GEOID Georesources (MM)

HOUSTON, May 11 /PRNewswire-FirstCall/ -- GeoResources, Inc. (NASDAQ:GEOID) announced its first quarter 2007 (pre-mergers) operating results. (Logo: http://www.newscom.com/cgi-bin/prnh/20051114/CGM073LOGO ) On April 17, 2007, the Company completed its mergers with Southern Bay Oil & Gas L.P. and Chandler Energy, LLC. Although GeoResources is the legal acquirer, under generally accepted accounting principles, Southern Bay, being the largest party to the mergers, is deemed to have acquired the Company and the other net assets contributed by Chandler and its related parties. Accordingly, future SEC filings and earnings releases, commencing with the 2nd quarter of 2007, will reflect the current and historical financial statements of Southern Bay with the net assets of the Company and other net assets contributed in the mergers, treated as an acquisition on the date of mergers. The first quarter results discussed herein reflect only the operations of the Company and do not reflect the operations of the combined entity. The Company intends to file required pro forma combined financial information on Form 8-K as soon as reasonably possible, but not later than July 3, 2007, which is the filing deadline for such information. On a pre-mergers basis GeoResources, Inc. announced total revenues of $1,508,028 for the first quarter ended March 31, 2007, compared to $2,164,395 for the same quarter of 2006. Net income for the first quarter of 2007 was $153,788 or $0.04 per share versus net income of $527,688 or $0.14 per share for the comparable 2006 period. Earnings before interest, taxes, depreciation, depletion and amortization (EBITDA) for the quarter were $365,808, down from $825,681 in the same quarter of 2006. The reduction was largely due to non-recurring costs associated with the mergers and costs associated with discontinued operations. GeoResources' oil and gas revenue during the first quarter of 2007 was $1,508,028 generating a gross profit of $644,314 versus revenue of $1,646,149 and gross profit of $856,796 for the same period in 2006. Commodity prices during the 2007 first quarter averaged $46.14 per barrel of oil equivalent (BOE), a 6% decline from the first quarter of 2006. GeoResources sold 32,686 BOE or 363 BOE per day during the first quarter of 2007 compared to 33,500 BOE or 372 BOE per day during the first quarter of 2006, a 2% decline. GeoResources' drilling subsidiary, Western Star Drilling Company, was inactive during the first quarter of 2007 and incurred a loss of $83,232, resulting from fixed costs and depreciation. This compares to revenue of $518,246 generating gross profit of $43,911 for the first quarter of 2006. In connection with the recently completed mergers and the expected significant increase in oil and gas operations, management is considering future alternatives for Western Star Drilling Company, including continued operations or its possible divestiture. (1) EBITDA is defined as earnings before interest, income taxes, depreciation and amortization. EBITDA should not be considered as an alternative to net income (as an indicator of operating performance) or as an alternative to cash flow (as a measure of liquidity or ability to service debt obligations) and is not in accordance with, nor superior to, generally accepted accounting principles, but provides additional information for evaluating us. Our measure of EBITDA may not be the same as similar measures described by other companies. EBITDA is calculated as follows: Quarter Ended March 31, 2007 March 31, 2006 Net Income $153,788 $527,688 Add back: Interest expense 2,769 12,945 Income tax 5,000 71,000 Depreciation and amortization 204,251 214,048 EBITDA $365,808 $825,681 Forward-Looking Statements Information herein contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, which can be identified by words such as "may," "will," "expect," "anticipate," "estimate" or "continue," or comparable words. GeoResources cannot make any assurances that the agreement referenced in this release will close. In addition, all statements other than statements of historical facts that address activities that the company expects or anticipates will or may occur in the future are forward-looking statements. Readers are encouraged to read the SEC reports of the Company, particularly its Form 10-KSB for the Fiscal Year Ended December 31, 2006, for meaningful cautionary language disclosure. PART I. FINANCIAL INFORMATION ITEM 1. Financial Statements GEORESOURCES, INC., AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS March 31, December 31, 2007 2006 (Unaudited) ASSETS CURRENT ASSETS: Cash and equivalents $ 443,162 $ 889,766 Trade receivables, net 1,396,454 1,437,093 Inventories 149,319 141,549 Income tax receivable 39,449 -- Prepaid expenses 70,481 47,268 Total current assets 2,098,865 2,515,676 PROPERTY, PLANT AND EQUIPMENT, at cost: Oil and gas properties, using the full cost method of accounting: Properties being amortized 31,338,474 30,685,572 Properties not subject to amortization 226,212 224,297 Drilling rig and equipment 1,926,535 1,923,035 Other 868,552 861,078 34,359,773 33,693,982 Less accumulated depreciation, depletion amortization and impairment (20,282,075) (20,058,541) Net property, plant and equipment 14,077,698 13,635,441 LEONARDITE ASSETS HELD FOR SALE 550,803 590,225 TOTAL ASSETS $16,727,366 $16,741,342 LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES: Accounts payable $1,539,048 $1,649,972 Accrued expenses 277,551 320,692 Income taxes payable -- 60,551 Current portions of capital lease obligations -- 13,298 Total current liabilities 1,816,599 2,044,513 LONG-TERM DEBT, less current maturities 50,000 -- ASSET RETIREMENT OBLIGATION 2,551,990 2,521,840 DEFERRED INCOME TAXES Related to continuing operations 773,000 768,000 Related to discontinued operations 243,000 268,000 Total liabilities 5,434,589 5,602,353 STOCKHOLDERS' EQUITY: Common stock, par value $.01 per share; authorized 10,000,000 shares; issued and outstanding, 3,782,769 and 3,782,769 shares, respectively 37,828 37,828 Additional paid-in capital 432,791 432,791 Retained earnings 10,822,158 10,668,370 Total stockholders' equity 11,292,777 11,138,989 TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $16,727,366 $16,741,342 GEORESOURCES, INC., AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) Three Months Ended March 31, 2007 2006 OPERATING REVENUES: Oil and gas sales $1,508,028 $1,646,149 Drilling revenue -- 518,246 1,508,028 2,164,395 OPERATING COSTS AND EXPENSES: Oil and gas production costs and taxes 671,966 627,516 Drilling costs 81,419 474,335 Depreciation and depletion 204,251 214,048 Selling, general and administrative 204,429 170,801 1,162,065 1,486,700 Operating income 345,963 677,695 OTHER INCOME (EXPENSE): Interest expense (2,769) (12,945) Interest income 2,389 4,321 Professional fees related to mergers (140,855) -- Other income, net 4,650 5,390 (136,585) (3,234) Income before income taxes 209,378 674,461 Income tax expense (5,000) (71,000) Income from continuing operations 204,378 603,461 DISCONTINUED OPERATIONS: Loss from leonardite operations (75,590) (91,773) Income tax (expense) benefit 25,000 16,000 (50,590) (75,773) Net Income $153,788 $527,688 EARNINGS PER SHARE: Income from continuing operations .05 .16 Income (loss) from discontinued operations (.01) (.02) Net Income, basic and diluted $.04 $.14 GEORESOURCES, INC., AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) Three Months Ended March 31, 2007 2006 CASH FLOWS FROM OPERATING ACTIVITIES: Net income $153,788 $527,688 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and depletion 216,620 215,761 Accretion of asset retirement obligation 30,150 27,700 Deferred income taxes (20,000) 27,000 Other 1,250 1,250 Changes in assets and liabilities: Decrease (increase) in: Trade receivables 40,639 84,293 Inventories 18,082 (33,977) Income taxes receivable (39,449) -- Prepaid expenses and other (22,013) (124,794) Increase (decrease) in: Accounts payable 130,749 156,721 Accrued expenses (43,141) (68,764) Income taxes payable (60,551) 18,000 Net cash provided by operating activities 406,124 830,878 CASH FLOWS FROM INVESTING ACTIVITIES: Additions to property, plant and equipment (908,714) (733,137) Proceeds from sale of property, plant and equipment 19,284 18,133 Net cash used in investing activities (889,430) (715,004) CASH FLOWS FROM FINANCING ACTIVITIES: Principal payments on long-term capital lease obligation (13,298) (10,146) Proceeds from long-term borrowings 50,000 -- Proceeds from stock options exercised -- 4,620 Principal payments on long-term debt -- (254,632) Net cash provided by (used in) financing activities 36,702 (260,158) NET DECREASE IN CASH AND EQUIVALENTS (446,604) (144,284) CASH AND EQUIVALENTS, beginning of period 889,766 1,669,882 CASH AND EQUIVALENTS, end of period $443,162 $1,525,598 SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: Cash paid for: Interest $2,769 $12,945 Income taxes 100,000 10,000 http://www.newscom.com/cgi-bin/prnh/20051114/CGM073LOGO http://photoarchive.ap.org/ DATASOURCE: GeoResources, Inc. CONTACT: Cathy Kruse of GeoResources, Inc., +1-701-572-2020 x113, Web site: http://www.georesources.net/

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