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8-K - GATEWAY ENERGY CORP/NEform8-k1qfinancialresults.htm

 

 

NEWS RELEASE

 

FOR IMMEDIATE RELEASE     

 

Contact:               Fred Pevow, President & CEO             

                             (713) 336-0844                                          

 

Gateway Energy Reports First Quarter 2011 Results

 

Houston – (PR Newswire) – May 16, 2011 – Gateway Energy Corporation (OTCBB: GNRG) today announced the financial results for the first quarter ended March 31, 2011. Net loss from continuing operations was $65,139, or ($0.00) per diluted share, for the first quarter 2011 compared to a net loss of $234,393, or ($0.01) per diluted share, for the first quarter 2010. Adjusted EBITDA (1) was $131,474 for the first quarter 2011 compared to $39,031 for the first quarter 2010.

 

            Fred Pevow, President and CEO of Gateway, commented “I am pleased with the quarter. We reduced general and administrative expenses, the pipelines we acquired from Laser Midstream in the fourth quarter of 2010 performed well, and we improved the profitability of the Waxahachie pipeline. We would have generated an operating profit for the quarter had our legacy gathering systems not underperformed. We are continuing to evaluate acquisitions and new build opportunities of pipelines which serve end users of natural gas in order to achieve profitability.”

 

 

First Quarter 2011 Operating Highlights

 

·         General and administrative expenses of approximately $365,742 decreased by 21% compared to the first quarter 2010.

·         Operating margin (2) contribution of approximately $159,763 from the Waxahachie pipeline system increased by 28% compared to the first quarter 2010.

·         Operating margin contribution of $55,770 for the quarter from the former Laser operations, when annualized, implies a 4.9x multiple based on the $1.1 million purchase price paid for the Laser operations in the fourth quarter 2010.

 

 

 

 


 

 

Selected Financial Data:

 

            The following table summarizes selected financial results for the reporting periods:

 

 

 

 

March 31, 201

 

March 31, 2010

Operating Statement Data:

 

 

 

   Revenue

$1,764,133

 

$1,958,501

   Adjusted EBITDA

131,474

 

39,031

   Net Loss

(65,139)

 

(234,393)

   Loss per Share

(0.00)

 

(0.01)

 

 

 

 

 

Results of Operations:

 

First Quarter 2011 compared to First Quarter 2010

             

 Revenues 

 

Our total revenues were $1,764,133 for the three months ended March 31, 2011, which represented a decrease of $194,368 from the $1,958,501 of total revenues we recognized for the three months ended March 31, 2010. 

 

During the three months ended March 31, 2011, revenues from sales of gas on our Waxahachie delivery system decreased by $169,659, as compared to the same period for the prior year.  This decrease primarily resulted from a 23% decline in average gas prices received, reducing revenues by $318,525.  However, a 14% increase in sales volumes at Waxahachie offset $148,866 of this decline.  The decrease in revenue due to lower gas prices from our Waxahachie system, however, was offset by reductions in the cost of purchased gas, as volumes are bought and sold pursuant to ‘back-to-back” contracts based on monthly price indices. 

 

Our transportation revenues decreased by $37,783 during the three months ended March 31, 2011, as compared to the same period of the prior year.  Revenues of $79,389 from our newly acquired Laser operations were more than offset by net decreases of $117,172 attributable to production declines on natural gas wells connected to our gathering systems.  We believe that transportation revenues will eventually increase on some of our gathering systems due to new drilling and workover activities, but doubt meaningful activities will occur during the remainder of 2011.  Revenues from reimbursable costs and other revenue was relatively flat for the three months ended March 31, 2011, compared to the three months ended March 31, 2010.

 

Adjusted EBITDA

 

Our Adjusted EBITDA was $131, 474 for the three months ended March 31, 2011, which represented an increase of $92,443, or 237%, from the $39,031 of Adjusted EBITDA we recognized for the three months ended March 31, 2010. The components of the increases in Adjusted EBITDA are discussed below under the headings Operating Margin and General and Administrative Expense


 

 

 

            Operating Margin

 

            Operating margin, which we define as revenues less the cost of purchased gas, operating and maintenance expenses and reimbursable costs generated by our pipeline systems, was $487,087 for the three months ended March 31, 2011, which represented an increase of $4,739 from the $482,348 of operating margin we recognized for the three months ended March 31, 2010. 

 

Our newly acquired operations from Laser contributed $55,770 to operating margin for the current period.  In addition, the Waxahachie system generated a quarter-to-quarter increase of $34,783 in operating margin contribution to $159,763 for the current period.  Increases in operating margin on the Waxahachie system were primarily attributable to increased sales volumes to industrial customers due to strengthening economic conditions.   The High Island Block A-389 gathering system offshore in the Gulf of Mexico generated $28,350 of operating margin during the three month period ended March 31, 2011.  The High Island A-389 system was non-operational during the same period in 2010 due to damage caused by Hurricane Ike.  The High Island A-389 system was repaired and recommenced operations in April 2010. 

 

Operating margin contribution from the Hickory Creek, Madisonville, and all gathering systems other than High Island A-389 decreased by an aggregate of $114,164 for the current period compared to the prior period.  The decreases in operating margin on these other systems were attributable to the aforementioned production declines from gas wells connected to these systems.  Sizable production declines from the wells connected to our Hickory Creek gathering system are typical of newly fractured horizontal wells located in the Barnett Shale.  However, the rate of decline from wells connected to our Hickory Creek gathering system should decrease over time.

 

            General and Administrative

 

            General and administrative expenses were $365,742 for the three months ended March 31, 2011, which represented a decrease of $96,711 from the $462,453 in such expenses we recognized for the three months ended March 31, 2010. We reduced professional fees by $22,463 and reduced investor relations costs by $25,229 for the comparable quarterly periods.  General and administrative expenses for the three months ended March 31, 2011, included approximately $21,000 of legal fees, representing our share of costs to pursue damages against the owner of a ship which damaged our High Island A-389 system.  Our customers served by this system have agreed to bear all future costs in the pursuit of legal remedies in this matter. 

 

            General and administrative expenses included provisions for non-cash, stock based compensation expense of $7,875 for the three months ended March 31, 2011 and $18,713 for the three months ended March 31, 2010, respectively. We expect general and administrative expenses to remain lower in 2011, relative to the comparable 2010 periods, as we continue to manage our overall level of fixed costs.

 

 

 


 

 

Liquidity and Capital Resources

 

As of March 31, 2011, the Company had available cash of $378,568 and borrowing availability of $2,550,000 pursuant to a $3.0 million credit facility.  As of March 31, 2011, we had deposited $250,000 with a supplier as collateral for gas purchase costs.

 

Absent significant acquisitions or development projects, the Company will continue to fund its operations and small growth opportunities through internally-generated funds and available cash and bank borrowings as needed. The Company is exploring financing alternatives to allow it to accelerate the implementation of its strategic plan, and such new capital may take several forms.  There is no guarantee that the Company will be able to obtain additional financing.

 

 

About Gateway Energy

 

 Gateway Energy Corporation owns and operates natural gas gathering, transportation and distribution systems in Texas, Texas state waters and in federal waters of the Gulf of Mexico off the Texas and Louisiana coasts. Gateway gathers offshore wellhead natural gas production and liquid hydrocarbons from producers, and then aggregates this production for processing and transportation to other pipelines. Gateway also transports gas through its onshore systems for non-affiliated shippers and through its affiliated distribution system and makes sales of natural gas to end users.

 

Safe Harbor Statement

 

Certain of the statements included in this press release, which express a belief, expectation or intention, as well as those regarding future financial performance or results (including future reductions in general and administrative expense, future increases in transportation revenues and future production from wells connected to our Hickory Creek gathering system), or which are not historical facts, are “forward-looking” statements as that term is defined in the Securities Act of 1933, as amended, and the Securities Exchange Act of 1934, as amended. The words “expect”, “plan”, “believe”, “anticipate”, “project”, “estimate”, and similar expressions are intended to identify forward-looking statements. These forward-looking statements are not guarantees of future performance or events and such statements involve a number of risks, uncertainties and assumptions, including but not limited to industry conditions, prices of crude oil and natural gas, regulatory changes, general economic conditions, interest rates, competition, and other factors. Should one or more of these risks or uncertainties materialize or should the underlying assumptions prove incorrect, actual results and outcomes may differ materially from those indicated in the forward-looking statements, which speak only as of the date hereof. The Company undertakes no obligation to republish revised forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.

                

 


 

GATEWAY ENERGY CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

 

 

 

 

 

 

 

 

March 31, 2011

 

 

December 31, 2010

 

ASSETS

 

(Unaudited)

 

 

 

 

Current Assets

 

 

 

 

 

 

     Cash and cash equivalents                                             

 

$

378,568

 

 

$

238,547

 

     Cash deposits       

 

 

250,000

 

 

 

250,000

 

     Accounts receivable trade                                                                                  

 

 

715,334

 

 

 

815,178

 

     Prepaid expenses and other assets                                                                  

 

 

206,477

 

 

 

224,606

 

           Total current assets                                                                                   

 

 

1,550,379

 

 

 

1,528,331

 

 

 

 

 

 

 

 

 

 

 Property and Equipment, at cost

 

 

 

 

 

 

 

 

     Gas distribution, transmission and gathering                         

 

 

11,315,546

 

 

 

11,310,810

 

     Office furniture and other equipment                                       

 

 

163,421

 

 

 

158,029

 

  

 

 

11,478,967

 

 

 

11,468,839

 

     Less accumulated depreciation, depletion and amortization

 

 

(3,387,580

)

 

 

(3,262,877

)

  

 

 

8,091,387

 

 

 

8,205,962

 

 

 

 

 

 

 

 

 

 

 Other Assets

 

 

 

 

 

 

 

 

     Deferred tax assets, net                                                           

 

 

2,704,167

 

 

 

2,658,204

 

     Intangible assets, net of accumulated amortization of $524,650 and    $479,373 as of March 31, 2011 and December 31, 2010, respectively

 

 

1,475,950

 

 

 

1,521,227

 

     Other                                                                                         

 

 

111,233

 

 

 

156,474

 

  

 

 

4,291,350

 

 

 

4,335,905

 

           Total assets                                                                                    

 

$

13,933,116

 

 

$

14,070,198

 

 

 

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS' EQUITY

 

 

 

 

 

 

 

 

 Current Liabilities

 

 

 

 

 

 

 

 

     Accounts payable                                                                                         

 

$

527,077

 

 

$

600,403

 

     Accrued expenses and other liabilities                                   

 

 

334,499

 

 

 

296,609

 

     Notes payable - insurance                                                     

 

 

139,645

 

 

 

159,882

 

                 

           Total current liabilities              

 

 

1,001,221

 

 

 

1,056,894

 

 

 

 

 

 

 

 

 

 

     Long term notes payable - insurance, less current maturities     

   

-

     

24,145

 

     Long term debt

 

 

2,550,000

 

 

 

2,550,000

 

           Total liabilities                                                                                   

 

 

3,551,221

 

 

 

3,631,039

 

 

 

 

 

 

 

 

 

 

 Commitments and contingencies          

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 Stockholders' Equity

 

 

 

 

 

 

 

 

Preferred stock – $1.00 par value; 10,000 shares authorized;

 

 

 

 

 

 

 

 

        no shares issued and outstanding                    

 

 

-

 

 

 

-

 

Common stock – $0.25 par value; 35,000,000 shares authorized;

 

 

 

 

 

 

 

 

        23,480,853 shares issued and outstanding  at March 31, 2011 and      December 31, 2010, respectively

 

 

5,870,213

 

 

 

5,870,213

 

Additional paid-in capital                                                                                    

 

 

17,395,621

 

 

 

17,387,746

 

Accumulated deficit                                               

 

 

(12,883,939

)

 

 

(12,818,800

)

           Total stockholders’ equity                                            

 

 

10,381,895

 

 

 

10,439,159

 

           Total liabilities and stockholders’ equity                                   

 

$

13,933,116

 

 

$

14,070,198

 

The accompanying notes are an integral part of these unaudited consolidated financial statements

 


 

 GATEWAY ENERGY CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)    

 

Three Months Ended March 31,

 

 

2011

2010

Operating revenues

 

 

 

 

Sales of natural gas

 

$

1,237,830

 

 

$

1,407,489

 

 

Transportation of natural gas and liquids

 

 

385,085

 

 

 

422,868

 

 

Reimbursable and other

 

 

141,218

 

 

 

128,144

 

 

 

 

 

1,764,133

 

 

 

1,958,501

 

 

Operating costs and expenses

 

 

 

 

 

 

 

 

 

Cost of natural gas purchased

 

 

1,062,190

 

 

 

1,264,376

 

 

Operation and maintenance

 

 

107,605

 

 

 

104,365

 

 

Reimbursable costs

   

107,251

     

107,412

   

General and administrative

 

 

365,742

 

 

 

462,453

 

 

Acquisition costs

 

 

-

 

 

 

43,453

 

 

Consent solicitation costs

 

 

-

 

 

 

98,870

 

 

Depreciation, depletion and amortization

 

 

169,979

 

 

 

197,331

 

 

     

1,812,767

     

2,278,260

   

Operating loss

 

 

(48,634

)

 

 

(319,759

)

 

 

 

 

 

 

 

 

 

 

 

Other income (expense)

 

 

 

 

 

 

 

 

 

Interest income

 

 

518

 

 

 

7,901

 

 

Interest expense

 

 

(41,170

)

 

 

(41,344

)

 

Other income (expense), net

 

 

(3,322

)

 

 

(14,569

 

             Other expense, net

 

 

(43,974

)

 

 

(48,012

)

 

 

 

 

 

 

 

 

 

 

 

Loss before income taxes

 

 

(92,608

)

 

 

(367,771

)

 

 

 

 

 

 

 

 

 

 

 

Income tax benefit

 

 

27,469

 

 

 

133,378

 

 

 

 

 

 

 

 

 

 

 

 

Net loss

 

$

(65,139

)

 

$

(234,393

)

 

 

 

 

 

 

 

 

 

 

 

Basic and diluted loss per share

 

$

                -

 

 

$

(0.01

)

 

 

 

 

 

 

 

 

 

 

 

Weighted average number of basic and diluted common shares outstanding:

 

 

 23,480,853

 

 

 

19,400,689

 

 

 

 

 

The accompanying notes are an integral part of these unaudited consolidated financial statements.

 

 

 

 

 

 

 

 

 

 

 

 

 

 


 

GATEWAY ENERGY CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited

 

 

 

 

 

 

 

 

 

Three Months Ended

March 31,

 

 

 

2011

   

2010

 

Cash flows from operating activities

 

 

 

 

 

 

Net loss                                                                                        

 

$

(65,139

)

 

$

(234,393

)

Adjustments to reconcile net loss to net cash provided by operating activities:

 

 

 

 

 

 

 

 

Depreciation, depletion and amortization

 

 

169,979

 

 

 

197,331

 

Deferred tax benefit

 

 

(27,469

)

 

 

(163,504

)

Stock based compensation expense, net of forfeitures                                           

 

 

7,875

 

 

 

18,713

 

Amortization of deferred loan costs                                                                       

 

 

5,058

 

 

 

7,091

 

Net change in operating assets and liabilities, resulting from changes in:

 

 

 

 

 

 

 

 

Accounts receivable trade                                                                                

 

 

99,844

 

 

 

249,388

 

Prepaid expenses, deposits and other assets                                                      

 

 

45,750

 

 

 

45,026

 

Accounts payable                                                                                

 

 

(73,326

)

 

 

91,443

 

Accrued expenses and other liabilities                                                             

 

 

31,959

   

 

14,460

 

Net cash provided by operating activities

 

 

194,531

   

 

225,555

 

 

 

 

 

 

 

 

 

 

Cash flows from investing activities

 

 

 

 

 

 

 

 

Capital expenditures and acquisitions                                                                    

 

 

(10,128

)

 

 

(3,737,705

)

Net cash used in investing activities                                                            

 

 

(10,128

)

 

 

(3,737,705

)

 

 

 

 

 

 

 

 

 

Cash flows from financing activities

 

 

 

 

 

 

 

 

Proceeds from borrowings                                                                                    

 

 

-

     

2,500,000

 

Payments on borrowings                                                                                    

 

 

(44,382

)

 

 

(43,996

Restricted cash for credit facility                                                                             

 

 

-

     

650,000

 

Deferred financing costs                                                                                    

 

 

-

     

(26,611

)

Net cash provided by (used in) financing activities

 

 

(44,382

)

 

 

3,079,393

 

 

 

 

 

 

 

 

 

 

Net increase (decrease) in cash and cash equivalents

 

 

140,021

     

(432,757

)

Cash and cash equivalents at beginning of period                                                       

 

 

238,547

 

 

 

2,086,787

 

Cash and cash equivalents at end of period                                                               

 

$

378,568

 

 

$

1,654,030

 

 

 

 

 

 

 

 

 

 

Supplemental disclosures of cash flow information:

 

 

 

 

 

 

 

 

Cash paid for interest                                                                                    

 

$

40,848

 

 

$

24,446

 

                 

      Cash paid for taxes                                                                               

 

$

-

 

 

$

-

 

                 

Trade note payable for insurance premiums

 

$

-

 

 

$

195,263

 

Exercise of stock options

 

$

-

 

 

$

1,432

 

 

 

 

           

 

       

 

                               

                                       


 
 

GATEWAY ENERGY CORPORATION AND SUBSIDIARIES

Non-GAAP Financial Measures

 

(1)   Adjusted EBITDA

Adjusted EBITDA is defined as pre-tax net income, plus interest expense, depreciation and amortization expenses, non-recurring gain (loss) on sale of asset and non-cash compensation expense. Adjusted EBITDA is a significant performance metric used by Company management, and by external users of the Company's financial statements, such as investors, commercial banks, research analysts and others, including our principal lender.

  

Adjusted EBITDA should not be considered an alternative to, or more meaningful than, net income, operating income, cash flows from operating activities or any other measure of financial performance presented in accordance with GAAP as measures of operating performance, liquidity or ability to service debt obligations. Adjusted EBITDA does not include interest expense, income taxes, depreciation, depletion and amortization expense, non-recurring gain (loss) on sale of assets, minority interest, accretion expense or non-cash compensation expense. Because the Company has borrowed, and intends to borrow, money to finance their operations, interest expense is a necessary element of the Company's overall costs. Because the Company uses capital assets, depreciation and amortization are also necessary elements of the Company's overall costs. Because the Company has used, and intends to use, non-cash equity awards as part of their overall compensation package for executive officers and employees, non-cash compensation expense is a necessary element of the Company's overall costs.  Therefore, any measures that exclude these elements have material limitations. To compensate for these limitations, Company management believes that it is important to consider net income determined under GAAP, as well as Adjusted EBITDA, to evaluate the Company's financial performance.

 

Management compensates for the limitations of Adjusted EBITDA as an analytical tool by reviewing the comparable GAAP measures, understanding the differences between the measures and incorporating this knowledge into management’s decision-making processes.

 

 

 

 

 

March 31, 2011

March 31, 2010

 

 

 

Net income (loss)...........................................

$        (65,139)

$     (234,393)

Interest expense.............................................

         41,170

        41,344

Income taxes (benefit).................................

          (27,469)

(133,378)

Depreciation and amortization expense...

         169,979

197,331

Acquisition expense......................................

-

43,453

Consent solicitation and severance costs

-

98,870

Non-cash stock compensation...................

         7,875

           18,713

Amortization of deferred loan

         5,058

7,091

 

 

 

Adjusted EBITDA

$       131,474

$         39,031

 

 

 

       

 
 

 

(2)   Operating Margin

 

We evaluate our operations using operating margin, which we define as revenues less cost of purchased gas, operating and maintenance expenses and reimbursable costs.  Such amounts are before general and administrative expense, depreciation, depletion and amortization expense, interest income or expense or income taxes.  Operating margin is not a GAAP measure but the components of operating margin are computed by using amounts that are determined in accordance with GAAP. A reconciliation of operating margin to net loss, which is its nearest comparable GAAP financial measure, is included in the table below.

 

 

 

 

                          Reconciliation of Operating Margin to Net Loss

 

                    

 

 

 

 

 

 

March 31, 2011

March 31, 2010

 

 

 

 

 

 

 

Net income (loss)............................................

$        (65,139)

$     (234,393)

 

 

Interest expense.............................................

           41,170

           43,344

 

 

Income taxes (benefit)..................................

(27,469)

(133,378)

 

 

Depreciation and amortization expense....

169,979

197,331

 

 

Acquisition expense.......................................

-

43,453

 

 

Consent solicitation and severance costs

-

98,870

 

 

General Administrative expense ................

         365,742

         462,453

 

 

Other expense net..........................................

2,804

4,668

 

 

 

 

 

 

 

Operating Margin

$       487,087

$       482,348