Attached files
| file | filename |
|---|---|
| EX-32.2 - Reef Global Energy IV, L.P. | v193666_ex32-2.htm |
| EX-31.1 - Reef Global Energy IV, L.P. | v193666_ex31-1.htm |
| EX-32.1 - Reef Global Energy IV, L.P. | v193666_ex32-1.htm |
| EX-31.2 - Reef Global Energy IV, L.P. | v193666_ex31-2.htm |
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 June 30,
2010
|
or
|
¨
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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: 333-93399-04
REEF
GLOBAL ENERGY IV, L.P.
(Exact
name of registrant as specified in its charter)
|
Nevada
|
20-1654113
|
|
(State
or other jurisdiction of
|
(I.R.S.
employer
|
|
incorporation
or organization)
|
identification
no.)
|
|
1901
N. Central Expressway, Suite 300
|
75080-3610
|
|
Richardson,
Texas
|
(Zip
code)
|
|
(Address
of principal executive offices)
|
(972)-437-6792
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 has submitted electronically and posted on
its corporate Web site, if any, every Interactive Data File required to be
submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this
chapter) during the preceding 12 months (or for such shorter period that the
registrant was required to submit and post such files). Yes ¨ No ¨
Indicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting company. See
the definitions of “large accelerated filer,” “accelerated filer” and “smaller
reporting company” in Rule 12b-2 of the Exchange Act.
Large
accelerated filer ¨ Accelerated
filer ¨ Non-accelerated
filer ¨ Smaller
reporting company x
Indicate
by check mark whether the registrant is a shell company (as defined in Rule
12b-2 of the Exchange Act). Yes ¨ No x
As of
August 13, 2010, the registrant had 25.028 units of general partner interest
held by the managing general partner, and 474.972 units of limited partner
interest outstanding.
Reef
Global Energy IV, L.P.
Form
10-Q Index
|
PART
I — FINANCIAL INFORMATION
|
1
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||
|
ITEM
1.
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Financial
Statements (Unaudited)
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1
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|
|
Condensed
Balance Sheets
|
1
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||
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Condensed
Statements of Operations
|
2
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||
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Condensed
Statements of Cash Flows
|
3
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||
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Notes
to Condensed Financial Statements
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4
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||
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ITEM
2.
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Management’s
Discussion and Analysis of Financial Condition and Results of
Operations
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7
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|
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ITEM
3.
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Quantitative
and Qualitative Disclosures About Market Risk
|
12
|
|
|
ITEM
4T.
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Controls
and Procedures
|
12
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|
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PART
II — OTHER INFORMATION
|
12
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||
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ITEM
1.
|
Legal
Proceedings
|
12
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|
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ITEM
1A.
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Risk
Factors
|
12
|
|
|
ITEM
2.
|
Unregistered
Sales of Equity Securities and Use of Proceeds
|
12
|
|
|
ITEM
3.
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Default
Upon Senior Securities
|
12
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|
|
ITEM
4.
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(Removed
and Reserved)
|
13
|
|
|
ITEM
5.
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Other
Information
|
13
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|
|
ITEM
6.
|
Exhibits
|
13
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|
|
Signatures
|
14
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||
ii
PART
I - FINANCIAL INFORMATION
Item
1. Financial Statements
Reef
Global Energy IV, L.P.
Condensed
Balance Sheets
|
June 30,
|
December 31,
|
|||||||
|
2010
|
2009
|
|||||||
|
(Unaudited)
|
||||||||
|
Assets
|
||||||||
|
Current
assets:
|
||||||||
|
Cash
and cash equivalents
|
$ | 92,096 | $ | 91,957 | ||||
|
Total
current assets
|
92,096 | 91,957 | ||||||
|
Oil
and gas properties, full cost method of accounting:
|
||||||||
|
Proved
properties, net of accumulated depletion of $8,629,828 and
$8,581,474
|
92,256 | 140,593 | ||||||
|
Net
oil and natural gas properties
|
92,256 | 140,593 | ||||||
|
Total
assets
|
$ | 184,352 | $ | 232,550 | ||||
|
Liabilities
and partnership equity
|
||||||||
|
Current
liabilities:
|
||||||||
|
Accounts
payable
|
$ | 423 | $ | 1,017 | ||||
|
Accounts
payable to affiliates
|
55,998 | 61,548 | ||||||
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Total
current liabilities
|
56,421 | 62,565 | ||||||
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Long-term
liabilities:
|
||||||||
|
Asset
retirement obligation
|
60,915 | 93,805 | ||||||
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Total
long-term liabilities
|
60,915 | 93,805 | ||||||
|
Partnership
equity:
|
||||||||
|
Limited
partners
|
(49,026 | ) | (52,528 | ) | ||||
|
Managing
general partner
|
116,042 | 128,708 | ||||||
|
Partnership
equity
|
67,016 | 76,180 | ||||||
|
Total
liabilities and partnership equity
|
$ | 184,352 | $ | 232,550 | ||||
See
accompanying notes to condensed financial statements.
1
Reef
Global Energy IV, L.P.
Condensed
Statements of Operations
(Unaudited)
|
For the three months ended
June 30
|
For the six months ended
June 30
|
|||||||||||||||
|
2010
|
2009
|
2010
|
2009
|
|||||||||||||
|
Revenues
|
$ | 53,882 | $ | 37,467 | $ | 109,511 | $ | 69,307 | ||||||||
|
Costs
and expenses:
|
||||||||||||||||
|
Lease
operating expenses
|
5,310 | 14,143 | 20,899 | 34,195 | ||||||||||||
|
Production
taxes
|
(5,744 | ) | 3,139 | (4,584 | ) | 5,590 | ||||||||||
|
Depreciation,
depletion and amortization
|
8,153 | 12,245 | 16,111 | 25,471 | ||||||||||||
|
Property
impairment
|
— | — | — | 5,511 | ||||||||||||
|
Accretion
of asset retirement obligation
|
9 | 537 | 574 | 1,801 | ||||||||||||
|
General
and administrative
|
56,058 | 43,087 | 85,878 | 65,642 | ||||||||||||
|
Total
costs and expenses
|
63,786 | 73,151 | 118,878 | 138,210 | ||||||||||||
|
Loss
from operations
|
(9,904 | ) | (35,684 | ) | (9,367 | ) | (68,903 | ) | ||||||||
|
Other
income:
|
||||||||||||||||
|
Interest
income
|
95 | 211 | 202 | 477 | ||||||||||||
|
Total
other income
|
95 | 211 | 202 | 477 | ||||||||||||
|
Net
loss
|
$ | (9,809 | ) | $ | (35,473 | ) | $ | (9,165 | ) | $ | (68,426 | ) | ||||
|
Net
income (loss) per limited partner unit
|
$ | (6.50 | ) | $ | (53.71 | ) | $ | 7.37 | $ | (48.25 | ) | |||||
|
Net
loss per managing general partner unit
|
$ | (268.59 | ) | $ | (397.93 | ) | $ | (506.03 | ) | $ | (1,206.89 | ) | ||||
See
accompanying notes to condensed financial statements.
2
Reef
Global Energy IV, L.P.
Condensed
Statements of Cash Flows
(Unaudited)
|
For the six months ended
June 30,
|
||||||||
|
2010
|
2009
|
|||||||
|
Operating
Activities
|
||||||||
|
Net
loss
|
$ | (9,165 | ) | $ | (68,426 | ) | ||
|
Adjustments
to reconcile net loss to net cash provided by operating
activities:
|
||||||||
|
Plugging
and abandonment costs paid from asset retirement
obligation
|
(1,219 | ) | (12,396 | ) | ||||
|
Adjustments
for non-cash transactions:
|
||||||||
|
Depreciation,
depletion and amortization
|
16,111 | 25,471 | ||||||
|
Property
impairment
|
— | 5,511 | ||||||
|
Accretion
of asset retirement obligation
|
574 | 1,801 | ||||||
|
Changes
in operating assets and liabilities:
|
||||||||
|
Accounts
payable
|
(594 | ) | 2,387 | |||||
|
Accounts
payable to affiliates
|
(5,550 | ) | 45,962 | |||||
|
Net
cash provided by operating activities
|
157 | 310 | ||||||
|
Investing
Activities
|
||||||||
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Property
acquisition and development
|
(18 | ) | — | |||||
|
Net
cash used in investing activities
|
(18 | ) | — | |||||
|
Financing
Activities
|
||||||||
|
Partner
capital contributions
|
— | 9,504 | ||||||
|
Partner
distributions
|
— | (24,250 | ) | |||||
|
Net
cash used in financing activities
|
— | (14,746 | ) | |||||
|
Net
increase (decrease) in cash and cash equivalents
|
139 | (14,436 | ) | |||||
|
Cash
and cash equivalents at beginning of period
|
91,957 | 106,454 | ||||||
|
Cash
and cash equivalents at end of period
|
$ | 92,096 | $ | 92,018 | ||||
|
Supplemental
disclosure of non-cash investing transactions:
|
||||||||
|
Property
additions included in accounts payable to affiliates
|
$ | — | $ | 14,066 | ||||
|
Adjustment
to asset retirement obligation
|
$ | (32,625 | ) | $ | — | |||
See
accompanying notes to condensed financial statements.
3
Reef
Global Energy IV, L.P.
Notes
to Condensed Financial Statements (unaudited)
June
30, 2010
1.
Organization and Basis of Presentation
The
financial statements of Reef Global Energy IV, L.P. (the “Partnership”) have
been prepared pursuant to the rules and regulations of the Securities and
Exchange Commission (the “SEC”). Certain information and footnote disclosure
normally included in annual financial statements prepared in accordance with
accounting principles generally accepted in the United States have been
condensed or omitted pursuant to those rules and regulations. We have recorded
all transactions and adjustments necessary to fairly present the financial
statements included in this Quarterly Report on Form 10-Q (this “Quarterly
Report”). The adjustments are normal and recurring. The following notes describe
only the material changes in accounting policies, account details, or financial
statement notes during the first six months of 2010. Therefore, please read
these condensed financial statements and notes to condensed financial statements
together with the audited financial statements and notes to financial statements
contained in the Partnership’s Annual Report on Form 10-K for the period ended
December 31, 2009 (the “Annual Report”).
Going
Concern
The
accompanying financial statements have been prepared assuming the Partnership is
a going concern, which assumption contemplates the realization of assets and
satisfaction of liabilities in the normal course of business. The Partnership
has suffered losses from operations that have utilized a major portion of
partnership equity. While the Partnership appears to have adequate liquidity at
June 30, 2010, there can be no assurance that such liquidity will remain
sufficient.
These
factors raise substantial doubt about the Partnership’s ability to continue as a
going concern. The financial statements do not include any adjustments relating
to the recoverability and classification of recorded asset amounts or the amount
of liabilities that might be necessary should the Partnership be unable to
continue in existence.
The
managing general partner is considering several options related to the
Partnership, including the possible sale of marketable assets, as a result of
the recurring losses incurred over the past several years, the erosion of
partnership equity, and the lack of significant cash flows from
operations.
2.
Summary of Accounting Policies
Oil
and Gas Properties
The
Partnership follows the full cost method of accounting for oil and gas
properties. Under this method, all direct costs and certain indirect costs
associated with acquisition of properties and successful as well as unsuccessful
exploration and development activities are capitalized. Depreciation, depletion,
and amortization of capitalized oil and gas properties and estimated future
development costs, excluding unproved properties, are based on the
unit-of-production method using estimated proved reserves, as determined by
independent petroleum engineers. For these purposes, proved natural gas
reserves are converted to equivalent barrels of crude oil at a rate of 6 Mcf to
1 Bbl.
In
applying the full cost method at June 30, 2010, the Partnership performs a
quarterly ceiling test on the capitalized costs of oil and gas properties,
whereby the capitalized costs of oil and gas properties are limited to the
sum of the estimated future net revenues from proved reserves using prices that
are the 12-month un-weighted arithmetic average of the first-day-of-the-month
price for crude oil and natural gas held constant and discounted at 10%, plus
the lower of cost or estimated fair value of unproved properties, if any. If
capitalized costs exceed the ceiling, an impairment loss is recognized for the
amount by which the capitalized costs exceed the ceiling, and is shown as a
reduction of oil and gas properties and as property impairment expense on the
Partnership’s statements of operations. No gain or loss is recognized upon sale
or disposition of oil and gas properties, unless such a sale would significantly
alter the rate of depletion and amortization. During the three month periods
ended June 30, 2010 and 2009, the Partnership recognized no property impairment
expense of proved properties. During the six month periods ended June 30, 2010
and 2009, the Partnership recognized property impairment expense of proved
properties totaling $0 and $5,511, respectively.
4
Estimates
of Proved Oil and Gas Reserves
Estimates
of the Partnership’s proved reserves at June 30, 2010 and December 31, 2009 have
been prepared and presented in accordance with new SEC rules and accounting
standards. These new rules are effective for fiscal years ending on or after
December 31, 2009, and require SEC reporting entities to prepare their reserve
estimates using revised reserve definitions and revised pricing based upon the
un-weighted arithmetic average of the first-day-of-the-month commodity prices
over the preceding 12-month period and current costs. Future prices and costs
may be materially higher or lower than these prices and costs, which would
impact the estimate of reserves and future cash flows.
Reserves
and their relation to estimated future net cash flows impact the Partnership’s
depletion and impairment calculations. As a result, adjustments to depletion and
impairment are made concurrently with changes to reserve estimates. If proved
reserve estimates decline, the rate at which depletion expense is recorded
increases, reducing net income. A decline in estimated proved reserves and
future cash flows also reduces the capitalized cost ceiling and may result in
increased impairment expense.
Restoration,
Removal, and Environmental Liabilities
The
Partnership is subject to extensive Federal, state and local environmental laws
and regulations. These laws regulate the discharge of materials into the
environment and may require the Partnership to remove or mitigate the
environmental effects of the disposal or release of petroleum substances at
various sites. Environmental expenditures are expensed or capitalized depending
on their future economic benefit. Expenditures that relate to an existing
condition caused by past operations and that have no future economic benefit are
expensed.
Liabilities
for expenditures of a non-capital nature are recorded when environmental
assessments and/or remediation is probable, and the costs can be reasonably
estimated. Such liabilities are generally undiscounted values unless the timing
of cash payments for the liability or component is fixed or reliably
determinable.
Asset
retirement costs and liabilities associated with future site restoration and
abandonment of long-lived assets are initially measured at fair value, which
approximates the cost a third party would incur in performing the tasks
necessary to retire such assets. The fair value is recognized in the financial
statements as the present value of expected future cash expenditures for site
restoration and abandonment. Subsequent to the initial measurement, the effect
of the passage of time on the liability for the net asset retirement obligation
(accretion expense) and the amortization of the asset retirement cost are
recognized in the results of operations.
The
following table summarizes the Partnership’s asset retirement obligation for the
six months ended June 30, 2010 and the year ended December 31,
2009.
|
Six months ended
June 30, 2010
|
Year ended
December 31, 2009
|
|||||||
|
Beginning
asset retirement obligation
|
$ | 93,805 | $ | 122,213 | ||||
|
Accretion
expense
|
574 | 2,905 | ||||||
|
Retirement
related to property abandonment and restoration
|
(1,219 | ) | (31,313 | ) | ||||
|
Retirement
related to disposition of interest in property
|
(32,245 | ) | — | |||||
|
Ending
asset retirement obligation
|
$ | 60,915 | $ | 93,805 | ||||
Fair
Value of Financial Instruments
The
estimated fair values for financial instruments have been determined at discrete
points in time based on relevant market information. These estimates involve
uncertainties and cannot be determined with precision. The estimated fair
value of cash, accounts receivable and accounts payable approximates their
carrying value due to their short-term nature.
5
Reclassifications
Certain
information provided for prior years has been reclassified to conform to the
current year presentation adopted as of December 31, 2009.
Recently
Adopted Accounting Pronouncements
Modernization
of Oil and Gas Reporting
In
January 2009, the SEC adopted a new rule related to modernizing reserve
calculation and disclosure requirements for oil and gas companies, which became
effective prospectively for annual reporting periods ending on or after December
31, 2009. In addition to expanding the definition and disclosure requirements
for crude oil and natural gas reserves, the new rule changes the requirements
for determining quantities of crude oil and natural gas reserves. The new rule
requires disclosure of crude oil and natural gas proved reserves by geographical
area, using the unweighted arithmetic average of first-day-of-the-month
commodity prices over the preceding 12-month period, rather than end-of-period
prices, and allows the use of reliable technologies to estimate proved crude oil
and natural gas reserves, if those technologies have been demonstrated to result
in reliable conclusions about reserve volumes. In addition, in January
2010, the Financial Accounting Standards Board (“FASB”) issued guidance relating
to crude oil and natural gas reserve estimation and disclosures to provide
consistency with the new SEC rules. The Partnership adopted the new
standards effective December 31, 2009. The new standards are applied
prospectively as a change in estimate. In April 2010, the FASB issued a further
accounting standards update regarding extractive oil and gas industries to
incorporate in accounting standards the revisions to Rule 4-10 of the SEC’s
Regulation S-X. The amendment primarily consists of the addition and deletion of
definitions of terms related to fossil fuel exploration and production arising
from technology changes over the past several decades. The accounting guidance
in Rule 4-10 did not change.
Subsequent
Events
In May
2009, the FASB issued new guidance on accounting for subsequent events.
This guidance established general standards of accounting for and disclosure of
events that occur after the balance sheet date but before financial statements
are issued or are available to be issued. This guidance is effective for interim
and annual reporting periods ending after June 15, 2009. The Partnership adopted
the provisions of this guidance for the period ended June 30, 2009. In February
2010, the FASB issued an update to this guidance. Among other provisions, this
update provides that an entity that is a SEC filer is not required to disclose
the date through which subsequent events have been evaluated. The Partnership
adopted the provisions on its effective date of February 24, 2010. There was no
impact on the Partnership’s operating results, financial position or cash
flows.
Fair
Value Measurements
In
January 2010, the FASB issued new guidance related to improving disclosures
about fair value measurements. This guidance requires separate disclosures of
the amounts of transfers in and out of Level 1 and Level 2 fair value
measurements and a description of the reason for such transfers. In the
reconciliation for Level 3 fair value measurements using significant
unobservable inputs, information about purchases, sales, issuances and
settlements shall be presented separately. These disclosures are required for
interim and annual reporting periods effective January 1, 2010, except for
the disclosures related to the purchases, sales, issuances and settlements in
the roll forward activity of Level 3 fair value measurements, which are
effective on January 1, 2011. This guidance was adopted on January 1,
2010 for Level 1 and Level 2 fair value measurements and did not impact the
Partnership’s operating results, financial position or cash flows or disclosures
regarding the fair value of financial instruments.
3.
Transactions with Affiliates
The
Partnership has no employees. Reef Exploration, L.P. (“RELP”), an affiliate of
Reef Oil & Gas Partners, L.P. (“Reef”), the managing general partner of the
Partnership, employs a staff including geologists, petroleum engineers, landmen
and accounting personnel who administer all of the Partnership’s operations. The
Partnership reimburses RELP for technical and administrative services at cost.
During the three month periods ended June 30, 2010 and 2009, the Partnership
incurred administrative costs totaling $10,378 and $10,632, respectively, which
are included as general and administrative expenses. During the six
month periods ended June 30, 2010 and 2009, the Partnership incurred
administrative costs totaling $17,932 and $21,394, respectively, which are
included as general and administrative expenses.
6
Reef
contributed 1% of all leasehold, drilling, and completion costs when incurred
during the drilling and completion phases of Partnership operations. Reef
contributed $380,694 related to these obligations. Reef also purchased
5.01% of the Partnership units and paid 5.01% of the 99% of these costs paid by
the unit holders (4.96%). Reef has had no remaining obligations related to these
additional costs since December 31, 2008.
RELP
processes joint interest billings and revenues on behalf of the Partnership. At
June 30, 2010 and December 31, 2009, the Partnership owed RELP $55,998 and
$61,548, respectively, for joint interest and technical service charges
processed in excess of net revenues.
4.
Commitments and Contingencies
The
Partnership is not currently involved in any legal proceedings.
5.
Partnership Equity
Information
regarding the number of units outstanding and the net income (loss) per type of
Partnership unit for the three and six month periods ended June 30, 2010 is
detailed below:
For the
three months ended June 30, 2010
|
Type of Unit
|
Number of
Units
|
Net loss
|
Net loss per
unit
|
|||||||||
|
Managing
general partner units
|
25.028 | $ | (6,722 | ) | (268.59 | ) | ||||||
|
Limited
partner units
|
474.972 | (3,087 | ) | (6.50 | ) | |||||||
|
Total
|
500.000 | $ | (9,809 | ) | ||||||||
For the
six months ended June 30, 2010
|
Type of Unit
|
Number of
Units
|
Net income
(loss)
|
Net income
(loss) per unit
|
|||||||||
|
Managing
general partner units
|
25.028 | $ | (12,665 | ) | (506.03 | ) | ||||||
|
Limited
partner units
|
474.972 | 3,500 | 7.37 | |||||||||
|
Total
|
500.000 | $ | (9,165 | ) | ||||||||
Item
2. Management's Discussion and Analysis of Financial Condition and Results
of Operations.
The
following is a discussion of the Partnership’s financial condition, results of
operations, liquidity and capital resources. This discussion should be read in
conjunction with our financial statements and the related notes thereto,
included in the Annual Report.
This
Quarterly Report contains forward-looking statements that involve risks and
uncertainties. You should exercise extreme caution with respect to all
forward-looking statements made in this Quarterly Report. Specifically,
the following statements are forward-looking:
|
|
·
|
statements
regarding the state of the oil and gas industry and the opportunity to
profit within the oil and gas industry, competition, pricing, level of
production, or the regulations that may affect the
Partnership;
|
|
|
·
|
statements
regarding the plans and objectives of Reef for future operations,
including, without limitation, the uses of Partnership funds and the size
and nature of the costs the Partnership expects to incur and people and
services the Partnership may
employ;
|
|
|
·
|
any
statements using the words “anticipate,” “believe,” “estimate,” “expect”
and similar such phrases or words;
and
|
7
|
|
·
|
any
statements of other than historical
fact.
|
Reef
believes that it is important to communicate its future expectations to the
partners. Forward-looking statements reflect the current view of
management with respect to future events and are subject to numerous risks,
uncertainties and assumptions, including, without limitation, the factors listed
in the section captioned “RISK FACTORS” contained in the Partnership’s
Annual Report. Although Reef believes that the expectations reflected in such
forward-looking statements are reasonable, Reef can give no assurance that such
expectations will prove to have been correct. Should any one or more of
these or other risks or uncertainties materialize or should any underlying
assumptions prove incorrect, actual results are likely to vary materially from
those described herein. There can be no assurance that the projected
results will occur, that these judgments or assumptions will prove correct or
that unforeseen developments will not occur.
Reef does
not intend to update its forward-looking statements. All subsequent written and
oral forward-looking statements attributable to Reef or persons acting on its
behalf are expressly qualified in their entirety by the applicable cautionary
statements.
Reef, as
managing general partner, initially received a 10% interest in the Partnership
as compensation for forming the Partnership, and also received a 1% interest in
the Partnership as a result of paying 1% of all leasehold, drilling and
completion costs. This 11% interest was not represented by Partnership units. In
addition, Reef purchased 5.01% of the Partnership units and, therefore, held
5.01% of the 89% interest in the Partnership (4.46%) held by the unit holders.
Effective August 1, 2006, Reef reduced the interest it received as compensation
for forming the Partnership from 10% to 5%, and effective November 1, 2006 it
reduced this interest from 5% to 0%. Therefore, effective November 1, 2006, Reef
holds a 1% interest in the Partnership as a result of paying 1% of all
leasehold, drilling and completion costs. This 1% interest is not represented by
Partnership units. Effective November 1, 2006 Reef holds 5.01% of the 99%
interest in the Partnership (4.96%) held by the unit holders.
Overview
Reef
Global Energy IV, L.P. is a Nevada limited partnership formed to acquire,
explore, develop, and produce crude oil, natural gas, and natural gas liquids
for the benefit of its investor partners. The Partnership’s primary purposes are
to generate revenues from the production of crude oil and natural gas,
distribute cash flow to investors, and provide tax benefits to
investors.
The
Partnership purchased working interests in eight developmental prospects and
participated in the drilling of eight developmental wells on those prospects.
The Partnership also purchased working interests in five exploratory prospects
and participated in the drilling of five exploratory wells on those
prospects. The Partnership also purchased a royalty interest in a field in
Louisiana with three productive wells, one of which is still producing as of the
date of this report. Drilling operations on these thirteen prospects were
completed during February 2006. Six developmental wells were successful, of
which one is still productive, and two developmental wells were unsuccessful.
One exploratory well was successful and is still productive, and four
exploratory wells were unsuccessful. In this Quarterly Report, we use the term
“successful” to refer to wells that are drilled, tested, and either capable of
or actually producing in commercial quantities. We use the term “unsuccessful”
to refer to wells that do not meet one or more of these criteria. Since its
inception, the Partnership has incurred $8,087,799 of property impairment
associated with wells drilled during the drilling phase of operations, and cash
flows from successful wells have not been sufficient to provide significant
returns to investor partners.
In August
2006, the managing general partner agreed to pay 100% of the costs for a working
interest in a developmental well located in Terrebonne Parish, Louisiana. The
well completed drilling operations in May 2007 and was unsuccessful; however,
after reviewing the well logs and other geologic data, the wellbore was
re-entered during the fourth quarter of 2007 and successfully sidetracked.
Drilling operations were finished during February 2008, and the well began
producing in commercial quantities on May 2, 2008. Reef paid 100% of the costs
associated with the drilling of the unsuccessful well and the subsequent
drilling of the successful sidetrack of this well. The depreciation and
depletion associated with this well is allocated 100% to the managing general
partner, which has resulted in the managing general partner having a
disproportionate net loss per unit as shown on the condensed statements of
operations.
8
The
Partnership has no plans for additional drilling activities. The Partnership
does not operate in any other business segment, and operates solely in the
United States. Note 1 to the audited financial statements included in the
Partnership’s Annual Report included a section regarding the ability of the
Partnership to continue as a going concern, due to recurring losses from
operations. The managing general partner continues to consider several options
for the Partnership, including the possible sale of marketable
assets.
Critical
Accounting Policies
There
have been no changes from the Critical Accounting Policies described in the
Annual Report.
Liquidity
and Capital Resources
The
Partnership was funded with initial capital contributions totaling $9,924,916.
Reef purchased 25.028 limited partner units, or 5.01% of the total units sold,
for $425,475. Investor partners purchased 125.000 units of general partner
interest and 349.972 units of limited partner interest for $9,499,441. The
Partnership held $68,585 of interest income earned during 2004 and 2005 for use
in drilling operations. Reef also contributed $273,440 in connection with its
obligation to pay 1% of all leasehold, drilling, and completion costs, and to
reimburse the Partnership for 100% of the drilling and sidetracking costs of a
well in Louisiana for which Reef paid 100% of the costs. Organization and
offering costs totaled $1,424,916, leaving capital contributions of $8,842,025
available for Partnership activities. The Partnership expended $8,640,194 on the
drilling of fourteen wells (including the well for which Reef paid 100% of
costs) and the purchase of the royalty interest described above, and $112,843 on
general and administrative expenses during its initial drilling and completion
phase of operations. The Partnership has expended $178,020 subsequent to its
initial drilling and completion phase of operations on workovers and other
capital items. Expenditures in excess of available Partnership capital have been
recovered from the cash flow from successful wells by reducing Partnership
distributions. The Partnership does not operate in any other industry segment,
and operates solely in the United States.
The
Partnership’s drilling program is complete, and, as a result, no new wells began
production operations during this quarter. No Partnership wells ceased
production during the quarter. The Partnership currently has interests in four
productive wells.
The
Partnership has working capital of $35,675 at June 30, 2010. Subsequent to
expending the initial available partner capital contributions on prospect and
property acquisitions and drilling and completion costs of partnership wells,
the Partnership has minimal working capital, consisting primarily of cash flow
from productive properties utilized to pay cash distributions to
investors.
During
2009, the Partnership had a net loss and negative cash flow, primarily due to
the significant decrease in crude oil and natural gas prices during the first
quarter of 2009. The ability of the Partnership to generate positive cash
flows during 2010 will primarily depend upon crude oil and natural gas
pricing. The Partnership generated a net loss for the three and six month
periods ended June 30, 2010, however, it had positive cash flows during these
same periods. The managing general partner is considering several options
related to the Partnership, including the possible sale of marketable assets and
dissolution of the Partnership, as a result of the recurring losses incurred
over the past several years, the erosion of Partnership equity, and the lack of
significant cash flows from operations.
Results
of Operations
The
following is a comparative discussion of the results of operations for the
periods indicated. It should be read in conjunction with the condensed financial
statements and the related notes to the condensed financial statements included
in this Quarterly Report.
9
The
following table provides information about sales volumes and crude oil and
natural gas prices for the periods indicated. Equivalent barrels of oil (“EBO”)
are computed by converting 6 Mcf of natural gas to 1 barrel of oil.
|
For the three months
ended June 30,
|
For the six months
ended June 30,
|
|||||||||||||||
|
2010
|
2009
|
2010
|
2009
|
|||||||||||||
|
Sales
volumes:
|
||||||||||||||||
|
Oil
(Barrels)
|
467 | 472 | 931 | 905 | ||||||||||||
|
Natural
gas (Mcf)
|
4,401 | 4,053 | 8,134 | 7,206 | ||||||||||||
|
Average
sales prices received:
|
||||||||||||||||
|
Oil
(Barrels)
|
$ | 70.55 | $ | 48.99 | $ | 70.56 | $ | 42.33 | ||||||||
|
Natural
gas (Mcf)
|
$ | 4.76 | $ | 3.54 | $ | 5.39 | $ | 4.30 | ||||||||
The
Partnership had interests in four productive wells as of June 30, 2010, and five
productive wells as of June 30, 2009. The Partnership had interests in two wells
during the three months ended June 30, 2009 that accounted for 94.7% of the
total sales volume for that quarter. During the three months ended June 30,
2010, sales volumes from these two wells increased by approximately 9.3% on an
equivalent barrel of oil basis from 2009 levels, and these wells account for
99.9% of total sales volumes for the three months ended June 30, 2010. The
increase in sales volumes was primarily related to the Partnership’s
non-operated Gumbo II well, which did not produce at full production rates
during April 2009 due to issues with the oil pipeline, but did produce at full
production rates during the second quarter of 2010.
In
January 2009, the SEC adopted a new rule related to modernizing reserve
calculation and disclosure requirements for oil and gas companies, which became
effective prospectively for annual reporting periods ending on or after December
31, 2009. In addition to expanding the definition and disclosure
requirements for crude oil and natural gas reserves, the new rule changes the
requirements for determining quantities of crude oil and natural gas reserves.
The new rule requires disclosure of crude oil and natural gas proved reserves by
significant geographic area, using the un-weighted arithmetic average of the
first-day-of-the-month commodity prices over the preceding 12-month period,
rather than end-of-period prices, and allows the use of reliable technologies to
estimate proved crude oil and natural gas reserves if those technologies have
been demonstrated to result in reliable conclusions about reserves volumes.
Reserve and related information for June 30, 2010 is presented consistent with
the requirements of the new rule. The new rule does not allow prior-year reserve
information to be restated, so all information related to June 30, 2009 is
presented consistent with prior SEC rules for the estimation of proved reserves.
The effect of applying the new definition of reliable technology and other
non-price related aspects of the updated rules did not significantly impact 2010
net proved reserve volumes. All of the Partnership’s reserves are located
in the United States.
The
estimated net proved crude oil and natural gas reserves as of June 30, 2010 and
2009 are summarized below. The quantities of proved crude oil and natural gas
reserves discussed in this section include only the amounts which the
Partnership reasonably expects to recover in the future from known oil and gas
reservoirs under the current economic and operating conditions. Proved reserves
include only quantities that the Partnership expects to recover commercially
using current prices, costs, existing regulatory practices, and technology.
Therefore, any changes in future prices, costs, regulations, technology or other
unforeseen factors could materially increase or decrease the proved reserve
estimates.
|
Net proved reserves
|
Oil (Bbl)
|
Gas (Mcf)
|
||
|
June
30, 2010
|
4,019
|
57,201
|
||
|
June
30, 2009
|
|
4,973
|
|
70,969
|
Three
months ended June 30, 2010 compared to the three months ended June 30,
2009
The
Partnership has a net loss of $9,809 for the three month period ended June 30,
2010, compared to net loss of $35,473 for the three month period ended June 30,
2009.
The
Partnership incurred no property impairment expense during the three month
period ended June 30, 2010 or the three month period ended June 30, 2009.
Depletion expense decreased from $12,245 for the three month period ended June
30, 2009 to $8,153 for the three month period ended June 30, 2010, primarily as
a result of the 2009 property impairment of $52,189, which reduced the 2010
basis of proved property.
10
The
Partnership had interests in four productive wells during the three month period
ended June 30, 2010, and five productive wells during the three month period
ended June 30, 2009. In particular, the Partnership had interest in two
productive wells during the three month period ended June 30, 2009 that
accounted for 94.7% of the total sales volume. During the three month period
ended June 30, 2010, sales volumes from these two wells increased by
approximately 9.3% on an equivalent barrel of oil basis from 2009 levels. This
increase in sales volumes was primarily related to the Partnership’s
non-operated Gumbo II well. This well did not produce at full production rates
during April 2009 due to issues with the oil pipeline, but did produce at full
production rates during the second quarter of 2010. Also, the operator has
produced the Gumbo II well at a higher average production rate in 2010 as
compared to 2009. In addition, sales prices for crude oil rose by 44.0%,
to an average price of $70.55 for the three month period ended June 30, 2010.
Gas prices rose by 34.5%, to an average price of $4.76 per Mcf, compared to an
average price of $3.54 received for the three month period ended June 30, 2009.
As a result, total sales revenues increased by 43.8%.
Lease
operating expenses decreased from $14,143 during the three month period ended
June 30, 2009 to $5,310 during the three month period ended June 30, 2010,
primarily due to the sale of the Thomas H Miller #1 well in March 2010. Ad
valorem taxes decreased during the comparable periods due to the JM Watson #1
well, which was plugged and abandoned at the end of 2009. In addition,
production taxes decreased during the three month period ended June 30, 2010
compared to the three month period ended June 30, 2009 due to an approximate
$10,400 adjustment received from the operator of the Gumbo II well. The operator
refunded prior production tax payments because the well obtained a severance tax
exemption from the state of Louisiana for the period from inception through
February 2010.
General
and administrative costs increased from $43,087 incurred during the three month
period ended June 30, 2009 to $56,058 incurred during the three month period
ended June 30, 2010, primarily due to the timing of professional fees. The
administrative overhead charge to the Partnership for the three month period
ended June 30, 2010 totaled $5,226, an increase from the $4,946 charge for the
three month period ended June 30, 2009.
Six
months ended June 30, 2010 compared to the six months ended June 30,
2009
The
Partnership has net loss of $9,165 for the six month period ended June 30, 2010,
compared to a net loss of $68,426 for the six month period ended June 30,
2009.
The
Partnership incurred no property impairment expense during the six month period
ended June 30, 2010, and $5,511 for the six month period ended June 30, 2009.
Depletion expense decreased from $25,471 for the first six months of 2009 to
$16,111 for the first six months of 2010, primarily as a result of the 2009
property impairment of $52,189, which reduced the 2010 basis of proved
property.
The
Partnership had four productive wells during the first six months of 2010, and
five productive wells during the first six months of 2009. In particular, the
Partnership had two wells during the first six months of 2009 that accounted for
96.4% of the total sales volume. During the first six months of 2010, sales
volumes from these wells increased by approximately 23.4% on an equivalent
barrel of oil basis from 2009 levels. This increase in sales volumes was
primarily related to the Partnership’s non-operated Gumbo II well, which did not
produce at full production rates during April 2009 due to issues with the oil
pipeline, but did produce at full production rates during the second quarter of
2010. Also, the operator has produced the Gumbo II well at a higher average rate
in 2010 as compared to 2009. In addition, sales prices for crude oil rose
by 66.7%, to an average price of $70.56 for the first six months of 2010. Gas
prices rose by 25.3%, to an average price of $5.39 per Mcf, compared to an
average price of $4.30 received for the first six months of 2009. As a result,
total sales revenues increased by 58.0% for the first six months of
2010.
Lease
operating expenses decreased from $34,195 during the first six months of 2009 to
$20,899 during the first six months of 2010, primarily due to on the sale of the
Thomas H Miller #1 well in March 2010. In addition, production taxes
decreased during the six month period ended June 30, 2010 compared to the six
month period ended June 30, 2009 due to an approximate $10,400 adjustment
received from the operator of the Gumbo II well. The operator refunded prior
production tax payments because the well obtained a severance tax exemption from
the state of Louisiana for the period from inception through February
2010.
11
General
and administrative costs increased from $65,642 incurred during the first two
quarters of 2009 to $85,878 incurred during the first two quarters of 2010,
primarily due to the timing of professional fees. The administrative
overhead charge to the Partnership for the six months ended June 30, 2010
decreased from $10,740 in the six months ended June 30, 2009 to
$10,642.
Item 3. Quantitative and Qualitative
Disclosures About Market Risk.
The
Partnership is a “smaller reporting company” as defined by Rule 12b-2
promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange
Act”), and as such, is not required to provide the information required under
this item.
Item
4T. Controls and Procedures
Evaluation
of Disclosure Controls and Procedures
As the
managing general partner of the Partnership, Reef 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. The Partnership,
under the supervision and with participation of its management, including the
principal executive officer and principal financial officer, evaluated the
effectiveness of the design and operation of its “disclosure controls and
procedures” as such term is defined in Rule 13a-15(e) promulgated under the
Exchange Act, as of the end of the period covered by this Quarterly Report.
Based on that evaluation, the principal executive officer and principal
financial officer have concluded that the Partnership’s disclosure controls and
procedures are effective to ensure that information required to be disclosed by
the Partnership in reports that it files or submits under the Exchange Act is
recorded, processed, summarized, and reported within the time periods specified
in SEC rules and forms, and includes controls and procedures designed to ensure
that information required to be disclosed by us in such reports is accumulated
and communicated to our management, including the principal executive officer
and principal financial officer, as appropriate to allow timely decisions
regarding financial disclosure.
Changes
in Internal Controls
There
have not been any changes in the Partnership’s internal controls over financial
reporting during the fiscal quarter ended June 30, 2010 that have materially
affected, or are reasonably likely to materially affect, the Partnership’s
internal control over financial reporting.
PART
II – OTHER INFORMATION
Item
1. Legal Proceedings
None.
Item
1A. Risk Factors
There
were no material changes in the Risk Factors applicable to the Partnership as
set forth in the Annual Report.
Item
2. Unregistered Sales of Equity Securities and Use of
Proceeds
None.
Item
3. Default Upon Senior Securities
None.
12
Item
4. (Removed and Reserved)
Item
5. Other Information
None.
Item
6. Exhibits
|
Exhibits
|
||
|
31.1
|
Certification
of Principal Executive Officer pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002.
|
|
|
31.2
|
Certification
of Principal Financial Officer pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002.
|
|
|
32.1
|
Certification
of the Principal Executive Officer pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002.
|
|
|
32.2
|
Certification
of the Principal Financial Officer pursuant to Section 906 of the
Sarbanes-Oxley Act of
2002.
|
13
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.
|
REEF
GLOBAL ENERGY IV, L.P.
|
||
|
By:
|
Reef
Oil & Gas Partners, L.P.
|
|
|
Managing
General Partner
|
||
|
By:
|
Reef
Oil & Gas Partners, GP, LLC,
|
|
|
its
general partner
|
||
|
Dated:
August 13, 2010
|
By:
|
/s/
Michael J. Mauceli
|
|
Michael
J. Mauceli
|
||
|
Manager
and Member
|
||
|
(Principal Executive
Officer)
|
|
Dated:
August 13, 2010
|
By:
|
/s/
Daniel C. Sibley
|
|
Daniel
C. Sibley
|
||
|
Chief
Financial Officer and General Counsel of
|
||
|
Reef
Exploration, L.P.
|
||
|
(Principal Financial and
Accounting
Officer)
|
EXHIBIT
INDEX
|
Exhibits
|
||
|
31.1
|
Certification
of Principal Executive Officer pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002.
|
|
|
31.2
|
Certification
of Principal Financial Officer pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002.
|
|
|
32.1
|
Certification
of the Principal Executive Officer pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002.
|
|
|
32.2
|
|
Certification
of the Principal Financial Officer pursuant to Section 906 of the
Sarbanes-Oxley Act of
2002.
|