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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q

(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, 2005




or

|_| 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: 0-16179

Gexa Corp.
(Exact name of registrant as specified in its charter)

Texas
(State or other jurisdiction of incorporation or organization)
76-0670175
(IRS Employer Identification No.)
  
20 Greenway Plaza, Suite 600, Houston, TX
(Address of principal executive offices)
77046
(Zip Code)

(713) - 470 - 0400
(Registrant’s telephone number, including area code)



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 (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 |_|

Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Act).

         Yes |_|  No |X|

The number of shares outstanding of Gexa Corp. common stock, $0.01 par value, at May 12, 2005 was 10,070,819.



TABLE OF CONTENTS

PART I. FINANCIAL INFORMATION Page
  
Item 1. Financial Statements 4
  
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations 19
  
Item 3. Quantitative and Qualitative Disclosures about Market Risk 29
  
Item 4. Controls and Procedures 29
  
PART II. OTHER INFORMATION  
  
Item 1. Legal Proceedings 31
  
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 32
  
Item 3. Defaults Upon Senior Securities 32
  
Item 4. Submission of Matters to a Vote of Security Holders 32
  
Item 5. Other Information 32
  
Item 6. Exhibits 33

2



PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

INDEX TO FINANCIAL STATEMENTS

Page
 
Condensed Balance Sheets as of March 31, 2005 (Unaudited) and December 31, 2004 4
 
Condensed Statements of Income for the three months ended March 31, 2005
(Unaudited) and for the three months ended March 31, 2004 (Unaudited) 5
 
Condensed Statements of Cash Flows for the three months ended March 31, 2005 6
(Unaudited) and for the three months ended March 31, 2004 (Unaudited)
 
Notes to Financial Statements (Unaudited) 8

3



Gexa Corp.
CONDENSED BALANCE SHEETS
(In thousands, except share data)

March 31, 2005                December 31, 2004


Assets (Unaudited)      
Current Assets:        
  
     Cash and cash equivalents $ 10,709   $ 8,862  
     Cash - restricted   7,161     6,685  
     Accounts receivable, net of allowance for doubtful accounts   34,503     35,486  
     Deferred tax asset   1,265     841  
     Other current assets   436     319  


  
        Total Current Assets   54,074     52,193  
  
Property and equipment, net   1,415     1,195  
Deferred tax asset       45  
Other assets   2,576     2,822  


  
     Total Assets $ 58,065   $ 56,255  


Liabilities and Shareholders’ Equity        
Current Liabilities:        
  
     Accrued electricity costs $ 16,990   $ 15,463  
     Accrued transmission and distribution costs   9,083     8,879  
     Accounts payable and other accrued expenses   2,829     2,524  
     Sales tax payable   2,731     2,877  
     Income tax payable   862     3,983  
     Customer deposits   6,657     6,119  


  
        Total Current Liabilities   39,152     39,845  


  
     Deferred tax liability   195      


  
     Total Liabilities $ 39,347   $ 39,845  


  
Shareholders’ Equity:        
  
     Common stock, $0.01 par value; 75,000,000 shares authorized;        
        10,077,007 shares issued and 10,063,160 shares outstanding at        
        March 31, 2005; 9,757,222 shares issued and 9,743,375 shares        
        outstanding at December 31, 2004   101     98  
     Additional paid-in capital   14,604     13,727  
     Unearned stock based compensation   (182 )   (295 )
     Treasury stock, at cost; 13,847 shares   (15 )   (15 )
     Retained earnings   4,210     2,895  


        Total Shareholders’ Equity   18,718     16,410  


  
        Total Liabilities and Shareholders’ Equity $ 58,065   $ 56,255  



See accompanying notes to condensed financial statements

4



GEXA CORP.
CONDENSED STATEMENTS OF INCOME
(In thousands, except per share data)

Three Months Ended

March 31, 2005                March 31, 2004


  (Unaudited)   (Unaudited)  
  
Sales $ 78,261   $ 50,513  
Cost of goods sold   68,330     43,147  


  
  Gross profit   9,931     7,366  
  
Selling general & administrative expenses   7,491     4,702  


  
  Income from operations   2,440     2,664  
  
Interest income   14     5  
interest expense   (382 )   (231 )
Other financing income       1,980  


  
  Earnings before income taxes   2,072     4,418  
  
Income tax expense   757     926  


  
  Net income $ 1,315   $ 3,492  


  
Weighted average shares outstanding        
  Basic   9,806     8,361  
  Diluted   11,215     9,668  
  
Earnings per share        
  Basic $ 0.13   $ 0.42  
  Diluted   0.12     0.36  

See accompanying notes to condensed financial statements

5



Gexa Corp.
CONDENSED STATEMENTS OF CASH FLOWS
(In thousands)

Three Months Ended

March 31, 2005                March 31, 2004


   (Unaudited)  
Cash flows from operating activities:        
Net income $ 1,315   $ 3,492  
  
Adjustments to reconcile net income to        
  net cash provided by (used in) operating activities:        
    Depreciation and amortization   142     59  
    Amortization of financing costs   191     7  
    Accretion of debt discount       33  
    Stock issued to officers, directors        
      and consultants for services   260     95  
    Change in puttable warrant obligation       (1,980 )
    Deferred income tax benefit   (433 )   (269 )
  
    Changes in operating assets and liabilities:        
  
      Accounts receivable   1,070     (3,193 )
      Other current assets   (117 )   (101 )
      Other long-term assets   18     (76 )
      Accrued electricity costs   1,527     (6,511 )
      Accrued TDSP costs   204     3,068  
      Accounts payable and other accrued expenses   305     268  
      Sales tax payable   (146 )   18  
      Income tax payable   (2,564 )   1,195  
      Customer deposits   538     853  
      Accrued interest payable       2  


Net cash provided by (used in) operating activities   2,310     (3,040 )
  
Cash flows from investing activities:        
  Purchases of equipment   (412 )   (74 )
  Restricted cash   (476 )   (499 )


Net cash used in investing activities   (888 )   (573 )
  
Cash flows from financing activities:        
  Proceeds from exercise of options   425     671  


Net cash provided by financing activities   425     671  
  
Net change in cash   1,847     (2,942 )
Cash and cash equivalents at beginning of period   8,862     10,829  


Cash and cash equivalents at end of period $ 10,709   $ 7,887  


  
Cash paid for interest $ 58   $ 114  


  
Cash paid for income taxes $ 3,750   $  



See accompanying notes to condensed financial statements

6



Supplemental Disclosure of Noncash Transactions

         During the three months ended March 31, 2005, the Company issued 19,785 shares of common stock for services provided. The services were provided by Continental Airlines for the One Pass® partner program where the Company provides mileage to customers in exchange for payment by the Company to Continental of cash and Company common stock. The common stock was issued in separate issues as follows: 4,250 shares issued at a market price of $5.01 and 15,535 shares issued at a market price of $6.40.

         During the three months ended March 31, 2005, the Company cancelled 15,000 stock options and then reissued these options at the market price on the date of issue. These options were employee options issued in lieu of compensation. These options were reissued on March 17, 2005, at a market price of $6.30 and had an exercise price of $4.56. The Company expensed the difference between the exercise price and the market price of $1.74 per share for a total cost of $26,100.

7



Gexa Corp.
Notes to Condensed Financial Statements

1. Organization

         Gexa Corp. (“the Company”) was incorporated in Texas on February 13, 2001. On August 2, 2001, the Company received its license from the Public Utility Commission of Texas (“PUCT”) to serve as a retail provider of electricity to residential and commercial customers in deregulated markets within the state of Texas. On January 1, 2002, the Company began to provide retail electric services in the State of Texas.

2. Basis of Presentation and Significant Accounting Policies

         The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America. The financial statements reflect all adjustments that are, in the opinion of management, necessary for a fair presentation of the Company’s financial results. These adjustments are of a normal recurring nature or are otherwise disclosed in the footnotes to the condensed financial statements.

Use of estimates

         The preparation of financial statements in accordance with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and revenues and expenses during the reporting period. Actual results could differ from those estimates. The significant estimates for the Company include:

volumes delivered to customers, including the effects of resettlements from the Energy Reliability Council of Texas (“ERCOT”);

rates for determination of revenues;

bad debt expense; and

fair value of stock options and warrants issued.

Reclassifications

         The Company reclassified certain prior fiscal year amounts in the accompanying financial statements in order to be consistent with the current fiscal year presentation. During fiscal 2004, the Company reclassified certain costs associated with sales commissions, marketing programs and transaction processing fees from cost of goods sold to selling, general and administrative expenses in the Company’s statements of income. The reclassified amounts decreased cost of goods sold and increased selling, general and administrative expenses but had no impact on net income.

8



Normal Purchases and Sales Accounting

         The Company uses a combination of long term contracts, short term contracts, month-ahead purchases, and day-ahead purchases to match up with forecasted demand of commercial customers on long term sales contracts, commercial customer on month-to-month contracts, and residential customers (which are all on month-to-month contracts). The Company applied the normal purchase and sales accounting treatment to its forward purchase supply contracts and its customer sales contracts. Accordingly, the Company records revenue generated from its sales contracts as energy is delivered to its retail customers, and direct energy costs are recorded when the energy under its long-term forward physical delivery contracts is delivered.

Revenue and Cost Recognition

         The Company records electricity sales under the accrual method, and these revenues are recognized upon delivery of electricity to the customer’s meter. Electric services not billed by month-end are accrued based upon estimated deliveries to customers as tracked and recorded by ERCOT multiplied by the Company’s average billing rate per kilowatt hour (“kwh”) in effect at the time.

         The Company uses a revenue estimation method referred to as the “flow” technique. The flow technique of revenue calculation relies upon ERCOT settlement statements to determine the estimated revenue for a given month. Supply delivered to customers for the month, measured on a daily basis, provides the basis for revenues. ERCOT provides net electricity delivered data in three time frames. Initial daily settlements become available approximately 17 days after the day being settled. Approximately 45 days after the day being settled, a ‘resettlement’ is provided to adjust the initial settlement to the actual supply delivered based on subsequent comparison of prior forecasts to actual meter reads processed. A final resettlement is provided approximately 180 days after power is delivered, marking the last routine settlement adjustment to the power deliveries for that day.

         Because flow data for resettlements and final resettlements are not available in sufficient time to be booked to the appropriate period, the effect of such resettlements are booked in the month in which the cost of goods sold (“COGS”) effect of those resettlements is realized. This allows for a proper matching of revenues with COGS.

         Sales represents the total proceeds from energy sales, including pass through charges from the Transmission and Distribution Providers (“TDSPs”) billed to the customer at cost. COGS includes electric power purchased and pass through charges from the TDSPs in the areas serviced by the Company. TDSP charges are costs for metering services and maintenance of the electric grid. TDSP charges are established by regulation by the Public Utility Commission of Texas (“PUCT”).

         The energy portion of the Company’s COGS is comprised of two components: bilateral wholesale costs and balancing/ancillary costs. These two cost components are incurred and recognized in different manners.

9



         Bilateral wholesale costs are incurred through contractual arrangements with wholesale power suppliers for firm delivery of power at a fixed volume and fixed price. The Company is invoiced for these wholesale volumes at the end of each calendar month for the volumes purchased for delivery during the month, with payment due 30 days after the end of the month.

         Balancing/ancillary costs are based on the customer load and are determined by ERCOT through a multiple step settlement process. Balancing costs/revenues are related to the differential between supply provided by the Company through its bilateral wholesale supply and the supply required to serve the Company’s customer load. The Company endeavors to minimize the amount of balancing/ancillary costs through its load forecasting and forward purchasing programs.

Unbilled Revenue and Accounts Receivable

         At the end of each calendar month, revenue is accrued to unbilled receivables based on the estimated amount of power delivered to customers using the flow technique. Unbilled revenue also includes accruals for estimated TDSP charges and monthly service charges applicable to the estimated electricity usage for the period.

         All charges that were physically billed to customers in the calendar month are recorded from the unbilled account to the customer receivables account. Accounts receivables are customer obligations billed at the conclusion of a month’s electricity usage and due within 16 to 30 days of the date of the invoice depending on customer payment terms. Balances past due are subject to a late fee that is assessed on that billing.

         The large number of customers and significant volume of transactions create a challenge to manage receivables as well as to estimate the account balances that ultimately will not be paid by the customers (“bad debt write-offs”). The Company uses a variety of tools to estimate and provide an accurate and adequate allowance for doubtful accounts reserve; the allowance for doubtful accounts is expensed each month as a percentage of revenue based on the historical bad debt write-off trends that will result from that month’s gross revenues. For the three months ended March 31, 2005, and the three months ended March 31, 2004, the Company’s bad debt expense was approximately $1.8 million, or 2.3% of sales and $1.3 million, or 2.6% of sales, respectively.

         The Company follows a consistent process to determine which accounts should be written off and compares the total actual write-offs to the estimated percentage of total revenue accrued and expensed each month. Past due accounts are regularly reviewed based on aging for possible removal from service, in-house or external collections efforts, or write-off. For residential customers and commercial customers with a balance under $700.00, with some minor exceptions, the total balance for all accounts with any portion of their balance over 60 days past due is considered to be uncollectible and is written off, net of security deposits held for these accounts. Delinquent commercial accounts with balances greater than $700.00 are reviewed individually by in-house collections, and payment arrangements, removal from service and possible write-off of all or a portion of the receivable is determined on a case-by-case basis.

10



         The Company has initiated a variety of actions targeted to reduce the amount of bad debt incurred by the Company. The principal actions are as follows:

improved policies requiring credit reviews, deposits, and late fees; and

implemented more aggressive collection efforts including customer disconnections.

Cash and Cash Equivalents

         The Company considers all highly liquid short-term investments purchased with a maturity of three months or less at the date of purchase to be cash equivalents.

Restricted Cash

         The Company has restricted cash related to customer deposits and certificates of deposit used to secure letters of credit for the purchase of electricity, the payment of TDSP pass through charges, and operations. Customer deposit cash must be held by the Company and may not be directly spent on any operational or other expense. Restricted cash securing letters of credit may not be used for any purpose by the Company unless the underlying obligation being secured is relieved or secured with other collateral.