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 March 31, 2003 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. YES x NO ¨
Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act). YES ¨ NO x
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 March 31, 2003 | |
| $.01 par value |
9,473,929 |
| PART I. FINANCIAL INFORMATION | ||||
| Item 1. |
3 | |||
| Consolidated Balance Sheets at March 31, 2003 and December 31, 2002 |
4 | |||
| Consolidated Statements of Income for the three months ended March 31, 2003 and March 31, 2002 |
5 | |||
| 6 | ||||
| Consolidated Statements of Changes in Stockholders’ Equity for the three months ended March 31, 2003 |
7 | |||
| Consolidated Statements of Cash Flows for the three months ended March 31, 2003 and March 31, 2002 |
8 | |||
| 9 | ||||
| Item 2. |
Management’s Discussion and Analysis of Financial Condition and Results of Operations |
17 | ||
| Item 3. |
20 | |||
| Item 4. |
20 | |||
| PART II. OTHER INFORMATION | ||||
| Item 1. |
21 | |||
| Item 2. |
21 | |||
| Item 3. |
21 | |||
| Item 4. |
21 | |||
| Item 5. |
21 | |||
| Item 6. |
21 | |||
| 22 | ||||
| 23 | ||||
2
THE WISER OIL COMPANY
PART I
FINANCIAL INFORMATION
3
CONSOLIDATED BALANCE SHEETS
(Unaudited)
| March 31, 2003 |
December 31, 2002 |
|||||||
| (000’s except share data) |
||||||||
| Assets |
||||||||
| Current Assets: |
||||||||
| Cash and cash equivalents |
$ |
4,484 |
|
$ |
3,590 |
| ||
| Accounts receivable |
|
18,125 |
|
|
10,571 |
| ||
| Inventories |
|
264 |
|
|
299 |
| ||
| Prepaid expenses |
|
2,940 |
|
|
2,030 |
| ||
| Total current assets |
|
25,813 |
|
|
16,490 |
| ||
| Property and Equipment, at cost: |
||||||||
| Oil and gas properties (successful efforts method) |
|
381,051 |
|
|
354,996 |
| ||
| Other properties |
|
4,029 |
|
|
3,961 |
| ||
|
|
385,080 |
|
|
358,957 |
| |||
| Accumulated depreciation, depletion and amortization |
|
(159,016 |
) |
|
(155,744 |
) | ||
| Net property and equipment |
|
226,064 |
|
|
203,213 |
| ||
| Other Assets |
|
2,345 |
|
|
2,504 |
| ||
| $ |
254,222 |
|
$ |
222,207 |
| |||
| Liabilities and Stockholders’ Equity |
||||||||
| Current Liabilities: |
||||||||
| Accounts payable |
$ |
23,162 |
|
$ |
14,223 |
| ||
| Fair value of derivatives |
|
5,993 |
|
|
5,325 |
| ||
| Dividends payable |
|
431 |
|
|
441 |
| ||
| Accrued liabilities |
|
6,102 |
|
|
3,509 |
| ||
| Total current liabilities |
|
35,688 |
|
|
23,498 |
| ||
| Pension Liability |
|
3,299 |
|
|
3,299 |
| ||
| Long-term Debt |
|
157,602 |
|
|
152,516 |
| ||
| Asset Retirement Obligation (Note 1) |
|
5,310 |
|
|
— |
| ||
| Deferred Income Taxes |
|
7,002 |
|
|
6,603 |
| ||
| Stockholders’ Equity: |
||||||||
| Series C convertible preferred stock – $10 par value; 1,000,000 shares authorized; 1,000,000 shares issued and outstanding at $25 liquidation value per share |
|
10,000 |
|
|
10,000 |
| ||
| Common stock – $.01 par value; shares authorized – 30,000,000; shares issued – 9,698,033 at March 31, 2003 and 9,625,959 at December 31, 2002; shares outstanding – 9,473,929 at March 31, 2003 and 9,401,855 at December 31, 2002 |
|
97 |
|
|
96 |
| ||
| Preferred stock discount, net of $8,958,000 and $7,476,000 amortization at March 31, 2003 and December 31, 2002, respectively |
|
(1,048 |
) |
|
(2,530 |
) | ||
| Paid-in capital |
|
56,757 |
|
|
56,536 |
| ||
| Retained earnings |
|
(12,098 |
) |
|
(14,314 |
) | ||
| Accumulated other comprehensive income |
|
(5,424 |
) |
|
(10,534 |
) | ||
| Treasury stock – 224,104 shares at cost |
|
(2,963 |
) |
|
(2,963 |
) | ||
| Total stockholders’ equity |
|
45,321 |
|
|
36,291 |
| ||
| $ |
254,222 |
|
$ |
222,207 |
| |||
The notes to financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2002 are an integral part of these financial statements.
4
CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
| For the Three Months Ended March 31, |
||||||||
| 2003 |
2002 |
|||||||
| (000’s except per share data) |
||||||||
| Revenues: |
||||||||
| Oil and gas sales |
$ |
30,630 |
|
$ |
14,357 |
| ||
| Interest income |
|
13 |
|
|
77 |
| ||
| Other |
|
555 |
|
|
603 |
| ||
|
|
31,198 |
|
|
15,037 |
| |||
| Costs and Expenses: |
||||||||
| Production and operating |
|
8,328 |
|
|
7,074 |
| ||
| Depreciation, depletion and amortization |
|
7,643 |
|
|
5,920 |
| ||
| Loss on derivatives |
|
7,308 |
|
|
7,610 |
| ||
| Exploration |
|
3,626 |
|
|
2,090 |
| ||
| General and administrative |
|
2,292 |
|
|
2,435 |
| ||
| Interest expense |
|
3,551 |
|
|
3,511 |
| ||
|
|
32,748 |
|
|
28,640 |
| |||
| Loss Before Income Taxes and Cumulative Effect of Accounting Change |
|
(1,550 |
) |
|
(13,603 |
) | ||
| Income Tax Benefit |
|
(441 |
) |
|
(1,045 |
) | ||
| Net Loss Before Cumulative Effect of Accounting Change |
|
(1,109 |
) |
|
(12,558 |
) | ||
| Cumulative Effect of Accounting Change, net of tax |
|
5,238 |
|
|
— |
| ||
| Net Income (Loss) Before Preferred Dividends and Amortization |
|
4,129 |
|
|
(12,558 |
) | ||
| Preferred dividends |
|
(431 |
) |
|
(431 |
) | ||
| Amortization of preferred stock discount |
|
(1,482 |
) |
|
(1,148 |
) | ||
| Net Income (Loss) Available to Common Stock |
$ |
2,216 |
|
$ |
(14,137 |
) | ||
| Earnings (Loss) Per Share: |
||||||||
| Basic and Diluted: |
||||||||
| Net loss before cumulative effect of accounting change |
$ |
(0.32 |
) |
$ |
(1.53 |
) | ||
| Cumulative effect of accounting change, net of tax |
|
0.55 |
|
|
— |
| ||
| Net income (loss) |
$ |
0.23 |
|
$ |
(1.53 |
) | ||
For the periods presented, the effect of convertible securities was antidilutive.
The notes to financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2002 are an integral part of these financial statements.
5
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(Unaudited)
| For the Three Months Ended March 31, |
|||||||
| 2003 |
2002 |
||||||
| (000’s) |
|||||||
| Net income (loss) |
$ |
4,129 |
$ |
(12,558 |
) | ||
| Other comprehensive income (loss), net of tax: |
|||||||
| Foreign currency translation adjustment |
|
5,110 |
|
535 |
| ||
| Amortization of derivative fair value |
|
— |
|
(420 |
) | ||
| Comprehensive income (loss) |
$ |
9,239 |
$ |
(12,443 |
) | ||
The notes to financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2002 are an integral part of these financial statements.
6
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY
For the Three Months Ended March 31, 2003
| Shares |
Amount |
||||||
| (000’s) |
|||||||
| Series C Convertible preferred stock, $10.00 par value: |
|||||||
| Balance at beginning and end of period |
1,000 |
||||||