U.S. Securities And Exchange Commission
Washington, D.C. 20549
FORM 10-QSB/A1
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended February 28, 2001
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the transition period from to
--------------- ---------------
Commission File No. 0-20879
PYR ENERGY CORPORATION
----------------------
(Exact name of small business issuer as specified in its charter)
Delaware 95-4580642
-------- ----------
(State or jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
1675 Broadway, Suite 2450, Denver, CO 80202
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(Address of principal executive offices) (Zip Code)
Issuer's telephone number, including area code (303) 825-3748
--------------
Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding
12 months (or for such shorter period that the registrant was required to file
such reports), and (2) has been subject to such filing requirements for the past
90 days. Yes X No___
(APPLICABLE ONLY TO CORPORATE REGISTRANTS)
The number of shares outstanding of each of the issuer's classes of common
equity as of April 16, 2001 is as follows:
$.001 Par Value Common Stock 23,633,857
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This Form 10-QSB/A1 is filed only to append disclosure under Part II, Item
2 "Changes in Securities and Use of Proceeds; Recent Sales of Unregistered
Securities." No changes have been made to the Financial Statements.
PYR ENERGY CORPORATION
FORM 10-QSB
INDEX
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements......................................... 3
Balance Sheet - August 31, 2000 and February 28, 2001
(Unaudited)................................................ 3
Statement of Operations - Three Months and Six Months
Ended February 29, 2000 and February 28, 2001 and
Cumulative Amounts from Inception Through February
28, 2001 (Unaudited)....................................... 4
Statement of Cash Flows - Six Months Ended February
29, 2000 And February 28, 2001 and Cumulative
Amounts from Inception Through February 28, 2001
(Unaudited)................................................ 5
Notes to Financial Statements................................ 6
Summary of Significant Accounting Policies................... 6
Item 2. Management's Discussion and Analysis or Plan of
Operation.................................................. 7
PART II. OTHER INFORMATION
Item 1. Legal Proceedings............................................ 11
Item 2. Changes in Securities and Use of Proceeds; Recent Sales
of Unregistered Securities................................. 11
Item 3. Defaults Upon Senior Securities.............................. 11
Item 4. Submission of Matters to a Vote of Security Holders.......... 11
Item 5. Other Information............................................ 11
Item 6. Exhibits and Reports on Form 8-K............................. 12
Signatures............................................................ 12
2
PART I
ITEM 1. FINANCIAL STATEMENTS
PYR ENERGY CORPORATION
(A Development Stage Company)
BALANCE SHEETS
ASSETS
8/31/00 2/28/01
(UNAUDITED)
------------ ------------
CURRENT ASSETS
Cash $ 8,598,016 $ 3,078,030
Oil and gas receivables -- 249,308
Other Receivables -- 108,060
Deposits and prepaid expenses 20,835 41,847
------------ ------------
Total Current Assets 8,618,851 3,477,245
------------ ------------
PROPERTY AND EQUIPMENT, at cost
Furniture and equipment, net 29,650 34,232
Oil and gas properties 11,293,589 18,140,998
------------ ------------
11,323,239 18,175,230
------------ ------------
OTHER ASSETS
Deposits -- 3,278
Deferred financing costs -- 110,440
------------ ------------
-- 113,718
------------ ------------
$ 19,942,090 $ 21,766,193
============ ============
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable and accrued liabilities $ 165,289 $ 525,013
Current portion of capital lease obligation 920 --
------------ ------------
Total Current Liabilities 166,209 525,013
------------ ------------
Total Liabilities 166,209 525,013
------------ ------------
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS' EQUITY
Preferred stock, $.001 par value; Authorized 1,000,000 shares
Series A - Issued and outstanding - 14,263
Shares at 8/31/00 - $100 face value, 10% coupon 14 --
Common stock, $.001 par value
Authorized 50,000,000 shares
Issued and outstanding - 19,069,019 shares
at 8/31/00 and 22,183,857 shares at 2/28/01 19,069 22,184
Capital in excess of par value 22,048,384 23,702,963
Retained earnings/(accumulated deficit) (2,291,586) (2,483,967)
------------ ------------
19,775,881 21,241,180
------------ ------------
$ 19,942,090 $ 21,766,193
============ ============
3
PYR ENERGY CORPORATION
(A Development Stage Company)
STATEMENTS OF OPERATIONS
(UNAUDITED)
Three Three Six Six
Months Months Months Months Inception
Ended Ended Ended Ended Through
2/29/00 2/28/01 2/29/00 2/28/01 2/28/01
------------ ------------ ------------ ------------ ------------
REVENUES
Oil and gas revenues $ -- $ 252,360 $ -- $ 252,360 $ 252,360
Consulting fees -- -- -- -- 127,528
Interest 27,447 57,206 84,289 168,334 492,199
------------ ------------ ------------ ------------ ------------
27,447 309,566 84,289 420,694 872,087
OPERATING EXPENSES
Oil and gas operating expenses -- 3,052 -- 3,052 3,052
General and administrative 263,993 320,781 481,838 585,047 3,066,489
Dry hole, impairment and abandonments -- -- -- -- 521,369
Interest 55 -- 121 -- 184,306
Depreciation, depletion and amortization 4,699 20,878 9,257 24,976 91,149
------------ ------------ ------------ ------------ ------------
268,747 344,711 491,216 613,075 3,866,365
OTHER INCOME
Gain on asset sale -- -- -- -- 556,197
------------ ------------ ------------ ------------ ------------
(241,300) (35,145) (406,927) (192,381) (2,438,081)
INCOME APPLICABLE TO
PREDECESSOR LLC -- -- -- -- (35,868)
------------ ------------ ------------ ------------ ------------
NET (LOSS) (241,300) (35,145) (406,927) (192,381) (2,473,949)
Less dividends on preferred stock -- (62,899) -- (62,899) (292,430)
------------ ------------ ------------ ------------ ------------
NET (LOSS) COMMON STOCKHOLDERS $ (241,300) $ (98,044) $ (406,927) $ (255,280) $ (2,766,379)
============ ============ ============ ============ ============
NET INCOME (LOSS) PER COMMON
SHARE -BASIC AND DILUTED $ (.015) $ (.002) $ (.027) $ (.009) $ (.227)
============ ============ ============ ============ ============
WEIGHTED AVERAGE NUMBER OF
COMMON SHARES OUTSTANDING 15,850,710 22,067,791 15,193,540 20,799,909 10,901,695
============ ============ ============ ============ ============
4
PYR ENERGY CORPORATION
(A Development Stage Company)
STATEMENTS OF CASH FLOWS
(UNAUDITED)
Cumulative
Six Months Six Months from Inception
Ended 2/29/00 Ended 2/28/01 to 2/28/01
------------- ------------- ------------
CASH FLOWS FROM OPERATING ACTIVITIES
Net (loss) $ (406,927) $ (192,381) $ (2,438,081)
Adjustments to reconcile net income (loss) to net
cash provided by operating activities
Depreciation, depletion and amortization 9,257 24,981 91,155
Contributed services (20,000) -- 36,000
Gain on sale of oil and gas prospects -- -- (556,197)
Dry hole, impairment and abandonments -- -- 521,369
Common stock issued for interest on debt -- -- 116,822
Common stock issue for consulting fees -- -- 20,000
Amortization of financing costs -- -- 26,939
Amortization of marketable securities -- -- (20,263)
Changes in assets and liabilities
Decrease (increase) in accounts and other receivables 1,425 (356,806) (357,368)
(Increase) in prepaids (24,153) (135,296) (160,682)
(Decrease) increase in accounts payable (68,776) 359,725 409,306
Other -- 1,888 8,137
------------ ------------ ------------
Net cash (used) by operating activities (509,174) (297,889) (2,302,863)
------------ ------------ ------------
CASH FLOWS FROM INVESTING ACTIVITIES
Cash paid for furniture and equipment (4,200) (15,382) (105,537)
Cash paid for undeveloped oil and gas properties (2,528,254) (6,863,475) (18,020,502)
Proceeds from sale of oil and gas properties -- -- 1,050,078
Cash paid for marketable securities -- -- (5,090,799)
Proceeds received from marketable securities 3,188,970 -- 5,111,062
Cash paid for reimbursable property costs (20,500) -- (410,000)
------------ ------------ ------------
Net cash (used) in investing activities 636,016 (6,878,857) (17,465,698)
------------ ------------ ------------
CASH FLOWS FROM FINANCING ACTIVITIES
Members capital contributions -- -- 28,000
Distributions to members -- -- (66,000)
Cash from short-term borrowings -- -- 285,000
Repayments of short-term borrowings -- -- (285,000)
Proceeds from sale of common stock -- -- 19,188,750
Proceeds from convertible debt -- -- 2,500,000
Proceeds from exercise of warrants 43,750 1,557,165 2,011,073
Proceeds from exercise of options -- 117,706 133,706
Cash paid for offering costs -- (17,191) (893,169)
Cash received upon recapitalization and merger -- -- 336
Payments on capital lease (781) (920) (5,195)
Preferred dividends paid -- -- (50,910)
------------ ------------ ------------
Net cash (used) provided by financing activities 42,969 1,656,760 22,846,591
------------ ------------ ------------
NET INCREASE/(DECREASE) IN CASH 169,811 (5,519,986) 3,078,030
CASH, BEGINNING OF PERIODS 117,905 8,598,016 --
------------ ------------ ------------
CASH, END OF PERIODS $ 287,716 $ 3,078,030 $ 3,078,030
============ ============ ============
5
PYR ENERGY CORPORATION
(A Development Stage Company)
Notes to Financial Statements
February 28, 2001
The accompanying interim financial statements of PYR Energy Corporation are
unaudited. In the opinion of management, the interim data includes all
adjustments, consisting only of normal recurring adjustments, necessary for a
fair presentation of the results for the interim period.
We have prepared the financial statements included herein pursuant to the
rules and regulations of the Securities and Exchange Commission. Certain
information and footnote disclosure normally included in financial statements
prepared in accordance with generally accepted accounting principles have been
condensed or omitted pursuant to such rules and regulations. We believe the
disclosures made are adequate to make the information not misleading and
recommend that these condensed financial statements be read in conjunction with
the financial statements and notes included in our Form 10-KSB for the year
ended August 31, 2000.
PYR Energy Corporation (formerly known as Mar Ventures Inc. ("Mar")) was
incorporated under the laws of the State of Delaware on March 27, 1996. Mar was
a public company with no significant operations as of July 31, 1997. On August
6, 1997, Mar acquired all the interests in PYR Energy LLC ("PYR LLC") (a
Colorado limited liability company organized on May 31, 1996), a development
stage company as defined by Statement of Financial Accounting Standards (SFAS)
No. 7. PYR LLC, an independent oil and gas exploration company, was engaged in
the acquisition of undeveloped oil and gas interests for exploration and
exploitation in the Rocky Mountain region and California. As of August 6, 1997,
PYR LLC had acquired only non-producing leases and acreage, and no exploration
had commenced on the properties. Upon completion of the acquisition of PYR LLC
by Mar, PYR LLC ceased to exist as a separate entity. Mar remained as the
surviving legal entity and, effective November 12, 1997, Mar changed its name to
PYR Energy Corporation.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
USE OF ESTIMATES - The preparation of financial statements in conformity
with generally accepted accounting principles requires us to make estimates and
assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the financial
statements and reported amounts of revenues and expenses during the reporting
period. Actual results could differ from those estimates.
CASH EQUIVALENTS - For purposes of reporting cash flows, we consider as
cash equivalents all highly liquid investments with a maturity of three months
or less at the time of purchase. At February 28, 2001, there were no cash
equivalents.
PROPERTY AND EQUIPMENT - Furniture and equipment is recorded at cost.
Depreciation is provided by use of the straight-line method over the estimated
useful lives of the related assets of three to five years. Expenditures for
replacements, renewals, and betterments are capitalized. Maintenance and repairs
are charged to operations as incurred.
OIL AND GAS PROPERTIES - We follow the full cost method to account for our
oil and gas exploration and development activities. Under the full cost method,
all costs incurred which are directly related to oil and gas exploration and
development are capitalized and subjected to depreciation and depletion.
Depletable costs also include estimates of future development costs of proved
reserves. Costs related to undeveloped oil and gas properties may be excluded
from depletable costs until such properties are evaluated as either proved or
unproved. The net capitalized costs are subject to a ceiling limitation. Gains
or losses upon disposition of oil and gas properties are treated as adjustments
to capitalized costs, unless the disposition represents a significant portion of
the Company's proved reserves.
6
Undeveloped oil and gas properties consists of ongoing exploratory drilling
costs for which no results have been obtained and leases and acreage we acquire
for our exploration and development activities. The cost of these non-producing
leases is recorded at the lower of cost or fair market value.
At August 31, 2000 and February 28, 2001, our oil and gas properties
consisted of the following:
August 31, 2000 February 28, 2001
--------------- -----------------
Proved properties $ -- $ 6,867,361
Undeveloped properties 11,293,589 11,289,702
------------ ------------
Total 11,293,589 18,157,063
Depreciation, depletion and amortization -- (16,065)
------------ ------------
Net oil and gas properties $ 11,293,589 $ 18,140,998
============ ============
Depreciation, depletion and amortization expense in the three and six
months ended February 28, 2001 is computed using reserve estimates we believe
are reasonable and are based on the best information available. We have not yet
prepared a reserve report and expect our first reserve report to be prepared in
conjunction with our fiscal year ending August 31, 2001.
We have adopted SFAS No. 121, "Accounting for the Impairment of Long-Lived
Assets and for Long-Lived Assets to Be Disposed of", which requires that
long-lived assets to be held and used be reviewed for impairment whenever events
or changes in circumstances indicate that the carrying amount of an asset may
not be recoverable. During the fiscal year ended August 31, 2000, we recorded an
impairment loss of approximately $200,000. No impairment losses have been
recorded during the three months or six months ended February 28, 2001.
INCOME TAXES - We have adopted the provisions of SFAS No. 109, "Accounting
for Income Taxes". SFAS 109 requires recognition of deferred tax liabilities and
assets for the expected future tax consequences of events that have been
included in the financial statements or tax returns. Under this method, deferred
tax liabilities and assets are determined based on the difference between the
financial statement and tax basis of assets and liabilities using enacted tax
rates in effect for the year in which the differences are expected to reverse.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
We are an independent oil and gas exploration company with a strategic
focus on exploring for and developing significant oil and gas reserves in deep,
structurally complex formations. To date, the primary focus of our activity has
been in the San Joaquin Basin of California. We are involved in a number of high
potential exploration projects in this area, the most notable being our East
Lost Hills project. We initiated this project in 1997 and brought in industry
partners in 1998. We also are active in the Rocky Mountain region, where we
continue to acquire acreage positions in exploration areas we have identified as
having significant oil and gas production and reserve potential.
Our activities have been focused on prospect generation, the acquisition of
acreage, geological and geophysical work, securing partners and drilling
exploration wells. On February 6, 2001, we commenced our first production at
East Lost Hills and we expect to prepare our first reserve report at the end of
our August 31, 2001 fiscal year.
7
Our future financial results continue to depend primarily on (1) our
ability to discover commercial quantities of oil and gas; (2) the market price
for oil and gas; (3) our ability to continue to generate potential projects; and
(4) our ability to fully implement our exploration and development program.
There can be no assurance that we will be successful in any of these respects or
that the prices of oil and gas prevailing at the time of production will be at a
level allowing for profitable production.
We paid approximately $2,528,000 and $6,863,000 during the six months ended
February 29, 2000 and February 28, 2001, respectively, for drilling costs, delay
rentals, acquisition of acreage, direct geological and geophysical costs, and
other related direct costs with respect to our identified exploration and
exploitation projects.
On February 6, 2001, the East Lost Hills #1 well began flowing gas and
liquid hydrocarbons. Production from this well is being sold at prices indexed
to the California spot market. For the month of February, the index price for
natural gas sold was $12.63 per mcf. We have recorded revenues and expenses
associated with this production for the quarter and six months ended February
28, 2001.
We currently anticipate that we will participate in the drilling of from
three to six exploration/development wells during the next 12 months, although
the number of wells may increase as additional projects are added to our
portfolio. However, there can be no assurance that any such wells will be
drilled and if drilled that any of these wells will be successful.
It is anticipated that the future development of our business will require
additional, and possibly substantial, capital expenditures. Depending upon the
extent of success of our ability to sell additional prospects for cash, the
level of industry participation in our exploration projects, the continuing
results at East Lost Hills and the deep Temblor exploration program, we
anticipate spending a minimum of approximately $8 million for capital
expenditures relating to exploration and development of our projects during
calendar 2001. To limit additional capital expenditures, we intend to form
industry alliances and exchange an appropriate portion of our interest for cash
and/or a carried interest in our exploration projects. We may need to raise
additional funds to cover capital expenditures. These funds may come from cash
flow, equity or debt financing, or from sales of interests in our properties
although there is no assurance continued funding will be available.
On March 9, 2001, we received an aggregate of $11.6 million in gross
proceeds through the issuance and sale of 1,450,000 shares of our common stock.
The common stock was sold pursuant to a Shelf Registration Statement and
Prospectus Supplement. We will net approximately $11.45 million after expenses
and fees. We expect to use these funds primarily to fund exploitation and
development of our East Lost Hills discovery.
At February 28, 2001, we had a working capital amount of approximately
$2,952,000. We had no outstanding long-term debt at February 28, 2001 and had
not entered into any commodity swap arrangements or hedging transactions.
Although we have no current plans to do so, we may enter into commodity swap
and/or hedging transactions in the future in conjunction with oil and gas
production.
The following provides a summary update at our East Lost Hills project in
the San Joaquin Basin of California.
On March 19, 2001, the previous operator, Berkley Petroleum Corporation was
acquired by Anadarko Petroleum Corporation, and effective on that date, Anadarko
became the operator of the East Lost Hills project.
8
During the six months ended February 28, 2001, we purchased an additional
1.5433% working interest at East Lost Hills to bring our total working interest
in the East Lost Hills project to 12.1193%.
On August 26, 1999, we and other working interest owners began drilling the
ELH #1 well, approximately two miles northwest of the #1-17R well. On April 12,
2000, this well had drilled to a total depth of 19,724 feet. Production testing
began on May 28, 2000, and on July 6, 2000, based on the results of the
production testing and other analysis, we announced a natural gas discovery at
the East Lost Hills field. The ELH #1 well is currently producing from a zone in
the lower portion of the Temblor formation. After completion of production
facilities and a connection pipeline, this well commenced first production on
February 6, 2001. We have recorded revenues and expenses associated with this
production for the quarter and six months ended February 28, 2001.
On July 11, 2000, the participants commenced drilling the ELH #2 well. This
well is located approximately 1.5 miles northwest of the ELH #1 and was designed
to drill to a zone in the upper portion of the Temblor formation on the same
structural feature. This ELH #2 well has been drilled and cased to a measured
depth of 18,011 feet. During the flow test portion of the production test, gas
was flowed at approximately 3 mmcf/day. Analysis of the production and pressure
build-up data from the flow test is still in progress, and final test results
will be released upon completion of analysis of this data.
On June 19, 2000, the participants at East Lost Hills commenced drilling
the ELH #3 exploration well in order to test a geologically separate feature
located adjacent to the structure found productive in the ELH #1 well. This well
continues drilling operations at approximately 21,200 feet. Total depth of this
well is projected at 21,750 feet.
On November 26, 2000, the participants commenced drilling the ELH #4,
located approximately four miles southeast of the ELH #1 well. This well is
projected to drill to a total depth of 20,000 feet and targets the same
structure and the same zone currently producing at the ELH #1 well. We are
setting intermediate casing to 17,009 feet.
The participants may drill up to six additional wells in this prospect
during calendar year 2001, although there is no assurance this will occur.
Results of Operations
The quarter ended February 28, 2001 compared with the quarter ended February 29,
2000.
Operations during the quarter ended February 28, 2001 resulted in a net
loss of $35,145 compared to a net loss of $241,300 for the quarter ended
February 29, 2000. The decrease in operating net loss is due largely to oil and
gas operating revenues from production commencing at the East Lost Hills #1 well
on February 6, 2001. In the prior year, we did not own any producing oil or gas
properties, and accordingly, no oil or gas revenues were recognized.
Oil and Gas Revenues and Expenses. Production commenced at the East Lost
Hills #1 well on February 6, 2001. We recorded $235,618 from the sale of
approximately 17,800 mcf of natural gas and $16,742 from the sale of
approximately 650 bbls of oil during the quarter ended February 28, 2001.
Operating expenses during this period were $3,052. We recorded no revenues or
expenses from oil and gas operations for the quarter ended February 29, 2000. We
did not own any producing oil or gas properties before February 6, 2001.
Interest Income. We recorded $57,206 and $27,447 in interest income for the
quarters ended February 28, 2001 and February 29, 2000, respectively. The
increase is attributable to remaining additional cash on hand during the quarter
ending February 28, 2001 from the private placement completed in August of 2000.
9
Depreciation, Depletion and Amortization. We recorded $16,065 and $0 in
depreciation, depletion and amortization expense from oil and gas properties for
the quarters ended February 28, 2001 and February 29, 2000, respectively. The
increase is due to the start of production of the East Lost Hills #1 well on
February 6, 2001. In the prior year, we did not own any producing oil or gas
properties, therefore no DD&A expense was recognized. Depreciation, depletion
and amortization expense in the three months ended February 28, 2001 is computed
using reserve estimates we believe are reasonable and are based on the best
information available. We have not yet prepared a reserve report and expect our
first reserve report to be prepared in conjunction with our fiscal year ending
August 31, 2001. We recorded $4,813 and $4,699 in depreciation expense
associated with capitalized office furniture and equipment during the quarters
ended February 28, 2001 and February 29, 2000, respectively.
General and Administrative Expense. We incurred $320,781 and $263,993 in
general and administrative expenses during the quarters ended February 28, 2001
and February 29, 2000, respectively. The difference is primarily attributable to
increases in investor relations and travel expenses incurred to expand the
recognition of our company in the investment community, as well as an increase
in accounting personnel and related salary expenses.
Interest Expense. We recorded no interest expense for the quarter ended
February 28, 2001 and nominal interest expense for the quarter ended February
29, 2000.
The six months ended February 28, 2001 compared with the six months ended
February 29, 2000.
Operations during the six months ended February 28, 2001 resulted in a net
loss of $192,381 compared to a net loss of $406,927 for the six months ended
February 29, 2000. The decrease in operating net loss is due largely to oil and
gas operating revenues from production commencing at the East Lost Hills #1 well
on February 6, 2001. Prior to February 6, 2001, we did not own any producing oil
or gas properties, and accordingly, no oil or gas operating revenues were
recognized.
Oil and Gas Revenues and Expenses. Production commenced at the East Lost
Hills #1 well on February 6, 2001. We recorded $235,618 from the sale of
approximately 17,800 mcf of natural gas and $16,742 from the sale of
approximately 650 bbls of oil during the six months ended February 28, 2001.
Operating expenses during this period were $3,052. We recorded no revenues or
expenses from oil and gas operating for the six months ended February 29, 2000.
We have not owned any producing or proved oil and gas properties prior to
February 6, 2001.
Interest Income. We recorded $168,334 and $84,289 in interest income for
the six months ended February 28, 2001 and February 29, 2000, respectively. The
increase is attributable to remaining additional cash on hand during the six
months ended February 28, 2001 from the private placement completed in August of
2000.
Depreciation, Depletion and Amortization. We recorded $16,065 and $0 in
depreciation, depletion and amortization expense from oil and gas properties for
the six months ended February 28, 2001 and February 29, 2000, respectively. The
increase is due to production starting at the East Lost Hills #1 well on
February 6, 2001. Depreciation, depletion and amortization expense in the six
months ended February 28, 2001 is computed using reserve estimates we believe
are reasonable and are based on the best information available. In the prior
year, we did not own any producing oil or gas properties, therefore no oil and
gas expenses were recorded. We recorded $8,911 and $9,257 in depreciation
expense associated with capitalized office furniture and equipment during the
six months ended February 28, 2001 and February 29, 2000, respectively.
10
General and Administrative Expense. We incurred $585,047 and $481,838 in
general and administrative expenses during the six months ended February 28,
2001 and February 29, 2000, respectively. The difference is primarily due to
increases in investor relations and travel expenses incurred to expand the
recognition of our company in the investment community. Additional legal expense
associated with restricted stock transactions and other general corporate
purposes also contributed to the increase.
Interest Expense. We recorded no interest expense for the quarter ended
February 28, 2001 and nominal interest expense for the quarter ended February
29, 2000.
PART II.
OTHER INFORMATION
Item 1. Legal Proceedings
Not Applicable
Item 2. Changes in Securities and Use of Proceeds; Recent Sales Of Unregistered
Securities
During January 2001, the market price for our common stock met certain
share price requirements to enable us to give a 30 day notice of repurchase all
remaining outstanding warrants issued in conjunction with a private placement
that was completed in May 2000. During the quarter ended February 28, 2001,
warrants held by ten persons were exercised to purchase a total of 22,000 shares
of our common stock at a purchase price of $4.25 per share. Total proceeds
received from these warrant exercises were $93,500. The issuance of the shares
of common stock upon the exercise of the warrants was made pursuant to
exemptions from registration in accordance with Rules 505 and/or 506 and/or
Sections 3(b) and/or 4(2) of the Securities Act.
Also during the quarter ended February 28, 2001, warrants issued in
conjunction with the August 2000 private placement had been exercised to
purchase 30,000 shares of common stock at an exercise price of $4.80 per share.
This resulted in proceeds to us of $144,000. The issuance of the shares of
common stock upon the exercise of the warrants were made pursuant to exemptions
from registration in accordance with Rules 505 and/or 506 and/or Sections 3(b)
and/or 4(2) of the Securities Act.
On January 5, 2001, our "shelf" registration statement (SEC file number
333-51764) pertaining the sale from time to time of up to $75 million of our
securities was declared effective by the Securities and Exchange Commission. The
securities that may be offered by the Company pursuant to this registration
statement may include shares of common stock, shares of preferred stock, which
may be issued in the form of depositary shares evidenced by depositary receipts,
warrants to purchase common stock, preferred stock or any combination of those
securities, or any combination of any of these securities.
On March 9, 2001, we received a total of $11.6 million in gross proceeds
from the sale of 1,450,000 shares of our common stock. The common stock was sold
pursuant to a prospectus supplement with respect to the shelf registration
statement. We incurred offering expenses of $160,470 in this offering, so that
we received net proceeds of $11,439,530 from this sale of common stock. These
expenses do not include any direct or indirect payments to directors, officers,
persons owning 10% or more of any class of equity securities, or affiliates of
the Company. Because these securities were sold directly by the Company in an
offering that did not involve an underwriter, we did not pay any underwriting
discounts or commissions, finder's fees or other expenses to or for
underwriters.
The proceeds from this sale of common stock are to be used to fund our
planned exploration and development activities, primarily in the San Joaquin
Basin of California, to fund possible acquisitions, and for general corporate
purposes. As of July 13, 2001, the net proceeds continued to be held for those
purposes.
Item 3. Defaults Upon Senior Securities
None
Item 4. Submission of Matters to a Vote of Security Holders
None
Item 5. Other Information
None
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Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
None
(b) During the Quarter ended February 28, 2001, we filed two reports on
Form 8-K:
A Form 8-K was filed on January 17, 2001 reporting a news release
dated January 16, 2001.
A Form 8-K was filed on February 7, 2001 reporting a news release
dated February 7, 2001.
SIGNATURES
----------
In accordance with the requirements of the Exchange Act, the Registrant has
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
PYR ENERGY CORPORATION
Signatures Title Date
---------- ----- ----
/s/ D. Scott Singdahlsen President, Chief Executive Officer July 13, 2001
------------------------- and Chairman Of The Board
D. Scott Singdahlsen
/s/ Andrew P. Calerich Chief Financial Officer, July 13, 2001
----------------------- Vice-President and Secretary
Andrew P. Calerich
12