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): November 7, 2003
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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.)
3738 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)
Item 7. Financial Statements and Exhibits.
(c) Exhibits
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99.1 Press Release dated November 7, 2003 Announcing Third
Quarter Results
Item 9. Regulation FD Disclosure.
See Item 12. Results of Operations and Financial Condition.
Item 12. Results of Operations and Financial Condition.
The Registrant is furnishing its press release dated November 7, 2003,
which announces the Registrant's third quarter results. The press release is
attached hereto as Exhibit 99.1 and incorporated herein by reference.
Limitation on Incorporation by Reference
In accordance with general instructions B.2 and B.6 of Form 8-K, the
information in this report, including exhibits, is furnished pursuant to Items 9
and 12 and shall not be deemed "filed" for the purposes of Section 18 of the
Securities Exchange Act of 1934, or otherwise subject to the liability of that
section.
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: November 7, 2003 By: /s/ William Casey McManemin
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William Casey McManemin
Chief Executive Officer
Exhibit 99.1
NEWS RELEASE Dorchester Minerals, L.P.
Release Date: November 7, 2003 3738 Oak Lawn Ave., Suite 300
Dallas, Texas 75219-4379
Contact: Casey McManemin (214) 559-0300
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DORCHESTER MINERALS, L.P. ANNOUNCES THIRD QUARTER RESULTS
DALLAS, TEXAS -- Dorchester Minerals, L.P. (the "Partnership") announced
today the Partnership's net earnings (loss) for the quarter ended September 30,
2003 as follows:
Earnings before non-cash impairment (Non-GAAP) $ 4,904,000
Earnings before non-cash impairment (Non-GAAP), per unit $ 0.18
Non-cash impairment charge $ 21,590,000
Non-cash impairment charge, per unit $ 0.78
Net loss $ (16,686,000)
Net loss per unit $ (0.60)
The non-cash impairment charge reflects an impairment of the Partnership's
capitalized costs in accordance with the full-cost method of accounting, and
does not affect the Partnership's cash flow from operations or cash
distributions to unitholders. The Partnership's cash distributions are not
comparable to its net earnings due to timing and other differences including
depletion. (The last paragraph of this release contains a discussion of the
Partnership's use of net earnings before non-cash impairment charges, which is a
financial measure not defined by generally accepted accounting principles.)
A comparison of the Partnership's results for the three and nine month
periods ending September 30, 2003 and 2002, respectively, are set forth below:
Three Months Ended Nine Months Ended
September 30, September 30,
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2003 2002 2003 2002
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Net Operating Revenues $ 12,548,000 $ 4,509,000 $ 37,804,000 $12,857,000
Depreciation, Depletion,
Amortization (6,600,000) (539,000) (18,243,000) (1,616,000)
Non-Cash Impairment (21,590,000) --- (43,804,000) ---
All Other Expenses, Net (1,044,000) (1,310,000) (7,428,000) (4,026,000)
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Net Earnings (Loss) $(16,686,000) $ 2,660,000 $(31,671,000) $ 7,215,000
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Net Earnings (Loss)
Per Unit $ (.60) $ 0.24 $ (1.22) $ 0.66
Earnings Excluding Non-Cash
Impairment (Non-GAAP) $ 4,904,000 $ 12,133,000
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Earnings Per Unit
Excluding Non-Cash
Impairment (Non-GAAP) $ 0.18 $ 0.47
This is the third earnings report for the Partnership since the combination
of the business and properties of Dorchester Hugoton, Ltd. (Hugoton), Republic
Royalty Company (Republic) and Spinnaker Royalty Company (Spinnaker) on January
31, 2003. In accordance with applicable accounting rules, Hugoton was deemed to
be the acquirer of the Republic and Spinnaker assets. Year-to-date 2003 results
reflect Hugoton's operations during January and the Partnership's operations
during February through September. The acquisitions of Republic and Spinnaker's
assets were recorded at values assigned in accordance with purchase accounting
rules, which values significantly exceed the historical book values of these
assets prior to the combination. In accordance with full-cost accounting rules,
the non-cash impairment charge results primarily from these increased values and
changes in prevailing oil and gas product prices since the combination
transaction. Year-to-date 2003 earnings include previous non-cash impairment
charges, and severance (employee retention) payments and other payments made by
Hugoton immediately prior to the combination transaction. Accounting methods
require the quarter ended September 30, 2003 and Year-to-Date 2003 Partnership
results to be compared to Hugoton results for the corresponding periods during
2002.
Dorchester Minerals, L.P. is a Dallas area based owner of producing and
non-producing natural gas and crude oil royalty, overriding royalty, net
profits, and leasehold interests and its units trade on the Nasdaq Stock Market
under the symbol DMLP.
This press release contains non-generally accepted accounting principle
financial measures of earnings before non-cash charges. The amounts included in
the calculation of these measures are computed in accordance with generally
accepted accounting principles (GAAP), with the exception of the exclusion of
the non-cash impairment charge. We believe that this measure is useful to
unitholders because energy industry investors generally see disclosure of
earnings before impairment charges and because it is consistent with industry
practice.
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