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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 2, 2006
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DORCHESTER MINERALS, L.P.
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(Exact name of Registrant as specified in its charter)
Delaware 000-50175 81-0551518
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(State or other jurisdiction of Commission (I.R.S. Employer
incorporation or organization) File Number Identification No.)
3838 Oak Lawn, Suite 300 75219
Dallas, Texas -----
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(Address of principal executive offices)
Registrant's telephone number, including area code: (214) 559-0300
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N/A
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(Former name, former address and former fiscal year,
if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (See General Instruction A.2. below):
[] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
Item 2.02 Results of Operations and Financial Condition
The Registrant is furnishing its press release dated
May 2, 2006 which announces the Registrant's results for the
quarter ended March 31, 2006. A copy of the press release is
attached hereto as Exhibit 99.1 to this Form 8-K and
incorporated herein by reference.
In accordance with general instructions B.2 and B.6 of Form 8-K,
the information disclosed in this report under Item 2.02,
including Exhibit 99.1, is being furnished and shall not be
deemed "filed" for the purposes of Section 18 of the Securities
Exchange Act of 1934, as amended, or otherwise subject to the
liability of that section, and shall not be deemed incorporated
by reference into any filing under the Securities Act of 1933,
as amended.
Item 7.01 Regulation FD Disclosure
On May 2, 2006, the Registrant issued a press release
announcing the Registrant's results for the quarter ended
March 31, 2006. A copy of the press release is attached
as Exhibit 99.1 to this Form 8-K.
In accordance with general instructions B.2 and B.6 of Form 8-K,
the information disclosed in this report under Item 7.01,
including Exhibit 99.1, is being furnished and shall not be
deemed "filed" for the purposes of Section 18 of the Securities
Exchange Act of 1934, as amended, or otherwise subject to the
liability of that section, and shall not be deemed incorporated
by reference into any filing under the Securities Act of 1933,
as amended.
Item 8.01 Other
On March 30, 2006, the registrant entered into an agreement to
lease certain of the Registrant's mineral interests in Arkansas.
The disclosure provided in the copy of the press release
attached as Exhibit 99.1 with respect to the leasing transaction
is hereby incorporated by reference into this Item 8.01 with
respect to such leasing transaction.
Item 9.01 Financial Statements and Exhibits
(c) Exhibits
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99.1 Press Release dated May 2, 2006 announcing the
Registrant's 2006 first quarter results.
SIGNATURE
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.
DORCHESTER MINERALS, L.P.
Registrant
by Dorchester Minerals Management LP
its General Partner,
by Dorchester Minerals Management GP LLC
its General Partner
Date: May 2, 2006
By: /s/ William Casey McManemin
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William Casey McManemin
Chief Executive Officer
EXHIBIT INDEX
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99.1 Press Release dated May 2, 2006.
Exhibit 99.1
NEWS RELEASE
Dorchester Minerals, L.P.
Release Date: May 2, 2006 3838 Oak Lawn Ave., Suite 300
Dallas, Texas 75219-4541
Contact: Casey McManemin Telephone (214) 559-0300
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DORCHESTER MINERALS, L.P. ANNOUNCES FIRST QUARTER RESULTS
DALLAS, TEXAS -- Dorchester Minerals, L.P. (the "Partnership")
announced today the Partnership's net earnings for the first quarter ended
March 31, 2006 of $13,060,000, or $0.45 per common unit.
A comparison of results for the periods ending March 31, 2006 and
March 31, 2005 are set forth below:
Three Months Ended
March 31,
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2006 2005
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Operating Revenues $ 19,267,000 $ 14,397,000
Depletion and Amortization (4,708,000) (5,137,000)
All Other Expenses, Net (1,499,000) (1,384,000)
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Net Earnings $ 13,060,000 $ 7,876,000
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Net Earnings Per Common Unit $0.45 $0.27
The Partnership previously declared its first quarter distribution in
the amount of $0.729852 per common unit payable on May 11, 2006 to common unit
holders of record as of May 1, 2006. The Partnership's cash distributions are
not comparable to its net earnings due to timing and other differences including
depletion.
Dorchester Minerals, L.P. is a Dallas based owner of producing and
non-producing crude oil and natural gas mineral, royalty, overriding royalty,
net profits, and leasehold interests and its common units trade on the Nasdaq
Stock Market under the symbol DMLP.
ARKANSAS LEASE TRANSACTION
On March 30, 2006 we entered into an agreement with a large independent
oil and gas exploration company pursuant to which we will grant leases on our
interest in 9,800 net mineral acres for terms including lease bonus of $625 per
acre, one-quarter royalty and optional working interest participation in certain
circumstances. We received a non-refundable lease bonus down payment in the
amount of $616,062.50 on March 29, 2006. The agreement provides for payment of
the remaining bonus consideration, estimated to be approximately $5,500,000, on
or before June 29, 2006. Payment of the remaining lease bonus is contingent upon
conditions customarily found in transactions of this type including confirmation
of our title to the properties.
FORWARD-LOOKING STATEMENTS
Portions of this document may constitute "forward-looking
statements" as defined by federal law. Such statements are subject to certain
risks, uncertainties and assumptions. 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. Examples of such uncertainties and risk factors include, but are not
limited to, changes in the price or demand for oil and natural gas, changes in
the operations on or development of the Partnership's properties, changes in
economic and industry conditions and changes in regulatory requirements
(including changes in environmental requirements) and the Partnership's
financial position, business strategy and other plans and objectives for future
operations. These and other factors are set forth in the Partnership's filings
with the Securities and Exchange Commission.