Company Quick10K Filing
Quick10K
Spindletop Oil & Gas
10-Q 2019-03-31 Quarter: 2019-03-31
10-Q 2018-09-30 Quarter: 2018-09-30
10-Q 2018-06-30 Quarter: 2018-06-30
10-Q 2018-03-31 Quarter: 2018-03-31
10-K 2017-12-31 Annual: 2017-12-31
10-Q 2017-09-30 Quarter: 2017-09-30
10-Q 2017-06-30 Quarter: 2017-06-30
10-Q 2017-03-31 Quarter: 2017-03-31
10-K 2016-12-31 Annual: 2016-12-31
10-Q 2016-09-30 Quarter: 2016-09-30
10-Q 2016-06-30 Quarter: 2016-06-30
10-Q 2016-03-31 Quarter: 2016-03-31
10-K 2015-12-31 Annual: 2015-12-31
10-Q 2015-09-30 Quarter: 2015-09-30
10-Q 2015-06-30 Quarter: 2015-06-30
10-Q 2015-03-31 Quarter: 2015-03-31
10-K 2014-12-31 Annual: 2014-12-31
10-Q 2014-09-30 Quarter: 2014-09-30
10-Q 2014-06-30 Quarter: 2014-06-30
10-Q 2014-03-31 Quarter: 2014-03-31
10-K 2013-12-31 Annual: 2013-12-31
CRS Carpenter Technology 2,350
OPK Opko Health 1,290
NBEV New Age Beverages 395
URG UR-Energy 135
CFRX Contrafect 43
HJLI Hancock Jaffe Laboratories 31
LBSR Liberty Star Uranium & Metals 0
ARST Arista Financial 0
VRCP Virtual Crypto Technologies 0
ABMT Advanced Biomedical Technologies 0
SPND 2019-03-31
Part I - Financial Information
Item 1. - Financial Statements
Item 2. - Management's Discussion and Analysis of Financial Condition And
Item 4. - Controls and Procedures
Part II - Other Information
Item 5. - Other Information
Item 6. - Exhibits
EX-31.1 exhibit_31-1.htm
EX-31.2 exhibit_31-2.htm
EX-32.1 exhibit_32.htm

Spindletop Oil & Gas Earnings 2019-03-31

SPND 10Q Quarterly Report

Balance SheetIncome StatementCash Flow

10-Q 1 sog_2019mar31-10q.htm QUARTERLY REPORT

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

FORM 10-Q

 

 

[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

 

FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2019

 

or

 

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE

SECURITIES EXCHANGE ACT OF 1934

 

Commission File No. 000-18774

 

SPINDLETOP OIL & GAS CO.

(Exact name of registrant as specified in its charter)

 

 

Texas

(State or other jurisdiction

of incorporation or organization)

 

12850 Spurling Rd., Suite 200, Dallas, Texas

(Address of principal executive offices)

75-2063001

(I.R.S. Employer Identification No.)

 

 

75230

(Zip Code)

 

(972-644-2581)

(Registrant’s telephone number, including area code)

 

 

Indicate by check mark if the registrant is a well-known seasoned issuer as defined in Rule 405 of the Securities Act. Yes [ ] No [ X ]

 

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes [ ] No [ X ]

 

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 Company 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 [ X ] 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 ]

 


 

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY

PROCEEDINGS DURING THE PRECEEDING FIVE YEARS:

 

Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yes [ ] No [ ]

 

APPLICABLE ONLY TO CORPORATE ISSUERS:

 

Indicate the number of shares outstanding of each of the issuer's classes of common, as of the latest practicable date.

 

Common Stock, $0.01 par value

(Class)

6,809,602

(Outstanding at May 15, 2019)

 

 

 

 2


 

 

 

SPINDLETOP OIL & GAS CO. AND SUBSIDIARIES
 
FORM 10-Q
For the quarter ended March 31, 2019
 
Index to Consolidated Financial Statements and Schedules
 
 
 
Part I – Financial Information: Page
         
  Item 1. – Financial Statements  
         
    Consolidated Balance Sheets  
      March 31, 2019 (Unaudited) and December 31, 2018 4 - 5
         
    Consolidated Statements of Operations (Unaudited)  
      Three Months Ended March 31, 2019 and 2018 6
         
    Consolidated Statements of Changes in Shareholder' Equity  (Unaudited) 7
      Three Months Ended March 31, 2019 and  
      Three Months Ended March 31, 2018  
         
    Consolidated Statements of Cash Flow (Unaudited)  
      Three Months Ended March 31, 2019 and 2018 8
         
    Notes to Consolidated Financial Statements 9
         
  Item 2. – Management’s Discussion and Analysis of Financial  
      Condition and Results of Operations 9
         
  Item 4. – Controls and Procedures 13
         
Part II – Other Information:  
         
  Item 5. – Other Information 14
         
  Item 6. – Exhibits 15
         

 

 3


 

Part I - Financial Information

 

Item 1. - Financial Statements

 

 

 

SPINDLETOP OIL & GAS CO. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
 
     March 31,      December 31,  
    2019    2018 
     (Unaudited)       
ASSETS          
           
Current Assets          
Cash and cash equivalents  $14,465,000   $14,036,000 
Restricted cash   363,000    363,000 
Accounts receivable   2,627,000    2,615,000 
Income tax receivable   231,000    235,000 
Total Current Assets   17,686,000    17,249,000 
           
Property and Equipment - at cost          
Oil and gas properties (full cost method)   27,901,000    27,892,000 
Rental equipment   412,000    412,000 
Gas gathering system   115,000    115,000 
Other property and equipment   296,000    296,000 
    28,724,000    28,715,000 
Accumulated depreciation and amortization   (25,366,000)   (25,256,000)
Total Property and Equipment   3,358,000    3,459,000 
           
Real Estate Property - at cost          
Land   688,000    688,000 
Commercial office building   1,580,000    1,580,000 
Accumulated depreciation   (956,000)   (945,000)
Total Real Estate Property   1,312,000    1,323,000 
           
Other Assets          
Other long-term investments   2,358,000    2,358,000 
Other   9,000    9,000 
Total Other Assets   2,367,000    2,367,000 
Total Assets  $24,723,000   $24,398,000 
           
           
           
The accompanying notes are an integral part of these statements.

 

 

 4


 

 

 

 

 

SPINDLETOP OIL & GAS Co. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
 
     March 31,      December 31,  
    2019    2018 
     (Unaudited)       
LIABILITIES AND SHAREHOLDERS' EQUITY          
           
Current Liabilities          
Accounts payable and accrued liabilities  $6,196,000   $5,857,000 
Total Current Liabilities   6,196,000    5,857,000 
           
Noncurrent Liabilities          
Asset retirement obligation   1,360,000    1,324,000 
Total Noncurrent Liabilities   1,360,000    1,324,000 
           
Deferred Income Tax Payable   15,000    86,000 
           
Total Liabilities   7,571,000    7,267,000 
           
Shareholders' Equity          
Common stock, $.01 par value, 100,000,000 shares authorized; 7,677,471 shares issued and 6,809,602 shares outstanding at March 31, 2019 and at December 31, 2018.   77,000    77,000 
Additional paid-in capital   943,000    943,000 
Treasury stock, at cost   (1,806,000)   (1,806,000)
Retained earnings   17,938,000    17,917,000 
Total Shareholders' Equity   17,152,000    17,131,000 
Total Liabilities and Shareholders' Equity  $24,723,000   $24,398,000 
           
           
           
           
           
           
The accompanying notes are an integral part of these statements.

 

 

 

 5


 

  

 

 

SPINDLETOP OIL & GAS CO. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
 
   Three Months Ended ,
   March 31 ,  March 31 ,
   2019  2018
Revenues      
Oil and gas revenues  $1,165,000   $1,406,000 
Revenue from lease operations   55,000    70,000 
Gas gathering, compression, equipment rental   33,000    36,000 
Real estate rental income   60,000    57,000 
Interest Income   71,000    49,000 
Other   11,000    13,000 
Total Revenues   1,395,000    1,631,000 
           
Expenses          
Lease operations   328,000    361,000 
Production taxes, gathering and marketing   194,000    201,000 
Pipeline and rental operations   3,000    14,000 
Real estate operations   39,000    30,000 
Depreciation and  amortization   122,000    131,000 
ARO accretion expense   47,000    9,000 
General and administrative   708,000    635,000 
Total Expenses   1,441,000    1,381,000 
Income (Loss) Before Income Tax   (46,000)   250,000 
           
Current income tax provision   4,000    66,000 
Deferred income tax (benefit)   (71,000)   (121,000)
Total income tax (benefit)   (67,000)   (55,000)
Net Income  $21,000   $305,000 
           
Earnings per Share of Common Stock          
Basic and Diluted  $—     $0.04 
           
Weighted Average Shares Outstanding          
Basic and Diluted   6,809,602    6,936,269 
           
The accompanying notes are an integral part of these statements.

 

 

 6


 

 

 

 

SPINDLETOP OIL & GAS CO. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDER'S EQUITY
For the Three Months Ended March 31, 2019 and March 31, 2018
(Unaudited)
 
 
    Common
Stock
Shares
    Common
Stock
Amount
    Additional
Paid-In
Capital
    Treasury
Stock
Shares
    Treasury
Stock
Amount
    Retained
Earnings
 
Balance December 31, 2018   7,677,471   $77,000   $943,000    867,869   ($1,806,000)  $17,917,000 
                               
Net Income   —      —      —      —      —      21,000 
Balance March 31, 2019   7,677,471   $77,000   $943,000    867,869   ($1,806,000)  $17,938,000 
                               
                               
                               
    Common
Stock
Shares
    Common
Stock
Amount
    Additional
Paid-In
Capital
    Treasury
Stock
Shares
    Treasury
Stock
Amount
    Retained
Earnings
 
Balance December 31, 2017   7,677,471   $77,000   $943,000    741,202   ($1,536,000)  $17,653,000 
                               
Net Income   —      —      —      —      —      305,000 
Balance March 31, 2018   7,677,471   $77,000   $943,000    741,202   ($1,536,000)  $17,958,000 
                               
                               
                               
The accompanying notes are an integral part of these statements.

 

 

 

 

 

 7


 

 

SPINDLETOP OIL & GAS CO. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
 
   Three Months Ended
   March 31,  March 31,
   2019  2018
Cash Flows from Operating Activities          
Net Income  $21,000   $305,000 
Reconciliation of net income to net cash          
provided by operating activities          
Depreciation and amortization   122,000    131,000 
Accretion of asset retirement obligation   47,000    9,000 
Changes in accounts receivable   (12,000)   1,149,000 
Changes in income tax receivable   4,000    66,000 
Changes in accounts payable and accrued liabilities   339,000    (569,000)
Changes in deferred Income tax payable   (71,000)   (121,000)
Net cash provided  for operating activities   450,000    970,000 
           
Cash Flows from Investing Activities          
Capitalized acquisition, exploration and development   (21,000)   (11,000)
Changes in Other long-term investments   —      308,000 
Net cash provided (used) for investing activities   (21,000)   297,000 
           
Increase in cash, cash equivalents, and restricted cash   429,000    1,267,000 
           
Cash, cash equivalents, and restricted cash at beginning of period   14,399,000    12,070,000 
Cash, cash equivalents, and restricted cash at end of period  $14,828,000   $13,337,000 
           
           
The accompanying notes are an integral part of these statements.

 

 

 8


 

 

SPINDLETOP OIL & GAS CO. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

 

1. BASIS OF PRESENTATION AND ORGANIZATION

 

The accompanying financial statements are presented in accordance with the requirements of Form 10-Q and consequently do not include all of the disclosures normally required by generally accepted accounting principles or those normally made in the Company's annual Form 10-K filing. Accordingly, the reader of this Form 10-Q may wish to refer to the Company's Form 10-K for the year ended December 31, 2018, for further information.

 

The consolidated financial statements presented herein include the accounts of Spindletop Oil & Gas Co., a Texas corporation ("the Company") and its wholly owned subsidiaries, Prairie Pipeline Co., a Texas corporation and Spindletop Drilling Company, a Texas corporation. All significant inter-company transactions and accounts have been eliminated.

 

In the opinion of management, the accompanying unaudited interim financial statements contain all material adjustments, consisting only of normal recurring adjustments necessary to present fairly the financial condition, the results of operations and changes in cash flows of the Company and its consolidated subsidiaries for the interim periods presented. Although the Company believes that the disclosures are adequate to make the information presented not misleading, certain information and footnote disclosures, including a description of significant accounting policies normally included in financial statements prepared in accordance with generally accepted accounting principles generally accepted in the United States of America, have been condensed or omitted pursuant to such rules and regulations.

 

Subsequent Events

 

The Company has evaluated subsequent events through the issuance date of this report of May 15, 2019.

 

Item 2. - Management's Discussion and Analysis of Financial Condition and

Results of Operations

 

WARNING CONCERNING FORWARD LOOKING STATEMENTS

 

The following discussion should be read in conjunction with the financial statements and notes thereto appearing elsewhere in this report.

 

This Report on Form 10-Q may contain forward-looking statements within the meaning of the federal securities laws, principally, but not only, under the caption “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” We caution investors that any forward-looking statements in this report, or which management may make orally or in writing from time to time, are based on management’s beliefs and on assumptions made by, and information currently available to, management. When used, the words “anticipate,” “believe,” “expect,” “intend,” “may,” “might,” “plan,” “estimate,” “project,”

“should,” “will,” “result” and similar expressions which do not relate solely to historical matters are intended to identify forward-looking statements. These statements are subject to risks, uncertainties, and assumptions and are not guarantees of future performance, which may be affected by known and unknown risks, trends, uncertainties, and factors, that are beyond our control. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those anticipated, estimated, or projected. We caution you that while forward-looking statements reflect our good faith beliefs when we make them, they are not guarantees of future performance and are impacted by actual events when they occur after we make such statements. We expressly disclaim any responsibility to update our forward-looking statements, whether as a result of new information, future events or otherwise. Accordingly, investors should use caution in relying on past

 

 9


forward-looking statements, which are based on results and trends at the time they are made, to anticipate future results or trends.

 

Some of the risks and uncertainties that may cause our actual results, performance or achievements to differ materially from those expressed or implied by forward-looking statements include, among others, the factors listed and described at Item 1A “Risk Factors” in the Company’s Annual Report on Form 10-K, which investors should review. There have been no changes from the risk factors previously described in the Company’s Form 10-K for the fiscal year ended December 31, 2018 (the “Form 10-K”).

 

Uncertainties regarding the global economic and financial environment could lead to an extended national or global economic recession. A slowdown in economic activity caused by a recession would likely reduce national and worldwide demand for oil and natural gas and result in lower commodity prices for long periods of time. Costs of exploration, development and production have not yet adjusted to current economic conditions, or in proportion to the significant reduction in product prices. Prolonged, substantial decreases in oil and natural gas prices would likely have a material adverse effect on the Company’s business, financial condition, and results of operations, and could further limit the Company's access to liquidity and credit, and could hinder its ability to satisfy its capital requirements.

 

In the past several years, capital and credit markets have experienced volatility and disruption. Given the levels of market volatility and disruption, the availability of funds from those markets may diminish substantially. Further, arising from concerns about the stability of financial markets generally and the solvency of borrowers specifically, the cost of accessing the credit markets has increased as many lenders have raised interest rates, enacted tighter lending standards, or altogether ceased to provide funding to borrowers.

 

Due to these potential capital and credit market conditions, the Company cannot be certain that funding will be available in amounts or on terms acceptable to the Company. The Company is evaluating whether current cash balances and cash flow from operations alone would be sufficient to provide working capital to fully fund the Company's operations. Accordingly, the Company is evaluating alternatives, such as joint ventures with third parties, or sales of interest in one or more of its properties. Such transactions, if undertaken, could result in a reduction in the Company's operating interests or require the Company to relinquish the right to operate the property. There can be no assurance that any such transactions can be completed or that such transactions will satisfy the Company's operating capital requirements. If the Company is not successful in obtaining sufficient funding or completing an alternative transaction on a timely basis on terms acceptable to the Company, the Company would be required to curtail its expenditures or restructure its operations, and the Company would be unable to continue its exploration, drilling, and recompletion program, any of which would have a material adverse effect on its business, financial condition, and results of operations.

 

There could be adverse legislation which if passed, would significantly curtail our ability to attract investors and raise capital. Proposed changes in the Federal income tax laws which would eliminate or reduce the percentage depletion deduction and the deduction for intangible drilling and development costs for small independent producers, will significantly reduce the investment capital available to those in the industry as well as our Company. Lengthening the time to expense seismic costs will also have an adverse effect on our ability to explore and find new reserves.

 

Other sections of this report may also include suggested factors that could adversely affect our business and financial performance. Moreover, we operate in a very competitive and rapidly changing environment. New risks may emerge from time to time and it is not possible for management to predict all such matters; nor can we assess the impact of all such matters on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. Given these uncertainties, investors should not place undue reliance on forward-looking statements as a prediction of actual results. Investors should also refer to our quarterly reports on Form 10-Q for future periods and current reports on Form 8-K as we file them with the SEC, and to other materials we may furnish to the public from time to time through Forms 8-K or otherwise.

 

 10


 

 

Results of Operations

 

Three months ended March 31, 2019 compared to the three months ended March 31, 2018

 

Oil and gas revenues for the first quarter of 2019 were $1,165,000, as compared to $1,406,000 for the same period in 2018, a decrease of approximately $241,000 or 17.1%.

 

Oil sales for the first three months of 2019 were approximately $616,000 compared to approximately $718,000 in the first quarter of 2018, a decrease of approximately $102,000 or 14.2%. Of this net decrease in oil sales, volumes for the first quarter of 2019 were approximately 10,200 bbls, compared to 15,400 bbls during the first quarter of 2018, a decrease of approximately 5,200 bbls, or 33.8%.

 

Average oil prices received were $48.27per bbl in the first quarter of 2019 compared to $51.95 per bbl in the first three months of 2018, a decrease of approximately $3.68 per bbl or 7.1%.

 

Natural gas revenues for the first three months of 2019 were $549,000 compared to $688,000 for the same period in 2018, a decrease of $139,000 or 20.2%. Natural gas sales volumes for the first quarter of 2019 were approximately 208,000 mcf compared to approximately 152,000 mcf during the first quarter of 2018, an increase of approximately 56,000 mcf or 36.8%.

 

Average natural gas prices received were $2.64 per mcf in the first quarter of 2019 as compared to $3.03 per mcf in the first quarter of 2018, a decrease of approximately $0.39 per mcf or 12.9%.

 

Revenues from lease operations was $55,000 in the first quarter of 2019 compared to $70,000 in the first quarter of 2018, a decrease of approximately $15,000 or 21.4%. This decrease is due primarily to a reduction in field operations income. Revenues from lease operations are derived from field supervision charged to operated leases along with operator overhead charges to operated leases.

 

Revenues from gas gathering, compression and equipment rental for the first quarter of 2019 was $33,000 compared to $36,000 in the first quarter of 2018, a decrease of approximately $3,000 or 8.3%.

 

Real estate income was approximately $60,000 during the first quarter of 2019 compared to $57,000 for the first three months of 2018, an increase of approximately $3,000, or 5.3%.

 

Interest income was approximately $71,000 during the first quarter of 2019, compared to approximately $49,000 during the same period in 2018, an increase of approximately $22,000 or 44.9%. The increase in interest income was due to the Company investing its funds in both long-term and short-term certificates of deposit and depository accounts paying higher rates of interest than those received in prior years.

 

Other revenues for the first three months of 2019 were approximately $11,000 as compared to $13,000 for the same time period in 2018, a decrease of $2,000, or 15.4%.

 

Lease operating expenses in the first quarter of 2019 were $328,000 as compared to $361,000 in the first quarter of 2018, a net decrease of approximately $33,000, or 9.1%.  Of this net decrease, approximately $30,000 is due to increases in operating expenses billed by third-party operators on non-operated properties, offset by approximately $63,000 of overall net decreases in operating expenses on various operated properties.

 

Production taxes, gathering and marketing expenses in the first quarter of 2019 were approximately $194,000 as compared to $201,000 for the first quarter of 2018, a decrease of approximately $7,000 or 3.5%.  These decreases related directly to the decreases in oil and gas revenues as described in the above paragraphs.

 

 11


 

Pipeline and rental expenses for the first quarter of 2019 were approximately $3,000 compared to approximately $14,000 for the same time period in 2018, a decrease of $11,000 or 78.6%. The decrease in 2019 is due to non-recurring repair and maintenance expenses in the first quarter of 2018.

 

Real estate expenses in the first quarter of 2019 were approximately $39,000 compared to $30,000 during the same period in 2018, an increase of approximately $9,000 or 30.0%. The primary reason for the current period increase is due to an increase in repairs and maintenance between periods.

 

Depreciation, depletion, and amortization expense for the first quarter of 2019 was $122,000 as compared to $131,000 for the first quarter of 2018, a decrease of $9,000, or 6.9%. For the first quarter of 2019, $107,000 of the amount was for amortization of the full cost pool of capitalized acquisition, exploration, and development costs as compared with $116,000 for the first quarter of 2018, a decrease of $9,000 or 7.8%. The Company re-evaluated its proved oil and gas reserve quantities as of December 31, 2018. This re-evaluated reserve base was reduced for oil and gas reserves that were produced or sold during the quarter and adjusted for newly acquired reserves or for changes in estimated production curves and future price assumptions. A depletion rate of 3.191% for the first quarter of 2019 was calculated and applied to the Company’s full cost pool of capitalized oil and gas properties as compared to 2.636% for the first quarter of 2018.

 

Asset Retirement Obligation (“ARO”) expense for the first three months of 2019 was approximately $47,000 as compared to approximately $9,000 for the same time period in 2018, an increase of $38,000. The ARO expense is calculated to be the discounted present value of the estimated future cost to plug and abandon the Company’s producing wells.

 

General and administrative expenses for the first quarter of 2019 were approximately $708,000 as compared to approximately $635,000 for the first quarter of 2018, an increase of approximately $73,000 or 11.5%. Approximately 80% of the increase comes from increased salary, wages, benefits, and other personnel costs. The remaining 20% of the increase is due to office, computer and other expenses.

 

 

 

Financial Condition and Liquidity

 

The Company's operating capital needs, as well as its capital spending program are generally funded from cash flow generated by operations. Because future cash flow is subject to a number of variables, such as the level of production and the sales price of oil and natural gas, the Company can provide no assurance that its operations will provide cash sufficient to maintain current levels of capital spending. Accordingly, the Company may be required to seek additional financing from third parties in order to fund its exploration and development programs.

 

 

 12


 

 

Item 4. - Controls and Procedures

 

(a) As of the end of the period covered by this report, Spindletop Oil & Gas Co. carried out an evaluation, under the supervision and with the participation of the Company's management, including the Company's Principal Executive Officer and Principal Financial and Accounting Officer, of the effectiveness of the design and operation of the Company's disclosure controls and procedures pursuant to Exchange Act Rule 13a-15 and 15d-15. Based upon the evaluation, the Company's Principal Executive Officer and Principal Financial and Accounting Officer concluded that the Company's disclosure controls and procedures were effective as of the end of the period covered by the report.

 

(b) There have been no changes in the Company's internal controls over financial reporting during the quarter ended March 31, 2019 that have materially affected, or are reasonably likely to materially affect the Company's internal controls over financial reporting.

 

 

 13


 

 

 

Part II - Other Information

 

Item 5. – Other Information

 

 

 

East Texas

 

 

Effective April 1, 2019, the Company sold its interest in the J. M. Watts Gas Unit #1 and associated leases. The Company is pursuing Section 1031-Like Kind Exchange treatment for the proceeds from this transaction and has not calculated the income tax implications of the divestiture.

 

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Item 6. - Exhibits

 

The following exhibits are filed herewith or incorporated by reference as indicated.

 

Exhibit
Designation
  Exhibit Description
     
3.1 (a)   Amended Articles of Incorporation of Spindletop Oil & Gas Co. (Incorporated by reference to Exhibit 3.1 to the General Form for Registration of Securities on Form 10, filed with the Commission on August 14, 1990)
     
3.2   Bylaws of Spindletop Oil & Gas Co. (Incorporated by reference to Exhibit 3.2 to the General Form for Registration of Securities on Form 10, filed with the Commission on August 14, 1990)
     
31.1 *   Certification pursuant to Rules 13a-14 and 15d under the Securities Exchange Act of 1934.
     
31.2 *   Certification pursuant to Rules 13a-14 and 15d under the Securities Exchange Act of 1934
     
32.1 *   Certification pursuant to 18 U.S.C. Section 1350
     
     
     

 

 

 

____________________________

* filed herewith

 

 

 

 

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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.

 

 

  SPINDLETOP OIL & GAS CO.
  (Registrant)
   
Date: May 15, 2019 By:/s/ Chris G. Mazzini
  Chris G. Mazzini
  President, Principal Executive Officer
   
   
Date: May 15, 2019 By:/s/ Michelle H. Mazzini
  Michelle H. Mazzini
  Vice President, Secretary
   
   
Date: May 15, 2019 By:/s/ Christine L. Tesdall
  Christine L. Tesdall
  Principal Financial and
  Accounting Manger