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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2002
or
[ ] TRANSITION REPORT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934
For the transition period from to
-------- --------
Commission File No. 333-57156
MEWBOURNE ENERGY PARTNERS 01-A, L.P.
Delaware 75-2926279
- ------------------------- ------------------
(State or jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
3901 South Broadway, Tyler, Texas 75701
- -------------------------------------------------------------
(Address of principal (Zip Code)
executive offices)
Registrant's Telephone Number, including area code:(903) 561-2900
Not Applicable
--------------
(Former name, former address and former fiscal year, if
changed since last report)
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.
[X] Yes [ ] No
1
MEWBOURNE ENERGY PARTNERS 01-A, L. P.
INDEX
Part I - Financial Information Page No.
Item 1. Financial Statements
Balance Sheets - 3
September 30, 2002 and December 31, 2001
Statements of Income (Loss) - 4
For the three months ended September 30, 2002 and 2001,
the nine months ended September 30, 2002 and the period
from February 23, 2001 (date of inception) through
September 30, 2001
Statements of Cash Flows - 5
For the nine months ended
September 30, 2002 and the period from February 23, 2001
(date of inception) through September 30, 2001
Statement of Changes In Partners' Capital - 6
For the nine months ended September 30, 2002
Notes to Financial Statements 7
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 9
Item 4. Disclosure Controls and Procedures 11
Part II-Other Information
Item 1. Legal Proceedings 11
Item 6. Exhibits and Reports on Form 8-K 11
2
MEWBOURNE ENERGY PARTNERS 01-A, L. P.
Part I - Financial Information
Item 1. Financial Statements
BALANCE SHEETS
September 30, 2002 and December 31, 2001
September 30, December 31,
2002 2001
--------------- ---------------
(Unaudited)
ASSETS
Cash and cash equivalents $ 380,563 $ 4,976,657
--------------- ---------------
Prepaid well cost 0 59,719
--------------- ---------------
Accounts receivable, affiliate 625,460 128,812
--------------- ---------------
Oil and gas properties at cost,
full cost method 14,724,392 10,049,549
Less accumulated depreciation,
depletion and amortization (5,507,232) (2,231,065)
--------------- ---------------
9,217,160 7,818,484
--------------- ---------------
Total assets $ 10,223,183 $ 12,983,672
=============== ===============
LIABILITIES AND PARTNERS' CAPITAL
Accounts payable, affiliate $ 188,655 $ 10,754
--------------- ---------------
Partners' capital
General partners 9,039,764 11,686,869
Limited partners 994,764 1,286,049
--------------- ---------------
Total partners' capital 10,034,528 12,972,918
--------------- ---------------
Total liabilities and partners' capital $ 10,223,183 $ 12,983,672
=============== ===============
The accompanying notes are an integral
part of the financial statements.
3
MEWBOURNE ENERGY PARTNERS 01-A, L. P.
STATEMENTS OF INCOME (LOSS)
For the three months ended
September 30, 2002 and 2001,
the nine months ended September 30, 2002 and
the period from February 23, 2001 (date of inception)
through September 30, 2001
(Unaudited)
Three Months Ended Periods Ended
September 30, September 30,
----------------------------------- ------------------------------------
2002 2001 2002 2001
------------- ------------- ------------- -------------
Revenues:
Oil and gas sales $ 853,281 $ 0 $ 2,381,724 $ 0
Interest income 6,374 25,735 35,683 25,735
------------- ------------- ------------- -------------
859,655 25,735 2,417,407 25,735
------------- ------------- ------------- -------------
Expenses:
Lease operating expense 74,010 0 193,390 0
Production taxes 67,140 0 189,214 0
Administrative and general expense 34,735 80 63,026 80
Depreciation, depletion and amortization 400,767 0 1,123,476 0
Cost ceiling write-down 0 0 2,152,691 0
------------- ------------- ------------- -------------
576,652 80 3,721,797 80
------------- ------------- ------------- -------------
Net income (loss) $ 283,003 $ 25,655 $ (1,304,390) $ 25,655
============= ============= ============= =============
Allocation of net income (loss):
General partners $ 254,948 $ 23,112 $ (1,175,085) $ 23,112
============= ============= ============= =============
Limited partners $ 28,055 $ 2,543 $ (129,305) $ 2,543
============= ============= ============= =============
Basic and diluted net income (loss)per
limited and general partner interest
(15,000 outstanding) $ 18.87 $ 1.71 $ (86.96) $ 1.71
============= ============= ============= =============
The accompanying notes are an integral
part of the financial statements.
4
MEWBOURNE ENERGY PARTNERS 01-A, L. P.
STATEMENTS OF CASH FLOWS
For the nine months ended September 30, 2002 and
the period from February 23, 2001 (date of inception)
through September 30, 2001
(Unaudited)
2002 2001
----------- -----------
Cash flows from operating activities:
Net income (loss) $(1,304,390) $ 25,655
Adjustment to reconcile net income (loss) to net cash
provided by operating activities:
Depreciation depletion and amortization 1,123,476 0
Cost ceiling write-down 2,152,691 0
Changes in operating assets and liabilities:
Accounts receivables, affiliate (496,648) 0
Accounts payable, affiliate 177,901 0
----------- -----------
Net cash provided by operating activities 1,653,030 25,655
----------- -----------
Cash flows from investing activities:
Purchase of oil and gas properties (4,615,124) 0
----------- -----------
Net cash used in investing activities (4,615,124) 0
----------- -----------
Cash flows from financing activities:
Capital contributions from partners 0 15,000,000
Cash distributions to partners (1,634,000) 0
Net cash provided by (used in) financing activities (1,634,000) 15,000,000
----------- -----------
Net increase (decrease) in cash (4,596,094) 15,025,655
Cash and cash equivalents, beginning of period 4,976,657 0
----------- -----------
Cash and cash equivalents, end of period $ 380,563 $15,025,655
=========== ===========
The accompanying notes are an integral
part of the financial statements.
5
MEWBOURNE ENERGY PARTNERS 01-A, L. P.
STATEMENT OF CHANGES IN PARTNERS' CAPITAL
For the nine months ended September 30,2002
(Unaudited)
General Limited
Partners Partners Total
------------ ----------- ------------
Balance at December 31, 2001 $11,686,869 $1,286,049 $12,972,918
Cash distributions (1,472,020) (161,980) (1,634,000)
Net loss (1,175,085) (129,305) (1,304,390)
------------ ----------- ------------
Balance at September 30, 2002 $ 9,039,764 $ 994,764 $10,034,528
============ =========== ============
The accompanying notes are an integral
part of the financial statements.
6
MEWBOURNE ENERGY PARTNERS 01-A, L.P.
NOTES TO FINANCIAL STATEMENTS
(Unaudited)
1. Accounting Policies
Reference is hereby made to the Partnership's Annual Report on Form 10-K for
2001, which contains a summary of significant accounting policies followed by
the partnership in the preparation of its financial statements. These policies
are also followed in preparing the quarterly report included herein.
In the opinion of management, the accompanying unaudited financial statements
contain all adjustments of a normal recurring nature necessary to present fairly
our financial position, results of operations, cash flows and partners' capital
for the periods presented. The results of operations for the interim periods are
not necessarily indicative of the final results expected for the full year.
2. Accounting for Oil and Gas Producing Activities
Mewbourne Energy Partners 01-A, L.P., (the "Partnership"), a Delaware limited
partnership formed on February 23, 2001, is engaged primarily in oil and gas
development and production in Texas, Oklahoma, and New Mexico. The offering of
limited and general partnership interests began June 12, 2001 as a part of an
offering registered under the name Mewbourne Energy Partners 01-02 Drilling
Programs and concluded August 28, 2001, with total investor contributions of
$15,000,000.
The Partnership follows the full-cost method of accounting for its oil and gas
activities. Under the full-cost method, all productive and nonproductive costs
incurred in the acquisition, exploration and development of oil and gas
properties are capitalized. Depreciation, depletion and amortization of oil and
gas properties subject to amortization is computed on the units-of-production
method based on the proved reserves underlying the oil and gas properties. At
September 30, 2002, substantially all capitalized costs were subject to
amortization, while at December 31, 2001, approximately $5.7 million of
capitalized cost were excluded from amortization. Gains and losses on the sale
or other disposition of properties are not recognized unless such adjustments
would significantly alter the relationship between capitalized costs and the
proved oil and gas reserves. Capitalized costs are subject to a periodic ceiling
test that limits such costs to the aggregate of the present value of future net
cash flows of proved reserves and the lower of cost or fair value of unproved
properties.
3. Comprehensive Income
Total comprehensive income (loss) equals net income (loss) during each of the
periods presented herein.
4. Recently Issued Accounting Standards
In August 2001, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards No. 143 (FAS 143), Accounting for Asset
Retirement Obligations. This statement changes financial accounting and
reporting for obligations associated with the retirement and disposal of
long-lived assets and the associated asset retirement costs and is effective for
the Partnership beginning January 1, 2003. The Partnership is currently
evaluating the effect of adopting FAS 143.
7
In August 2001, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards No. 144 (FAS 144), Accounting for the Impairment
or Disposal of Long-Lived Assets. This statement changes financial accounting
and reporting for the impairment or disposal of long-lived assets and was
effective for the Partnership beginning January 1, 2002. The adoption of FAS 144
did not have a material impact on the Partnership.
In June 2002, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards No. 146 (FAS 146), Accounting for Costs
Associated with Exit or Disposal Activities. This statement addresses financial
accounting and reporting for costs associated with exit or disposal activities
and is effective for the Partnership beginning January 1, 2003. The Partnership
is currently evaluating the effect of adopting FAS 146.
8
Item 2 Management's Discussion and Analysis of Financial Condition and
Results of Operations
Liquidity and Capital Resources
Mewbourne Energy Partners 01-A, L.P. (the "Partnership")was formed February 23,
2001. The offering of limited and general partnership interests began on June
12, 2001 and concluded on August 28, 2001, with investor partner contributions
of $15,000,000.
The Partnership has acquired interests in oil and gas prospects for the purpose
of development drilling. The Partnership participated in the drilling of 41
wells. 36 wells were productive and 5 wells were abandoned. Of the 36 productive
wells, 35 were producing and 1 was plugged and abandoned at September 30, 2002.
Operations will be conducted with available funds and revenues generated from
oil and gas activities. No bank borrowing is anticipated. The Partnership had
net working capital at September 30, 2002 of $817,368.
During the nine months ended September 30, 2002, the Partnership made cash
distributions to the investor partners in the amount of $1,634,000. The
Partnership expects that cash distributions will continue during 2002 as
additional oil and gas revenues are received.
The sale of crude oil and natural gas produced by the Partnership will be
affected by a number of factors which are beyond the Partnership's control.
These factors include the price of crude oil and natural gas, the fluctuating
supply of and demand for these products, competitive fuels, refining,
transportation, extensive federal and state regulations governing the production
and sale of crude oil and natural gas, and other competitive conditions. It is
impossible to predict with any certainty the future effect of these factors on
the Partnership.
Results of Operations
Revenues during the three months ended September 30, 2002 totaled $859,655, and
consisted of oil and gas sales in the amount of $853,281 and interest income in
the amount of $6,374. Production volumes during the period ended September 30,
2002 amounted to approximately 772 bbls of oil and 325,897 mcf of gas at
corresponding average realized prices of $24.98 per bbl of oil and $2.56 per mcf
of gas. Expenses totaling $576,652, consisting primarily of lease operating
expense in the amount of $74,010, production taxes in the amount of $67,140, and
depreciation, depletion and amortization in the amount of $400,767 resulted in a
net income for the period of $283,003.
Revenues during the nine months ended September 30, 2002 totaled $2,417,407, and
consisted of oil and gas sales in the amount of $2,381,724 and interest income
in the amount of $35,683. Production volumes during the period ended September
30, 2002 amounted to approximately 2,227 bbls of oil and 895,138 mcf of gas at
corresponding average realized prices of $23.90 per bbl of oil and $2.60 per mcf
of gas. Expenses totaling $3,721,797, consisting primarily of lease operating
expense in the amount of $193,390, production taxes in the amount of $189,214,
depreciation, depletion and amortization in the amount of $1,123,476, and a cost
ceiling write-down in the amount of $2,152,691 resulted in a net loss for the
period of $1,304,390. The Partnership's oil and gas production should increase
during the remainder of 2002 as additional wells are completed and oil and gas
production is sold. Interest income should decrease in 2002 as the remaining
wells are drilled and the available cash is utilized for the equipping of such
wells. The Partnership expects that drilling and completion costs will decrease
during 2002 and that production cost and depletion provisions will increase.
9
During the nine months ended September 30, 2002, the Partnership made cash
distributions to the investor partners in the amount of $1,634,000. The
Partnership expects that cash distributions will increase during 2002 as
additional oil and gas revenues are received.
The Partnership did not commence operations until the fourth quarter of 2001,
therefore no trend analysis based on quarterly changes in results of operations
is available.
Recently Issued Accounting Standards
In August 2001, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards No. 143 (FAS 143), Accounting for Asset
Retirement Obligations. This statement changes financial accounting and
reporting for obligations associated with the retirement and disposal of
long-lived assets and the associated asset retirement costs and is effective for
the Partnership beginning January 1, 2003. The Partnership is currently
evaluating the effect of adopting FAS 143.
In August 2001, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards No. 144 (FAS 144), Accounting for the Impairment
or Disposal of Long-Lived Assets. This statement changes financial accounting
and reporting for the impairment or disposal of long-lived assets and is
effective for the Partnership beginning January 1, 2002. The adoption of FAS 144
did not have a material impact on the Partnership.
In June 2002, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards No. 146 (FAS 146), Accounting for Costs
Associated with Exit or Disposal Activities. This statement addresses financial
accounting and reporting for costs associated with exit or disposal activities
and is effective for the Partnership beginning January 1, 2003. The Partnership
is currently evaluating the effect of adopting FAS 146.
10
Item 4. Disclosure Controls and Procedures
Mewbourne Development Corporation ("MDC"), the Managing General Partner of the
Partnership, maintains a system of controls and procedures designed to provide
reasonable assurance as to the reliability of the financial statements and other
disclosures included in this report, as well as to safeguard assets from
unauthorized use or disposition. Within 90 days prior to the filing of this
report, MDC's Chief Executive Officer and Chief Financial Officer have evaluated
the effectiveness of the design and operation of our disclosure controls and
procedures with the assistance and participation of other members of management.
Based upon that evaluation, MDC's Chief Executive Officer and Chief Financial
Officer concluded that our disclosure controls and procedures are effective for
gathering, analyzing and disclosing the information the Partnership is required
to disclose in the reports it files under the Securities Exchange Act of 1934
within the time periods specified in the SEC's rules and forms. There have been
no significant changes in MDC's internal controls or in other factors which
could significantly affect internal controls subsequent to the date MDC carried
out its evaluation.
Part II - Other Information
Item 1. Legal Proceedings
None.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits - none
(b) Reports on Form 8-K - none
11
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Partnership has duly caused this report to be signed on its behalf by the
undersigned thereto duly authorized.
MEWBOURNE ENERGY PARTNERS 01-A, L.P.
By: Mewbourne Development Corporation
Managing General Partner
Date: November 12, 2002 By: /s/ Alan Clark
---------------------------
Alan Clark, Treasurer
12
CERTIFICATIONS
I, Curtis W. Mewbourne, Chief Executive Officer of Mewbourne
Development Corporation, Managing General Partner of Mewbourne Energy Partners
01-A, L.P. (the "Registrant"), certify that:
1. I have reviewed this quarterly report on Form 10-Q of Mewbourne
Energy Partners, 01-A, L.P.
2. Based on my knowledge, this quarterly report does not contain any
untrue statement of a material fact or omit to state a material fact necessary
to make the statements made, in light of the circumstances under which such
statements were made, not misleading with respect to the period covered by this
quarterly report;
3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this quarterly report;
4. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:
a) designed such disclosure controls and procedures to ensure
that material information relating to the registrant,
including its consolidated subsidiaries, is made known to us
by others within those entities, particularly during the
period in which this quarterly report is being prepared;
b. evaluated the effectiveness of the registrant's disclosure
controls and procedures as of a date within 90 days prior to
the filing date of this quarterly report (the "Evaluation
Date"); and
c. presented in this quarterly report our conclusions about
the effectiveness of the disclosure controls and procedures
based on our evaluation as of the Evaluation Date;
5. The registrant's other certifying officers and I have disclosed,
based on our most recent evaluation, to the registrant's auditors and the audit
committee of registrant's board of directors (or persons performing the
equivalent function):
a. all significant deficiencies in the design or operation of
internal controls which could adversely affect the
registrant's ability to record, process, summarize and report
13
financial data and have identified for the registrant's
auditors any material weaknesses in internal controls; and
b. any fraud, whether or not material, that involves
management or other employees who have a significant role in
the registrant's internal controls; and
6. The registrant's other certifying officers and I have indicated in
this quarterly report whether or not there were significant changes in internal
controls or in other factors that could significantly affect internal controls
subsequent to the date of our most recent evaluation, including any corrective
actions with regard to significant deficiencies and material weaknesses.
Date: November 12, 2002.
/s/ Curtis W. Mewbourne
---------------------------------------------
Curtis W. Mewbourne
Chief Executive Officer
Mewbourne Development Corporation,
Managing General Partner of the Registrant
14
CERTIFICATIONS
I, J. Roe Buckley, Chief Financial Officer of Mewbourne Development
Corporation, Managing General Partner of Mewbourne Energy Partners 01-A, L.P.
(the "Registrant"), certify that:
1. I have reviewed this quarterly report on Form 10-Q of Mewbourne
Energy Partners, 01-A, L.P.
2. Based on my knowledge, this quarterly report does not contain any
untrue statement of a material fact or omit to state a material fact necessary
to make the statements made, in light of the circumstances under which such
statements were made, not misleading with respect to the period covered by this
quarterly report;
3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this quarterly report;
4. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:
a) designed such disclosure controls and procedures to ensure
that material information relating to the registrant,
including its consolidated subsidiaries, is made known to us
by others within those entities, particularly during the
period in which this quarterly report is being prepared;
b. evaluated the effectiveness of the registrant's disclosure
controls and procedures as of a date within 90 days prior to
the filing date of this quarterly report (the "Evaluation
Date"); and
c. presented in this quarterly report our conclusions about
the effectiveness of the disclosure controls and procedures
based on our evaluation as of the Evaluation Date;
5. The registrant's other certifying officers and I have disclosed,
based on our most recent evaluation, to the registrant's auditors and the audit
committee of registrant's board of directors (or persons performing the
equivalent function):
a. all significant deficiencies in the design or operation of
internal controls which could adversely affect the
registrant's ability to record, process, summarize and report
15
financial data and have identified for the registrant's
auditors any material weaknesses in internal controls; and
b. any fraud, whether or not material, that involves
management or other employees who have a significant role in
the registrant's internal controls; and
6. The registrant's other certifying officers and I have indicated in
this quarterly report whether or not there were significant changes in internal
controls or in other factors that could significantly affect internal controls
subsequent to the date of our most recent evaluation, including any corrective
actions with regard to significant deficiencies and material weaknesses.
Date: November 12, 2002.
/s/ J. Roe Buckley
------------------------------------------
J. Roe Buckley
Chief Financial Officer
Mewbourne Development Corporation,
Managing General Partner of the Registrant
16