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 March 31, 2005
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. 333-85994-01
MEWBOURNE ENERGY PARTNERS 03-A, L.P.
Delaware | 27-0055431 | |
(State or jurisdiction of incorporation or organization) |
(I.R.S. Employer Identification Number) |
3901 South Broadway, Tyler, Texas 75701
(Address of principal executive offices) (Zip code)
Registrants 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 of 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
Mewbourne Energy Partners 03-A, L.P.
INDEX
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Mewbourne Energy Partners 03-A, L.P.
Part I - Financial Information
March 31, 2005 and December 31, 2004
March 31, 2005 |
December 31, 2004 |
|||||||
(Unaudited) | ||||||||
ASSETS |
||||||||
Cash and cash equivalents |
$ | 6,606 | $ | 3,652 | ||||
Accounts receivable, affiliate |
966,106 | 1,689,829 | ||||||
Total current assets |
972,712 | 1,693,481 | ||||||
Prepaid well cost |
| 45,685 | ||||||
Oil and gas properties at cost, full cost method |
18,826,689 | 18,628,370 | ||||||
Less accumulated depreciation, depletion and amortization |
(3,536,816 | ) | (2,996,599 | ) | ||||
15,289,873 | 15,631,771 | |||||||
Total assets |
$ | 16,262,585 | $ | 17,370,937 | ||||
LIABILITIES AND PARTNERS CAPITAL |
||||||||
Accounts payable, affiliate |
$ | 96,328 | $ | 327,467 | ||||
Asset retirement obligation plugging liability |
387,664 | 379,022 | ||||||
Partners capital |
||||||||
General partners |
| 14,911,908 | ||||||
Limited partners |
15,778,593 | 1,752,540 | ||||||
Total partners capital |
15,778,593 | 16,664,448 | ||||||
Total liabilities and partners capital |
$ | 16,262,585 | $ | 17,370,937 | ||||
The accompanying notes are an integral part of the financial statements.
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Mewbourne Energy Partners 03-A, L.P.
STATEMENTS OF OPERATIONS
For the three months ended March 31, 2005 and 2004
(Unaudited)
Three Months Ended March 31, | ||||||
2005 |
2004 | |||||
Revenues and other income: |
||||||
Oil and gas sales |
$ | 1,551,056 | $ | 1,113,627 | ||
Interest income |
1,184 | 9,234 | ||||
Total revenues and other income |
1,552,240 | 1,122,861 | ||||
Expenses: |
||||||
Lease operating expense |
110,502 | 56,326 | ||||
Production taxes |
118,432 | 96,755 | ||||
Administrative and general expense |
80,407 | 19,799 | ||||
Depreciation, depletion, and amortization |
540,217 | 477,838 | ||||
Asset retirement obligation accretion |
6,465 | 4,918 | ||||
Net income |
$ | 696,217 | $ | 467,225 | ||
Allocation of net income: |
||||||
General partners |
$ | | $ | 418,089 | ||
Limited partners |
$ | 696,217 | $ | 49,136 | ||
Basic and diluted net income per limited and general partner interest (18,000 interests outstanding) |
$ | 38.68 | $ | 25.96 | ||
The accompanying notes are an integral part of the financial statements.
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Mewbourne Energy Partners 03-A, L.P.
STATEMENTS OF CASH FLOWS
For the three months ended March 31, 2005 and 2004
(Unaudited)
2005 |
2004 |
|||||||
Cash flows from operating activities: |
||||||||
Net income |
$ | 696,217 | $ | 467,225 | ||||
Adjustment to reconcile net income to net cash provided by (used in) operating activities: |
||||||||
Depreciation, depletion, and amortization |
540,217 | 477,838 | ||||||
Asset retirement obligation accretion |
6,465 | 4,918 | ||||||
Changes in operating assets and liabilities: |
||||||||
Accounts receivable, affiliate |
723,723 | (824,836 | ) | |||||
Accounts payable, affiliate |
(231,139 | ) | (328,517 | ) | ||||
Net cash provided by (used in) operating activities |
1,735,483 | (203,372 | ) | |||||
Cash flows from investing activities: |
||||||||
Purchase and development of oil and gas properties |
(150,457 | ) | (576,026 | ) | ||||
Net cash used in investing activities |
(150,457 | ) | (576,026 | ) | ||||
Cash flows from financing activities: |
||||||||
Cash distributions to partners |
(1,582,072 | ) | (635,000 | ) | ||||
Net cash used in financing activities |
(1,582,072 | ) | (635,000 | ) | ||||
Net increase (decrease) in cash and cash equivalents |
2,954 | (1,414,398 | ) | |||||
Cash and cash equivalents, beginning of period |
3,652 | 5,551,936 | ||||||
Cash and cash equivalents, end of period |
$ | 6,606 | $ | 4,137,538 | ||||
The accompanying notes are an integral part of the financial statements.
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Mewbourne Energy Partners 03-A, L.P.
STATEMENT OF CHANGES IN PARTNERS CAPITAL
For the three months ended March 31, 2005
(Unaudited)
General Partners |
Limited Partners |
Total |
||||||||||
Balance at December 31, 2004 |
$ | 14,911,908 | $ | 1,752,540 | $ | 16,664,448 | ||||||
Conversion of general partner interests to limited partner interests |
(14,911,908 | ) | 14,911,908 | | ||||||||
Cash distributions |
| (1,582,072 | ) | (1,582,072 | ) | |||||||
Net income |
| 696,217 | 696,217 | |||||||||
Balance at March 31, 2005 |
$ | | $ | 15,778,593 | $ | 15,778,593 | ||||||
The accompanying notes are an integral part of the financial statements.
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Mewbourne Energy Partners 03-A, L.P.
NOTES TO FINANCIAL STATEMENTS
(Unaudited)
1. Accounting Policies
Reference is hereby made to the Partnerships Annual Report on Form 10-K for 2004, 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 03-A, L.P., (the Partnership), a Delaware limited partnership is engaged primarily in oil and gas development and production in Texas, Oklahoma, and New Mexico, and was organized on February 19, 2003. The offering of limited and general partnership interests began May 16, 2003 as a part of an offering registered under the name Mewbourne Energy Partners 02-03 Drilling Programs, (the Program), and concluded July 9, 2003, with total investor contributions of $18,000,000 originally being sold to 710 subscribers of which $16,107,005 were sold to 644 subscribers as general partner interests and $1,892,995 were sold to 66 subscribers as limited partner interests. During the quarter ended March 31, 2005, all general partner interests were converted to limited partner interests and accordingly all partnership interests have been reflected in the accompanying financial statements as limited partner interests.
The Partnership follows the full-cost method of accounting for its oil and gas activities. Under the full-cost method, all productive and non-productive 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 March 31, 2005 and 2004 substantially all capitalized costs were subject to amortization. Proceeds from the sale or other disposition of properties are credited to the full cost pool. 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 quarterly 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.
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3. Asset Retirement Obligations
In accordance with FAS 143, the Partnership has recognized an estimated liability for future plugging and abandonment costs. The estimated liability is based on historical experience and estimated well life. The liability is discounted using the credit-adjusted risk-free rate. Revisions to the liability could occur due to changes in well plugging and abandonment costs or well useful lives, or if federal or state regulators enact new well restoration requirements. The Partnership recognizes accretion expense in connection with the discounted liability over the remaining life of the well.
A reconciliation of the Partnerships liability for well plugging and abandonment costs for the three months ended March 31, 2005 and 2004, is as follows:
2005 |
2004 | |||||
Balance, beginning of period |
$ | 379,022 | $ | 145,139 | ||
Liabilities incurred |
2,177 | 148,259 | ||||
Accretion expense |
6,465 | 4,918 | ||||
Balance, end of period |
$ | 387,664 | $ | 298,316 | ||
4. Related Party Transactions
Mewbourne Development Corporation (MD) is managing general partner and Mewbourne Oil Company (MOC) is operator of oil and gas properties owned by the Partnership. Mewbourne Holdings, Inc. is the parent of both MD and MOC. Substantially all transactions are with MD and MOC.
In the ordinary course of business, MOC will incur certain costs that will be passed on to well owners of the well on which the costs were incurred. The partnership will receive their portion of these costs based upon their ownership in each well incurring the costs. These costs are referred to as Operator charges and are standard and customary in the oil and gas industry. Operator charges include recovery of gas marketing costs, fixed rate overhead, supervision, pumping, and equipment furnished by the Operator. Services and operator charges are billed in accordance with the program and partnership agreements.
In general, during any particular calendar year the total amount of administrative expenses allocated to the Partnership shall not exceed the greater of (a) 3.5% of the Partnerships gross revenue from the sale of oil and natural gas production during each year (calculated without any deduction for operating costs or other costs and expenses) or (b) the sum of $50,000 plus .25% of the capital contributions of limited and general partners.
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The Partnership participates in oil and gas activities through a Drilling Program Agreement, the Program. The Partnership and MD are parties to the Program agreement. The costs and revenues of the Program are allocated to MD and the Partnership as follows:
Partnership |
MD |
|||||
Revenues: |
||||||
Proceeds from disposition of depreciable and depletable properties |
60 | % | 40 | % | ||
All other revenues |
60 | % | 40 | % | ||
Costs and expenses: |
||||||
Organization and offering costs (1) |
0 | % | 100 | % | ||
Lease acquisition costs (1) |
0 | % | 100 | % | ||
Tangible and intangible drilling costs (1) |
100 | % | 0 | % | ||
Operating costs, reporting and legal expenses, general and administrative expenses and all other costs |
60 | % | 40 | % |
(1) | As noted above, pursuant to the Program, MD must contribute 100% of organization and offering costs and lease acquisition costs which will approximate 30% of total capital costs. To the extent that organization and offering costs and lease acquisition costs are less that 30% of total capital costs, MD is responsible for tangible drilling costs until its share of the Programs total capital costs reaches approximately 30%. |
The Partnerships financial statements reflect its respective proportionate interest in the Program.
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Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations
Liquidity and Capital Resources
Mewbourne Energy Partners 03-A, L.P. (the Partnership) was formed February 19, 2003. The offering of limited and general partnership interests began May 16, 2003 and concluded July 9, 2003, with total investor contributions of $18,000,000. During the quarter ended March 31, 2005, all general partner interests were converted to limited partner interests and accordingly all partnership interests have been reflected in the accompanying financial statements as limited partner interests.
The Partnership has acquired interests in oil and gas prospects for the purpose of development drilling. The Partnership participated in the drilling of 71 wells. 64 wells have been drilled and were productive and 7 wells were drilled and abandoned.
Future capital requirements and operations will be conducted with available funds generated from oil and gas activities. No bank borrowing is anticipated. The Partnership had net working capital of $876,384 at March 31, 2005.
During the three months ended March 31, 2005, the Partnership made cash distributions to the investor partners in the amount of $1,582,072 as compared to $635,000 for the three months ended March 31, 2004. The Partnership expects that cash distributions will continue during 2005 as additional oil and gas revenues are sufficient to produce cash flows from operations.
The sale of crude oil and natural gas produced by the Partnership will be affected by a number of factors that are beyond the Partnerships 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.
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Results of Operations
Three months ended March 31, 2005 as compared to the three months ended March 31, 2004.
Oil and gas revenues.
Three Months Ended March 31, | ||||||
2005 |
2004 | |||||
Oil and gas sales |
$ | 1,551,056 | $ | 1,113,627 | ||
Barrels produced |
2,991 | 3,553 | ||||
Mcf produced |
245,802 | 195,366 | ||||
Average price/bbl |
$ | 47.60 | $ | 33.60 | ||
Average price/mcf |
$ | 5.73 | $ | 5.09 |
As shown in the table above, total oil and gas sales increased $437,429 (39.3%) for the three months ended March 31, 2005 as compared to the three months ended March 31, 2004. Of this increase, $289,239 was related to increases in volumes of gas sold slightly offset by a decrease of $26,740 attributable to lower volumes of oil sold. Volumes of oil decreased 562 bbls of oil and volumes of gas increased 50,436 mcf of gas for the three months ended March 31, 2005 as compared to the three months ended March 31, 2004. The decrease in volumes of oil sold was primarily due to a substantial decline in the production of five wells. The increase in volumes of gas sold was primarily due to the addition of 25 new wells completed since March 31, 2004. The increase in oil and gas sales is also attributable to increases of $49,744 and $125,186, respectively, related to increases in the average prices of oil and gas sold. Average oil and gas prices increased to $47.60 per bbl and $5.73 per mcf for the three months ended March 31, 2005 from $33.60 per bbl and $5.09 per mcf for the three months ended March 31, 2004.
Interest income. Interest income was $1,184 during the three months ended March 31, 2005 as compared to $9,234 during the three month period ended March 31, 2004. The decrease is primarily due to the decrease in funds available for investment.
Lease operations and production taxes. Lease operating expense during the period ended March 31, 2005 totaled $110,502 as compared to $56,326 for the period ended March 31, 2004. Production taxes during the period ended March 31, 2005 total $118,432 compared to $96,755 for the period ended March 31, 2004. Lease operating expense increased primarily due to the addition of 25 new wells from the period March 31, 2004 through March 31, 2005. The increase in production taxes is due to the increase in oil and gas revenues.
Depreciation, depletion and amortization. Depreciation, depletion and amortization for the three month period ended March 31, 2005 total $540,217 compared to $477,838 for the three month period ended March 31, 2004. The increase is due to the increase in production volumes.
Administrative and general expense. Administrative and general expense for the three month period ended March 31, 2005 total $80,407 compared to $19,799 for the period ended March 31, 2004. The overall increase is due to increased administrative charges caused by increased oil and gas revenues. The increase was also related to higher general expenses for reporting costs.
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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, MDCs 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, MDCs 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 SECs rules and forms. There have been no significant changes in MDCs internal controls or in other factors which could significantly affect internal controls subsequent to the date MDC carried out its evaluation.
None.
Item 6. Exhibits and Reports on Form 8-K
(a) | Exhibits filed herewith. |
31.1 | Certification of CEO Pursuant to Section 302 of Sarbanes-Oxley Act of 2002. | |
31.2 | Certification of CFO Pursuant to Section 302 of Sarbanes-Oxley Act of 2002. | |
32.1 | Certification of CEO Pursuant to Section 906 of Sarbanes-Oxley Act of 2002. | |
32.2 | Certification of CFO Pursuant to Section 906 of Sarbanes-Oxley Act of 2002. |
(b) | Reports on Form 8-K |
None.
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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 03-A, L.P. | ||||
By: | Mewbourne Development Corporation | |||
Managing General Partner | ||||
Date: May 12, 2005 | ||||
By: | /s/ Alan Clark | |||
Alan Clark, Treasurer |
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INDEX TO EXHIBITS
EXHIBIT NUMBER |
DESCRIPTION | |
31.1 | Certification of CEO Pursuant to Section 302 of Sarbanes-Oxley Act of 2002. | |
31.2 | Certification of CFO Pursuant to Section 302 of Sarbanes-Oxley Act of 2002. | |
32.1 | Certification of CEO Pursuant to Section 906 of Sarbanes-Oxley Act of 2002. | |
32.2 | Certification of CFO Pursuant to Section 906 of Sarbanes-Oxley Act of 2002. |
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