhead costs to its working interests partners. In addition, there was a
decrease in consulting and rent costs.
Income Taxes
Effective July 1, 1995, the Australian income tax rate increased from
33% to 36%. The effect of the change was to increase the consolidated income tax
provision for the 1995 quarter by $30,000.
A reconciliation of the income tax provisions (in thousands) for the
periods is as follows:
Three month period
ended March 31,
1996 1995
Pretax consolidated income $963 $532
Losses not recognized:
MPC's U.S. operations 130 138
MPAL's U.S. operations 71 91
Permanent differences (145) (34)
------ ------
Book taxable income $1,019 $727
====== ====
Australian tax rate 36% 33%
==== ===
MPC income tax provision $ 2 $ -
MPAL deferred income tax provision 366 240
----- ----
Consolidated $ 368 $240
====== ====
Exchange Effect
The value of the Australian dollar relative to the U.S. dollar
increased to $.7823 at March 31, 1996 compared to a value of $.7435 at December
31, 1995. This resulted in a $990,000 credit to the foreign currency translation
adjustments account for the three month period ended March 31, 1996. The average
exchange rate used to translate MPAL's operations in Australia was $.7562 for
the quarter ended March 31, 1996, which is a 1% increase compared to the $.7483
rate for the quarter ended December 31, 1995.
PART I - FINANCIAL INFORMATION
MAGELLAN PETROLEUM CORPORATION
March 31, 1996
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations (Cont'd)
Nine month period ended March 31, 1996 vs. March 31, 1995.
The Company had consolidated net income of $992,575 for the nine month
period ended March 31, 1996 compared to a net income of $258,071 for the
comparable 1995 period. The components of consolidated net income for the
comparable periods were as follows:
Nine month period ended
March 31,
1996 1995
MPC unconsolidated pretax loss $ (567,815) $ (691,115)
MPC income tax expense (249,488) (260,409)
Share of MPAL pretax income 2,784,538 1,900,442
Share of MPAL income tax provision (974,660) (690,847)
---------- -----------
Consolidated net income $ 992,575 $ 258,071
=========== ==========
Net income per share $.04 $.01
==== ====
Oil and Gas Sales
Oil and gas sales (in thousands) by geographic location for the
comparable periods were as follows:
Nine month period ended March 31,
1996 1995
Sales % Sales %
Australia $11,618 100 $ 9,744 95
United States - - 478 5
------------ -------------- -------- -----
$11,618 100 $10,202 100
======= ============= ======= ===
Oil Sales
Oil sales decreased by 2%. Oil sales in Australia increased 11% from
$4,019,000 to $4,469,000 in the 1996 period because of a 11% increase in the
number of units sold and a 1% increase in oil prices. There were no oil sales in
the United States ($363,000 in 1995) because the producing properties were sold
on March 31, 1995. Oil unit sales in barrels ("bbls") and the average price per
barrel sold during the periods indicated were as follows:
Nine month period ended March 31,
---------------------------------
1996 Sales 1995 Sales
Average Average
price price
bbls per bbl bbls per bbl
Australia: 280,155 A.$23.64 241,139 A.$23.41
PART I - FINANCIAL INFORMATION
MAGELLAN PETROLEUM CORPORATION
March 31, 1996
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations (Cont'd)
Gas Sales
Gas sales increased 22%. Gas sales in Australia increased to $7,149,000
in the current quarter from $5,840,000 in the prior period with a 8% increase in
the volumes of gas sold and price increases as shown below. Total gas volumes
are expected to continue at least at current levels in the short term. The
volumes in billion cubic feet ("bcf"), (before deducting royalties), the average
price of gas per thousand cubic feet ("mcf") sold and the average daily
production during the periods indicated were as follows:
Nine month period ended March 31,
1996 Sales 1995 Sales
Average Average
price price
bcf per mcf bcf per mcf
Australia: (A.$) (A.$)
Palm Valley:
Alice Springs contract .846 2.88 .767 2.75
Darwin contract 1.803 2.01 2.254 1.97
Mereenie:
Darwin contract 1.383 1.93 1.135 1.57
Other .639 2.65 .172 2.67
------ ------
Total 4.671 4.328
===== =====
Interest and other income increased 109% in 1996. Interest and other
income increased to $1,736,000 in 1996 from $830,000 in 1995 and includes MPAL's
share of gas pipeline tariffs ($786,000) which commenced in May 1995. This
category of income also includes a $290,000 gain on the sale of investments.
PART I - FINANCIAL INFORMATION
MAGELLAN PETROLEUM CORPORATION
March 31, 1996
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations (Cont'd)
Costs and Expenses
Production costs increased 26%. The 33% increase in Australia relates
to an increase in costs at Mereenie because of the present work to increase
production and the cost of the Palm Valley reserve study. Production costs by
geographic area (in thousands) are as follows:
Nine month period ended March 31
1996 1995
Australia $3,424 $2,582
United States - 138
-------- -------
$3,424 $2,720
====== ======
Salaries and employee benefits increased 16% from $1,144,000 in 1995 to
$1,328,000 in 1996 primarily because of increased compensation costs in
Australia.
Depreciation, depletion and amortization decreased 18% in 1996. The
costs in Australia increased 5% because of the increase in the number of units
sold. The U.S. costs have been eliminated because the producing properties were
sold on March 31, 1995. The following table is a summary of the depreciation,
depletion and amortization expense (in thousands) by geographic area:
Nine month period ended March 31,
1996 1995 % Change
Australia $2,257 $2,155 5%
United States - 621
------ -------
$2,257 $2,776
====== ======
Shareholder communications increased 16% from $140,000 to $162,000 in 1996
because of increased mailing and printing costs.
PART I - FINANCIAL INFORMATION
MAGELLAN PETROLEUM CORPORATION
March 31, 1996
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations (Cont'd)
Income Taxes
Effective July 1, 1995, the Australian income tax rate increased from
33% to 36%. The effect of the change was to increase the consolidated income tax
provision for the 1996 quarter by $81,000.
A reconciliation of the income tax provisions (in thousands) for the
periods is as follows:
Nine month period
ended March 31,
1996 1995
---- ----
Pretax consolidated income $2,219 $1,209
Losses not recognized:
MPC's U.S. operations 568 691
MPAL's North American operations 323 193
Permanent differences (396) 1
------ -------
Book taxable income $2,714 $2,094
====== ======
Australian tax rate 36% 33%
==== ====
MPC income tax provision $ 250 $ 260
MPAL deferred income tax provision 977 691
------- ------
Consolidated $1,227 $ 951
====== ======
Exchange Effect
The value of the Australian dollar relative to the U.S. dollar
increased to $.7823 at December 31, 1995 compared to a value of $.7097 at June
30, 1995. This resulted in a $1,918,000 credit to the foreign currency
translation adjustments account for the nine month period ended March 31, 1996.
The 10% increase in the value of the Australian dollar increased the reported
asset and liability amounts in the balance at March 31, 1996 from the June 30,
1995 amounts. The average exchange rate used to translate MPAL's operations in
Australia was $.7484 for the nine month period ended March 31, 1996, compared to
the $.7477 rate for the March 31, 1996 period.
PART II - FINANCIAL INFORMATION
MAGELLAN PETROLEUM CORPORATION
March 31, 1996
Item 5. Other Information.
On March 18, 1996, the Palm Valley Joint Venture announced
that proved developed reserves at the Palm Valley gas field, in central
Australia's Amadeus Basin, are now estimated at 218 billion cubic feet as
adjusted for production to date. The field's total recoverable (i.e., proved
plus probable plus possible reserves) aggregates 696 billion cubic feet as
adjusted for production. The estimates are the result of a comprehensive
evaluation of the field's production history and other data by Schlumberger
GeoQuest Reservoir Technologies, an internationally recognized consulting firm,
and will be used as a basis for future development of the field.
Item 6. Exhibits and Reports on Form 8-K
None.
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:
MAGELLAN PETROLEUM CORPORATION
Registrant
Date: May 8, 1996 By /s/ James R. Joyce
-------------------------------------
James R. Joyce, President and
Chief Financial and Accounting Officer