New Concept Energy, Inc. — Form 10-Q Summary
Reporting period: Quarter and nine months ended September 30, 2012. The unaudited consolidated statements cover the Company and its majority-owned subsidiaries. New Concept Energy operates oil and gas properties in Ohio and West Virginia and a 114-resident retirement community in Oregon. The Company had 1,946,935 common shares outstanding as of November 14, 2012.
Financial Performance and Position
| Metric | Three months ended September 30 | Nine months ended September 30 |
|---|---|---|
| Revenue | $976,000 vs. $1.003 million | $2.928 million vs. $3.025 million |
| Operating income (loss) | $(154,000) vs. $(87,000) | $(1.581) million vs. $(174,000) |
| Net income (loss) | $1.520 million vs. $(57,000) | $84,000 vs. $106,000 |
| Net income (loss) per share | $0.78 vs. $(0.03) | $0.04 vs. $0.05 |
| Net cash from operating activities | Not separately provided | $268,000 vs. $326,000 |
- Third-quarter operating margin was approximately negative 15.8%; nine-month operating margin was approximately negative 54.0%.
- Third-quarter net income was substantially driven by a $1.7 million gain from the settlement and recovery of a previously reserved related-party receivable. Nine-month net margin was approximately 2.9%.
- Oil and gas revenue was $274,000 in the quarter and $889,000 year to date. Retirement-community revenue was $702,000 in the quarter and $2.039 million year to date.
- At September 30, 2012, cash and cash equivalents were $235,000, compared with $109,000 at December 31, 2011. Current assets were $417,000 and current liabilities were $352,000, implying a current ratio of approximately 1.2.
- Total assets were $12.521 million, including $9.856 million of oil and gas properties. Total liabilities were $5.959 million. Reported long-term obligations included $2.347 million of notes payable, a $2.770 million asset retirement obligation, and $490,000 of other long-term liabilities.
- Cash flow from operations of $268,000 was offset partly by $150,000 of investing outflows and supplemented by $8,000 of financing inflows, producing a $126,000 increase in cash.
Material Changes Versus Prior Comparable Period
- Quarterly revenue declined approximately 2.7%, while year-to-date revenue declined approximately 3.2%.
- Quarterly oil and gas revenue fell by $39,000, principally because of lower natural gas prices. Year-to-date oil and gas revenue increased modestly as new wells added approximately $241,000, largely offset by approximately $225,000 of lower pricing.
- Oil and gas operating expenses increased to $432,000 for the quarter from $325,000 and to $1.356 million year to date from $1.025 million. Lower gas prices reduced the estimated production life of the wells and accelerated depletion expense.
- The Company recorded a $912,000 impairment of oil and gas properties in the first quarter of 2012 under the full-cost accounting ceiling test.
- Retirement-community occupancy declined from 91% to 85%, although higher rates substantially offset the effect on revenue. Year-to-date retirement-community revenue decreased to $2.039 million from $2.152 million.
- Corporate general and administrative expense increased to $402,000 year to date from $351,000, principally because of legal costs.
- Interest income fell to zero from $360,000 year to date after the Company fully reserved a note receivable and accrued interest. Interest expense increased to $170,000 from $93,000 because of additional financing obtained in late 2011.
- Accounts payable and accrued expenses declined substantially, and the $691,000 related-party payable reported at December 31, 2011 was no longer recorded at September 30, 2012.
Outlook, Risks, Contingencies, and Unusual Items
- In April 2012, the Company entered into an agreement fixing its natural gas price at $4.53 per MCF for five years through April 2017. Despite the contracted price, the required accounting valuation resulted in the $912,000 oil and gas impairment.
- The Company expects natural gas oversupply and depressed market prices to continue for some time. Results remain sensitive to production volumes, realized commodity prices, depletion estimates, and reserve valuations.
- The Company recorded a $1.7 million gain after Pillar Income Asset Management agreed to relieve approximately $1.7 million of Company obligations, with a corresponding reduction to the amount owed by related party PIAMI. A separate agreement provides for a potential $1.25 million obligation from Reality Advisors, Inc.; no recovery of the remaining reserved PIAMI receivable will be recorded until collected.
- The Company reevaluated the cost of plugging abandoned wells and concluded that its existing asset retirement reserve was sufficient after shifting to an in-house approach.
- In the Carlton Energy litigation, the Texas Court of Appeals overturned a trial-court ruling favorable to the Company and imposed alter-ego liability in connection with a substantial judgment. The Company and other defendants petitioned the Texas Supreme Court for review and continue to dispute liability. The filing does not provide a clear recorded amount for any potential Carlton liability.
- Chesapeake has a judgment against the Company related to disputed drilling costs. The Company has appealed, has recorded a $491,000 liability, and Chesapeake is withholding the Company’s share of production proceeds pending resolution.
- Other identified risks include access to debt or equity financing, interest rates, retirement-community occupancy and pricing, labor and maintenance costs, competition, permitting and construction delays, and the ability to maintain cash flow.
- Management concluded that disclosure controls were effective and reported no material change in internal control over financial reporting. Nearly all debt is at fixed rates, limiting interest-rate exposure.
Important Facts for Investors to Verify
- Whether the $1.7 million related-party gain is sustainable or represents a nonrecurring transaction.
- The collectability and ultimate accounting treatment of the remaining PIAMI receivable and the potential $1.25 million RAI obligation.
- The outcome and potential exposure from the Carlton litigation, for which the filing text does not provide a clear recorded liability.
- The status of the Chesapeake appeal, the $491,000 recorded liability, and withheld gas proceeds.
- Whether the $4.53 per MCF gas-price agreement offsets reserve depletion, impairment, and production risks.
- Current retirement-community occupancy, pricing, lease costs, and operating margins.
- The Company’s ability to fund operations and required well-plugging obligations with only $235,000 of cash and $352,000 of current liabilities at quarter end.