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REI > SEC Filings for REI > Form 10-Q on 13-Aug-2013All Recent SEC Filings

Show all filings for RING ENERGY, INC.

Form 10-Q for RING ENERGY, INC.


13-Aug-2013

Quarterly Report


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

Management's Discussion and Analysis of Financial Condition and Results of Operations analyzes the major elements of our balance sheets and statements of income. This section should be read in conjunction with our Annual Report on Form 10-K for the year ended December 31, 2012, and our interim unaudited financial statements and accompanying notes to these financial statements.

Stanford Energy, Inc., a Texas corporation, was formed in 2007. On June 28, 2012, Stanford consummated a stock-for-stock exchange with Ring Energy, Inc. Stanford was determined to be the accounting acquirer in this transaction, and therefore, the historical financial statements presented are those of Stanford.
During 2012 but prior to the consummation of the stock-for-stock exchange, Ring completed two acquisitions of undeveloped acreage that are offsetting the assets held by Stanford and which are complimentary.

Results of Operations - For the Three Months Ended June 30, 2013 and 2012

Oil and natural gas sales. For the three months ended June 30, 2013, oil and natural gas sales revenue increased $949,057 to $1,291,579, compared to $342,522 for the same period during 2012. Oil sales increased $930,014 and natural gas sales increased $19,043. The increases were the result of higher production, which occurred primarily as a result of acquisitions and drilling completed during 2012. For the three months ended June 30, 2013, oil sales volume increased 10,257 barrels to 14,261 barrels, compared to 4,004 barrels for the same period in 2012. The average realized per barrel oil price increased 5% from $84.81 for the three months ended June 30, 2012 to $89.02 for the three months ended June 30, 2013. For the three months ended June 30, 2013, gas sales volume increased 6,480 thousand cubic feet (MCF) to 7,092 MCF, compared to 612 MCF for the same period in 2012. The average realized natural gas price per MCF decreased 36% from $4.86 for the three months ended June 30, 2012 to $3.10 for the three months ended June 30, 2013.

Oil and gas production costs. Our lease operating expenses (LOE) decreased from $218,074 or $53.11 per barrel of oil equivalent (BOE) for the three months ended June 30, 2012 to $214,468 or $13.89 per BOE for the three months ended June 30, 2013. In total, lease operating expenses remained approximately the same despite acquisitions and development between the periods. On a per BOE basis lease, operating expenses were lower as a result of significantly higher production resulting from acquisitions and development.

Production taxes. Production taxes as a percentage of oil and natural gas sales were 5% during the three months ended June 30, 2012 and remained steady at 5% for the three months ended June 30, 2013. These rates are expected to stay relatively steady unless we make acquisitions in other states with differing production tax rates or the state of Texas or Kansas change their production tax rates.

Depreciation, depletion and amortization. Our depreciation, depletion and amortization expense increased by $301,955 to $396,662 for the three months ended June 30, 2013, compared to $94,707 during the same period in 2012. The increase was the result of higher production volume and an increase in the average depletion rate from $19.87 per BOE during the three months ended June 30, 2012 to $23.33 per BOE during the three months ended June 30, 2013.

General and administrative expenses. General and administrative expenses increased by $1,002,369 to $1,499,559 for the three months ended June 30, 2013, compared to $497,190 during the same period in 2012. The increase was primarily the result of an increase in stock-based compensation expenses from $154,348 for the three months ended June 30, 2012 to $885,958 for the three months ended June 30, 2013, and employee and contract staff compensation.

Interest expense. Interest expense decreased by $94,011 to $0 for the three months ended June 30, 2013, compared to the same period in 2012. The decrease was due outstanding debt during the period in 2012 and no debt outstanding during the same period in 2013.

Net loss. For the three months ended June 30, 2013, there was a net loss of $890,393, as compared to a net loss of $541,377 for the three months ended June 30, 2012. The primary reasons for this increase were increased stock-based and cash-based compensation expenses.


Results of Operations - For the Six Months Ended June 30, 2013 and 2012

Oil and natural gas sales. For the six months ended June 30, 2013, oil and natural gas sales revenue increased $1,773,011 to $2,443,536, compared to $670,525 for the same period during 2012. Oil sales increased $1,747,380 and natural gas sales increased $25,631. The increases were the result of higher production, which occurred primarily as a result of acquisitions and drilling completed during 2012. For the six months ended June 30, 2013, oil sales volume increased 21,239 barrels to 28,506 barrels, compared to 7,267 barrels for the same period in 2012. The average realized per barrel oil price decreased 7% from $90.64 for the six months ended June 30, 2012 to $84.41 for the six months ended June 30, 2013. For the six months ended June 30, 2013, gas sales volume increased 9,699 thousand cubic feet (MCF) to 12,849 MCF, compared to 3,150 MCF for the same period in 2012. The average realized natural gas price per MCF decreased 22% from $3.73 for the six months ended June 30, 2012 to $2.91 for the six months ended June 30, 2013.

Oil and gas production costs. Our lease operating expenses (LOE) decreased from $375,255 or $48.15 per barrel of oil equivalent (BOE) for the six months ended June 30, 2012 to $355,723 or $11.61 per BOE for the six months ended June 30, 2013. In total, lease operating expenses remained approximately the same despite acquisitions and development between the periods. On a per BOE basis lease, operating expenses were lower as a result of significantly higher production resulting from acquisitions and development.

Production taxes. Production taxes as a percentage of oil and natural gas sales were 5% during the six months ended June 30, 2012 and remained steady at 5% for the six months ended June 30, 2013. These rates are expected to stay relatively steady unless we make acquisitions in other states with differing production tax rates or the state of Texas or Kansas change their production tax rates.

Depreciation, depletion and amortization. Our depreciation, depletion and amortization expense increased by $564,435 to $740,270 for the six months ended June 30, 2013, compared to $175,835 during the same period in 2012. The increase was the result of higher production volume and an increase in the average depletion rate from $19.87 per BOE during the six months ended June 30, 2012 to $23.33 per BOE during the six months ended June 30, 2013.

General and administrative expenses. General and administrative expenses increased by $1,912,764 to $3,067,263 for the six months ended June 30, 2013, compared to $1,154,499 during the same period in 2012. The increase was primarily the result of an increase in stock-based compensation expenses from $445,234 for the six months ended June 30, 2012 to $1,701,721 for the six months ended June 30, 2013, and employee and contract staff compensation.

Interest expense. Interest expense decreased by $187,846 to $0 for the six months ended June 30, 2013, compared to the same period in 2012. The decrease was due outstanding debt during the period in 2012 and no debt outstanding during the same period in 2013.

Net loss. For the six months ended June 30, 2013, there was a net loss of $1,855,673, as compared to net loss of $1,171,651 for the six months ended June 30, 2012. The primary reasons for this increase were increased stock-based and cash-based compensation expenses.

Capital Resources and Liquidity

As shown in the financial statements for the six months ended June 30, 2013, the Company had cash on hand of $18,431,920, compared to $5,404,167 as of December 31, 2012. The Company had net cash from operating activities for the six months ended June 30, 2013 of $1,370,465, compared to negative cash from operating activities of $508,998 for the same period of 2012. Another significant source of cash inflow during the six months ended June 30, 2013 was $18,987,272 proceeds from issuance of common stock. During the same period in 2012, other significant cash inflows were proceeds from borrowings by the Company of $1,150,000 and proceeds from issuance of common stock to Ring Energy, Inc. shareholders of $10,887,561. The most significant cash outflows during the six months ended June 30, 2013 and 2012 were capital expenditures of $7,329,984 and $681,169, respectively and payments on credit line of $4,244,428 during 2012.

In May 2012, May 2013 and August 2013, the Company extended a credit agreement with a bank that provides for a revolving line of credit of up to $10 million for borrowings and letters of credit. As of June 30, 2013, no amounts were outstanding and $9,855,000 was available to be drawn on the line of credit. The credit agreement includes a non-usage commitment fee of 0.20% per annum and covenants limiting other indebtedness, liens, transfers or sales of assets, distributions or dividends and merger or consolidation activity. The facility has an interest rate of the bank's prime rate plus 0.75% with the total interest rate to be charged being no less than 4.00%. The maturity date on the note was extended to April 10, 2014. Two of the Company's stockholders are jointly and severally obligated for outstanding borrowings under the credit facility.


To the extent possible, we intend to acquire producing properties and/or developed undrilled properties rather than exploratory properties. We do not intend to limit our evaluation to any one state. We presently have no intention to evaluate off-shore properties or properties located outside of the United States of America.

The pursuit of and acquisition of additional oil and gas properties may again require substantially greater capital than we currently have available, and obtaining additional capital would require that we enter into the sale of either short-term or long-term notes payable or the sale of our common stock.
Furthermore, it may be necessary for us to retain outside consultants and others in our endeavors to locate desirable oil and gas properties. The cost to retain one or more consultants or a firm specializing in the purchase/sale of oil and gas properties will have an impact on our financial position and will impact our future cash flows.

The process of acquiring one or more additional oil and gas properties will impact our financial position and reduce our cash position. The types of costs that we may incur include travel costs relating to meeting with individuals instrumental to our acquisition of one or more oil and gas properties, obtaining petroleum engineer reports relative to the oil and gas properties that we are investigating, legal fees associated with any such acquisitions including title reports, and accounting fees relative to obtaining historical information regarding such oil and gas properties. Even though we may incur such costs, there is no assurance that we will ultimately be able to consummate a transaction resulting in our acquisition of an oil and/or gas property.

Off-balance Sheet Arrangements

The Company does not have any off-balance sheet arrangements, and it is not anticipated that the Company will enter into any off-balance sheet arrangements.

Disclosures About Market Risks

Like other natural resource producers, the Company faces certain unique market risks. The most salient risk factors are the volatile prices of oil and gas, operational risks, ability to integrate properties and businesses, and certain environmental concerns and obligations.

Oil and Gas Prices

The price we receive for our oil and natural gas will heavily influence our revenue, profitability, access to capital and future rate of growth. Oil and natural gas are commodities and, therefore, their prices are subject to wide fluctuations in response to relatively minor changes in supply and demand. The prices we receive for our production depend on numerous factors beyond our control. These factors include the following: worldwide and regional economic conditions impacting the global supply and demand for oil and natural gas; the price and quantity of imports of foreign oil and natural gas; the level of global oil and natural gas inventories; localized supply and demand fundamentals; the availability of refining capacity; price and availability of transportation and pipeline systems with adequate capacity; weather conditions and natural disasters; governmental regulations; speculation as to the future price of oil and the speculative trading of oil and natural gas futures contracts; price and availability of competitors' supplies of oil and natural gas; energy conservation and environmental measures; technological advances affecting energy consumption; the price and availability of alternative fuels and energy sources; and domestic and international drilling activity.

Because domestic demand for oil and gas exceeds supply, we believe there is little risk that all current production will not be sold at relatively fixed prices. To this extent, Ring does not see itself as directly competitive with other producers and does not believe there is any significant risk that the Company will not sell all production at current prices with a reasonable profit margin. The risk of domestic overproduction at current prices is not deemed significant. The primary competitive risks would come from falling international prices which could render current production uneconomical.

Transportation of Oil and Natural Gas

Ring is presently committed to use the services of the existing gatherers in its present areas of production. This gives to such gatherers certain short term relative monopolistic powers to set gathering and transportation costs.
Obtaining the services of an alternative gathering company would require substantial additional costs since an alternative gatherer would be required to lay new pipeline and/or obtain new rights-of-way.


Competition in the Oil and Natural Gas Industry

We operate in a highly competitive environment for developing and acquiring properties, marketing oil and natural gas and securing equipment and trained personnel. As a relatively small oil and natural gas company, many large producers possess and employ financial, technical and personnel resources substantially greater than ours. Those companies may be able to develop and acquire more prospects and productive properties than our financial or personnel resources permit. It is also significant that more favorable prices can usually be negotiated for larger quantities of oil and/or gas product, such that Ring views itself as having a price disadvantage compared to larger producers.

Retention of Key Personnel

We depend to a large extent on the services of our officers. These individuals have extensive experience in the energy industry, as well as expertise in evaluating and analyzing producing oil and natural gas properties and drilling prospects, maximizing production from oil and natural gas properties and developing and executing financing strategies. The loss of any of these individuals could have a material adverse effect on our operations and business prospects. Our success may be dependent on our ability to continue to retain and utilize skilled executive and technical personnel.

Environmental and Regulatory Risks

Our business and operations are subject to and impacted by a wide array of federal, state, and local laws and regulations on the exploration for and development, production, and marketing of oil and natural gas, the operation of oil and natural gas wells, taxation, and environmental and safety matters. Many laws and regulations require drilling permits and govern the spacing of wells, rates of production, prevention of waste and other matters. From time to time, regulatory agencies have imposed price controls and limitations on production in order to conserve supplies of oil and natural gas. In addition, the production, handling, storage, transportation and disposal of oil and natural gas, byproducts thereof and other substances and materials produced or used in connection with oil and natural gas operations are subject to regulation under federal, state and local laws and regulations.

Currently, federal regulations provide that drilling fluids, produced waters and other wastes associated with the exploration, development or production of oil and natural gas are exempt from regulation as "hazardous waste." From time to time, legislation has been proposed to eliminate or modify this exemption. Should the exemption be modified or eliminated, wastes associated with oil and natural gas exploration and production would be subject to more stringent regulation. On the federal level, operations on our properties may be subject to various federal statutes, including the Natural Gas Act, the Comprehensive Environmental Response, Compensation and Liability Act, the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act, the Clean Air Act, the Federal Water Pollution Control Act and the Oil Pollution Act, as well as by regulations promulgated pursuant to these actions.

Historically, most of the environmental regulation of oil and gas production has been left to state regulatory boards or agencies in those jurisdictions where there is significant gas and oil production, with limited direct regulation by such federal agencies as the Environmental Protection Agency. However, while the Company believes this generally to be the case for its production activities in Texas and Kansas, it should be noted that there are various Environmental Protection Agency regulations which would govern significant spills, blow-outs, or uncontrolled emissions. In Texas, specific oil and gas regulations exist related to the drilling, completion and operations of wells, as well as disposal of waste oil. There are also procedures incident to the plugging and abandonment of dry holes or other non-operational wells, all as governed by the Texas Railroad Commission, Oil and Gas Division and the Kansas Corporation Commission, Oil and Gas Conservation Division.

Hydraulic fracturing is an important and common practice that is used to stimulate production of hydrocarbons from tight formations. The process involves the injection of water, sand and chemicals under pressure into formations to fracture the surrounding rock and stimulate production. The process is typically regulated by state oil and gas commissions. However, the Environmental Protection Agency has asserted federal regulatory authority over certain hydraulic fracturing practices. Also, legislation has been introduced, but not enacted, in Congress to provide for federal regulation of hydraulic fracturing and to require disclosure of the chemicals used in the fracturing process. Certain states, including Texas, and municipalities have adopted, or are considering adopting, regulations that have imposed, or that could impose, more stringent permitting, disclosure, disposal and well construction requirements on hydraulic fracturing operations.

Compliance with these regulations may constitute a significant cost and effort for Ring. No specific accounting for environmental compliance has been maintained or projected by Ring to date. Ring does not presently know of any environmental demands, claims, or adverse actions, litigation or administrative proceedings in which it or the acquired properties are involved or subject to or arising out of its predecessor operations.


In the event of a breach of environmental regulations, these environmental regulatory agencies have a broad range of alternative or cumulative remedies including: ordering a cleanup of any spills or waste material and restoration of the soil or water to conditions existing prior to the environmental violation; fines; or enjoining further drilling, completion or production activities. In certain egregious situations, the agencies may also pursue criminal remedies against the Company or its principals.

Changes in regulations and laws relating to the oil and natural gas industry could result in our operations being disrupted or curtailed by government authorities. For example, oil and natural gas exploration and production may become less cost effective and decline as a result of increasingly stringent environmental requirements (including land use policies responsive to environmental concerns and delays or difficulties in obtaining environmental permits). A decline in exploration and production, in turn could have a material adverse effect on our business, financial condition, results of operations and cash flows.

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