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EX-32.1 - CERTIFICATION OF CHIEF EXECUTIVE OFFICER - MEWBOURNE ENERGY PARTNERS 02-A LPex-32_1.htm
EX-32.2 - CERTIFICATION OF CHIEF FINANCIAL OFFICER - MEWBOURNE ENERGY PARTNERS 02-A LPex-32_2.htm
EX-32.2 - CERTIFICATION OF CHIEF FINANCIAL OFFICER - MEWBOURNE ENERGY PARTNERS 02-A LPex-31_2.htm
EXCEL - IDEA: XBRL DOCUMENT - MEWBOURNE ENERGY PARTNERS 02-A LPFinancial_Report.xls
EX-31.1 - CERTIFICATION OF CHIEF EXECUTIVE OFFICER - MEWBOURNE ENERGY PARTNERS 02-A LPex-31_1.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, 2013

OR

o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from______________to_____________
 
Commission File No. 333-85994

MEWBOURNE ENERGY PARTNERS 02-A, L.P.

Delaware
 

71-0871949
(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)
   
Registrant’s Telephone Number, including area code:
(903) 561-2900
 
 
Not Applicable
(Former name, former address and former fiscal year, if changed since last report)
 
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 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. Yes x No o

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 x No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company in Rule 12b-2 of the Exchange Act. (Check one):
 
 
Large accelerated filer
¨
 
Accelerated filer
¨
           
 
Non-accelerated filer
¨ (Do not check if smaller reporting company)
 
Smaller reporting company
x

Indicate by check mark if the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No x

 
 

 
 
MEWBOURNE ENERGY PARTNERS 02-A, L.P.
         
INDEX
         
Part 1  -  Financial Information
Page No.
         
 
Item 1.  Financial Statements
 
         
     
     
June 30, 2013  (Unaudited) and December 31, 2012
3
         
     
     
For the three months ended June 30, 2013 and 2012
 
     
  and the six months months ended June 30, 2013 and 2012
4
         
     
     
For the six months ended June 30, 2013
5
         
     
     
For the six months ended June 30, 2013 and 2012
6
         
   
7
         
 
9
         
 
12
         
 
12
         
Part II  -  Other Information
 
         
 
13
         
 
13
 
 
 
2

 
 

MEWBOURNE ENERGY PARTNERS 02-A, L.P.
           
Part I - Financial Information
     
           
Item 1. Financial Statements
     
CONDENSED BALANCE SHEETS
   
June 30, 2013
   
December 31, 2012
 
   
(Unaudited)
       
ASSETS
           
             
Cash
  $ 644     $ 448  
Accounts receivable, affiliate
    116,009       130,161  
Prepaid state taxes
    4,073       2,481  
Total current assets
    120,726       133,090  
                 
Oil and gas properties at cost, full-cost method
    17,300,908       17,302,828  
Less accumulated depreciation, depletion,
               
amortization and impairment
    (14,951,736 )     (14,881,637 )
      2,349,172       2,421,191  
                 
Total assets
  $ 2,469,898     $ 2,554,281  
                 
                 
LIABILITIES AND PARTNERS' CAPITAL
               
                 
Accounts payable, affiliate
  $ 55,089     $ 80,481  
Total current liabilities
    55,089       80,481  
                 
Asset retirement obligation
    542,433       534,496  
                 
Partners' capital
    1,872,376       1,939,304  
                 
Total liabilities and partners' capital
  $ 2,469,898     $ 2,554,281  
 
The accompanying notes are an integral part of the financial statements.
 
3

 
MEWBOURNE ENERGY PARTNERS 02-A, L.P.
       
(Unaudited)

   
For the
   
For the
 
   
Three Months Ended
   
Six Months Ended
 
   
June 30,
   
June 30,
 
   
2013
   
2012
   
2013
   
2012
 
Revenues:
                       
Oil sales
  $ 14,438     $ 42,349     $ 45,503     $ 83,595  
Gas sales
    180,724       129,416       341,856       275,225  
Total revenues
    195,162       171,765       387,359       358,820  
                                 
Expenses:
                               
Lease operating expense
    93,896       93,050       216,510       193,030  
Production taxes
    12,394       9,319       24,132       22,625  
Administrative and general expense
    17,791       20,002       30,964       31,347  
Depreciation, depletion, and amortization
    32,171       38,409       69,087       70,108  
Asset retirement obligation accretion
    5,475       5,280       10,984       10,560  
Total expenses
    161,727       166,060       351,677       327,670  
                                 
Net income
  $ 33,435     $ 5,705     $ 35,682     $ 31,150  
                                 
Basic and diluted net income per
                               
partner interest
                               
(16,072 interests outstanding)
  $ 2.08     $ 0.35     $ 2.22     $ 1.94  
 
The accompanying notes are an integral part of the financial statements.
 
4

 


MEWBOURNE ENERGY PARTNERS 02-A, L.P.
     
CONDENSED STATEMENT OF CHANGES IN PARTNERS' CAPITAL
For the six months ended June 30, 2013
(Unaudited)
   
Partners' Capital
 
       
Balance at December 31, 2012
  $ 1,939,304  
         
Cash distributions
    (102,610 )
         
Net income
    35,682  
         
Balance at June 30, 2013
  $ 1,872,376  
 
The accompanying notes are an integral part of the financial statements.
 
5

 
MEWBOURNE ENERGY PARTNERS 02-A, L.P.
               
(Unaudited)

   
Six Months Ended
 
   
June 30,
 
   
2013
   
2012
 
Cash flows from operating activities:
           
Net income
  $ 35,682     $ 31,150  
Adjustments to reconcile net income to net cash
               
provided by operating activities:
               
Depreciation, depletion, and amortization
    69,087       70,108  
Asset retirement obligation accretion
    10,984       10,560  
Changes in operating assets and liabilities:
               
Accounts receivable, affiliate
    14,152       38,639  
Prepaid state taxes
    (1,592 )     3,582  
Accounts payable, affiliate
    (25,392 )     22,058  
Net cash provided by operating activities
    102,921       176,097  
                 
Cash flows from investing activities:
               
Purchase and development of oil and gas properties
    (115 )     (2,120 )
Net cash used in investing activities
    (115 )     (2,120 )
                 
Cash flows from financing activities:
               
Cash distributions to partners
    (102,610 )     (175,117 )
Net cash used in financing activities
    (102,610 )     (175,117 )
                 
Net increase (decrease) in cash
    196       (1,140 )
Cash, beginning of period
    448       1,594  
                 
Cash, end of period
  $ 644     $ 454  
                 
Supplemental Cash Flow Information:
               
Non-cash changes to net oil & gas properties related to
               
asset retirement obligation liabilities
  $ (3,047 )   $ -  

The accompanying notes are an integral part of the financial statements.

 
 
6

 

MEWBOURNE ENERGY PARTNERS 02-A, L.P.

NOTES TO CONDENSED FINANCIAL STATEMENTS
(Unaudited)

1.           Description of Business

Mewbourne Energy Partners 02-A, L.P. (the “Registrant” or 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 27, 2002.  The offering of limited and general partnership interests began June 26, 2002 as a part of an offering registered under the name Mewbourne Energy Partners 02-03 Drilling Program, (the “Program”), and concluded October 10, 2002, with total investor contributions of $16,072,000 originally being sold to 647 subscribers of which $14,667,000 were sold to 597 subscribers as general partner interests and $1,405,000 were sold to 50 subscribers as limited partner interests.  During 2004, all general partner equity interests were converted to limited partner equity interests. In accordance with the laws of the State of Delaware, Mewbourne Development Corporation (“MD”), a Delaware Corporation, has been appointed as the Partnership’s managing general partner. MD has no significant equity interest in the Partnership.

2.           Summary of Significant Accounting Policies

Reference is hereby made to the Registrant’s Annual Report on Form 10-K for 2012, 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.

3.           Accounting for Oil and Gas Producing Activities

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 June 30, 2013 and 2012, 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. There were no cost ceiling write-downs for the six months ended June 30, 2013 or 2012.



 
7

 

 4.           Asset Retirement Obligations

The Partnership has recognized an estimated asset retirement obligation liability (ARO) for future plugging and abandonment costs. A liability for the estimated fair value of the future plugging and abandonment costs is recorded with a corresponding increase in the full cost pool at the time a new well is drilled.  Depreciation expense associated with estimated plugging and abandonment costs is recognized in accordance with the full cost methodology.

The Partnership estimates a liability for plugging and abandonment costs 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 Partnership’s liability for well plugging and abandonment costs for the six months ended June 30, 2013 and the year ended December 31, 2012 is as follows:

   
June 30,
   
December 31,
 
   
2013
   
2012
 
Balance, beginning of period
  $ 534,496     $ 513,376  
Liabilities incurred
    1        
Liabilities reduced due to revisions
    (3,048 )      
Accretion expense
    10,984       21,120  
Balance, end of period
  $ 542,433     $ 534,496  

 
5.           Related Party Transactions

In accordance with the laws of the State of Delaware, Mewbourne Development Corporation (“MD”), a Delaware Corporation, has been appointed as the Partnership’s managing general partner. MD has no significant equity interest in the Partnership. 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 owners of the well for 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, some of which will be included in the full cost pool pursuant to Rule 4-10(c)(2) of Regulation S-X. Services and operator charges are billed in accordance with the program and partnership agreements.

In accordance with the Partnership agreement, during any particular calendar year the total amount of administrative expenses allocated to the Partnership by MOC shall not exceed the greater of (a) 3.5% of the Partnership’s 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.

 
8

 

The Partnership participates in oil and gas activities through the Program. The Partnership and MD are the parties to the Program, and the costs and revenues are allocated between them 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)  
Pursuant to the Program, MD must contribute 100% of organization and offering costs and lease acquisition costs which should approximate 30% of total capital costs. To the extent that organization and offering costs and lease acquisition costs are less than 30% of total capital costs, MD is responsible for tangible drilling costs until its share of the Program’s total capital costs reaches approximately 30%. The Partnership’s financial statements reflect its respective proportionate interest in the Program.
 
Item 2.           Management’s Discussion and Analysis of Financial Condition and Results of Operations

Liquidity and Capital Resources

Mewbourne Energy Partners 02-A, L.P. was formed February 27, 2002. The offering of limited and general partnership interests began June 26, 2002 and concluded October 10, 2002, with total investor contributions of $16,072,000. During 2004, all general partner equity interests were converted to limited partner equity interests.

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 $65,637 at June 30, 2013.

During the six months ended June 30, 2013, the Partnership made cash distributions to the investor partners in the amount of $102,610 as compared to $175,117 for the six months ended June 30, 2012.  The Partnership expects that cash distributions will continue during 2013 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 Partnership’s control.  These factors include the price of crude oil and natural gas, the fluctuating supply of and demand for these products, competitive fuels, refining, transportation, extensive federal and state regulations governing the production and sale of crude oil and natural gas, and other competitive conditions.  It is impossible to predict with any certainty the future effect of these factors on the Partnership.

 
9

 

Results of Operations

For the three months ended June 30, 2013 as compared to the three months ended June 30, 2012:
 
   
Three Months Ended June 30,
 
   
2013
   
2012
 
Oil sales
  $ 14,438     $ 42,349  
Barrels produced
    157       483  
Average price/bbl
  $ 91.96     $ 87.68  
                 
Gas sales
  $ 180,724     $ 129,416  
Mcf produced
    44,940       50,885  
Average price/mcf
  $ 4.02     $ 2.54  
 
Oil and gas revenues.  As shown in the above table, total oil and gas sales increased by $23,397, a 13.6% rise, for the three months ended June 30, 2013 as compared to the three months ended June 30, 2012.

Of this increase, $2,069 and $75,216 were due to a rise in the average prices of oil and gas sold, respectively. The average price increased to $91.96 from $87.68 per barrel (bbl) and to $4.02 from $2.54 per thousand cubic feet (mcf) for the three months ended June 30, 2013 as compared to the three months ended June 30, 2012.

Partially offsetting this increase in revenue were declines of $29,980 and $23,908 due to decreases in the volumes of oil and gas sold, respectively. The volumes sold decreased by 326 barrels (bbls) and 5,945 mcf for the three months ended June 30, 2013 as compared to the three months ended June 30, 2012.

Production taxes.  Production taxes during the three month period ended June 30, 2013 increased to $12,394 from $9,319 for the three month period ended June 30, 2012 due to increased oil and gas revenue.

Administrative and general expenses. Administrative and general expenses decreased to $17,791 for the three months ended June 30, 2013 from $20,002 for the three months ended June 30, 2012 due to lower general expense for reporting and legal costs.

Depreciation, depletion and amortization.  Depreciation, depletion and amortization for the three month period ended June 30, 2013 decreased to $32,171 from $38,409 for the three month period ended June 30, 2012 due to the decreased production volumes for the three month period ended June 30, 2013.

 
10

 

Results of Operations

For the six months ended June 30, 2013 as compared to the six months ended June 30, 2012:
 
   
Six Months Ended June 30,
 
   
2013
   
2012
 
Oil sales
  $ 45,503     $ 83,595  
Barrels produced
    537       903  
Average price/bbl
  $ 84.74     $ 92.57  
                 
Gas sales
  $ 341,856     $ 275,225  
Mcf produced
    91,818       100,646  
Average price/mcf
  $ 3.72     $ 2.73  
 
Oil and gas revenues.  As shown in the above table, total oil and gas sales increased by $28,539, an 8.0% rise, for the six months ended June 30, 2013 as compared to the six months ended June 30, 2012.

Of this increase, $99,499 was due to an increase in the average price of gas sold. The average price rose to $3.72 from $2.73 per thousand cubic feet (mcf) for the six months ended June 30, 2013 as compared to the six months ended June 30, 2012.

This increase was partially offset by decreases of $31,013 and $32,868 in the volume of oil and gas sold, respectively. The volume fell by 366 bbls and 8,828 mcf in the three months ended June 30, 2013 as compared to the three months ended June 30, 2012.

Also partially offsetting the rise in sales was $7,079 due to a decrease in the average price of oil sold.  The average price of oil fell to $84.74 from $92.57 for the six months ended June 30, 2013 as compared to the six months ended June 30, 2012.

Lease operations.  Lease operating expense during the six month period ended June 30, 2013 rose to $216,510 from $193,030 for the six month period ended June 30, 2012 due to more well repairs and workovers.

Production taxes.  Production taxes during the six month period ended June 30, 2013 increased to $24,132 from $22,625 for the six month period ended June 30, 2012 due to higher overall oil and gas revenue.

Administrative and general expenses. Administrative and general expenses fell to $30,964 for the six months ended June 30, 2013 from $31,347 for the six months ended June 30, 2012 due to decreased administrative expenses allocable to the Partnership.

Depreciation, depletion and amortization.  Depreciation, depletion and amortization for the six month period ended June 30, 2013 decreased to $69,087 from $70,108 for the six month period ended June 30, 2012 due to the decreased production volumes for the six month period ended June 30, 2013.

 
11

 

Item 3.            Quantitative and Qualitative Disclosures about Market Risk

1.    Interest Rate Risk
 
The Partnership Agreement allows borrowings from banks or other financial sources of up to 20% of the total capital contributions to the Partnership without investor approval. Should the Partnership elect to borrow monies for additional development activity on Partnership properties, it will be subject to the interest rate risk inherent in borrowing activities. Changes in interest rates could significantly affect the Partnership’s results of operations and the amount of net cash flow available for partner distributions. Also, to the extent that changes in interest rates affect general economic conditions, the Partnership will be affected by such changes.

2.    Commodity Price Risk
 
The Partnership does not expect to engage in commodity futures trading or hedging activities or enter into derivative financial instrument transactions for trading or other speculative purposes.  The Partnership currently expects to sell a significant amount of its production from successful oil and gas wells on a month-to-month basis at market prices. Accordingly, the Partnership is at risk for the volatility in commodity prices inherent in the oil and gas industry, and the level of commodity prices will have a significant impact on the Partnership’s results of operations. For the six months ended June 30, 2013, a 10% change in the price received for oil and gas production would have had an approximate $39,000 impact on revenue.
 
3.    Exchange Rate Risk
 
The Partnership currently has no income from foreign sources or operations in foreign countries that would subject it to currency exchange rate risk. The Partnership does not currently expect to purchase any prospects located outside of either the United States or United States coastal waters in the Gulf of Mexico.

Item 4.           Disclosure Controls and Procedures

MD 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.  MD’s Chief Executive Officer and Chief Financial Officer have evaluated the effectiveness of the design and operation of its disclosure controls and procedures with the assistance and participation of other members of management.  Based upon that evaluation, MD’s Chief Executive Officer and Chief Financial Officer concluded that its disclosure controls and procedures are effective for gathering, analyzing and disclosing the information the Partnership is required to disclose in the reports it files under the Securities Exchange Act of 1934 within the time periods specified in the SEC’s rules and forms. Since MD’s December 31, 2012 annual report on internal control over financial reporting, and for the quarter ended June 30, 2013, there have been no changes in MD’s internal controls or in other factors which have materially affected, or are reasonably likely to materially affect, the internal controls over financial reporting.

 
12

 

Part II –  Other Information
 
Item 1.           Legal Proceedings

From time to time, the Registrant may be a party to certain legal actions and claims arising in the ordinary course of business. While the outcome of these events cannot be predicted with certainty, the Partnership does not expect these matters to have a material effect on its financial position or results of operations.
 
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.
         
 
 
  101
The following materials from the Partnership's Quarterly Report on Form 10-Q for the quarter ended June 30, 2013 formatted in Extensible Business Reporting Language (XBRL): (i) the Condensed Balance Sheets, (ii) the Condensed Statements of Operations, (iii) the Condensed Statements of Cash Flows, (iv) the Condensed Statement of Changes in Partners’ Capital and (v) related notes.
         
    (b) Reports on Form 8-K
        None.
 
 
13

 

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 02-A, L.P.
     
   
By:
Mewbourne Development Corporation
   
 
Managing General Partner

Date: August 14, 2013  
By:
/s/ Alan Clark
   
 
Alan Clark, Treasurer and Controller

 
14

 

INDEX TO EXHIBITS

EXHIBIT
NUMBER
DESCRIPTION
   
31.1
Certification of CEO Pursuant to Section 302 of Sarbanes-Oxley Act of 2002.
   
31.2
   
32.1
   
32.2
   
101
The following materials from the Partnership's Quarterly Report on Form 10-Q for the quarter ended June 30, 2013 formatted in Extensible Business Reporting Language (XBRL): (i) the Condensed Balance Sheets, (ii) the Condensed Statements of Operations, (iii) the Condensed Statements of Cash Flows, (iv) the Condensed Statement of Changes in Partners’ Capital and (v) related notes.
   
 
15