UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D. C. 20549
FORM
10-Q
☒
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For
the quarterly period ended September 30, 2023
OR
☐
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For
the transition period from to
Commission
File No. 1-31785
MEXCO
ENERGY CORPORATION
(Exact
name of registrant as specified in its charter)
Colorado
84-0627918
( State
or other jurisdiction of
(IRS
Employer
incorporation
or organization)
Identification
Number)
415
West Wall Street , Suite 475
Midland ,
Texas
79701
(Address
of principal executive offices)
(Zip
code)
(432)
682-1119
(Registrant’s
telephone number, including area code)
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class
Trading
Symbol(s)
Name
of each exchange on which registered
Common
Stock, par value $0.50 per share
MXC
NYSE
American
Indicate
by check mark whether the registrant (1) has 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 and (2) has been subject to such filing requirements for the past 90 days. YES ☒ NO
☐
Indicate
by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule
405 of Regulation S-T (§ 229.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant
was required to submit and post such files). Yes ☒ No ☐
Indicate
by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting
company as defined in Rule 12b-2 of the Exchange Act.
Large
Accelerated Filer ☐
Accelerated
Filer ☐
Non-Accelerated
Filer ☐
Smaller
reporting company ☒
Emerging
growth company ☐
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate
by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). YES ☐ NO ☒
The
number of shares outstanding of the registrant’s common stock, par value $.50 per share, as of November 8, 2023 was 2,104,500 .
MEXCO
ENERGY CORPORATION AND SUBSIDIARIES
Table
of Contents
Page
PART
I. FINANCIAL INFORMATION
Item
1.
Financial
Statements
Consolidated
Balance Sheets as of September 30, 2023 (Unaudited) and March 31, 2023
3
Consolidated
Statements of Operations (Unaudited) for the three months and six months ended September 30, 2023 and September 30, 2022
4
Consolidated
Statements of Changes in Stockholders’ Equity (Unaudited) for the three and six months ended September 30, 2023 and September
30, 2022
5
Consolidated
Statements of Cash Flows (Unaudited) for the six months ended September 30, 2023 and September 30, 2022
6
Notes
to Consolidated Financial Statements (Unaudited)
7
Item
2.
Management’s
Discussion and Analysis of Financial Condition and Results of Operations
13
Item
3.
Quantitative
and Qualitative Disclosures About Market Risk
17
Item
4.
Controls
and Procedures
17
PART
II. OTHER INFORMATION
Item
1.
Legal
Proceedings
18
Item
1A.
Risk
Factors
18
Item
6.
Exhibits
18
SIGNATURES
19
CERTIFICATIONS
18
Page 2
PART
I – FINANCIAL INFORMATION
Item
1. Financial Statements
Mexco
Energy Corporation and Subsidiaries
CONSOLIDATED
BALANCE SHEETS
September
30, 2023
March
31, 2023
(Unaudited)
ASSETS
Current
assets
Cash
and cash equivalents
$ 2,585,192
$ 2,235,771
Accounts
receivable:
Oil
and natural gas sales
800,051
1,366,784
Trade
1,875
7,031
Prepaid
costs and expenses
47,273
56,502
Prepaid
drilling
37,247
67,951
Total
current assets
3,471,638
3,734,039
Property
and equipment, at cost
Oil
and gas properties, using the full cost method
46,750,776
45,391,634
Other
121,926
121,926
Accumulated
depreciation, depletion and amortization
( 33,083,461 )
( 32,215,095 )
Property
and equipment, net
13,789,241
13,298,465
Investments
– cost basis
900,000
700,000
Operating
lease, right-of-use asset
47,709
75,629
Other
noncurrent assets
10,747
12,156
Total
assets
$ 18,219,335
$ 17,820,289
LIABILITIES
AND STOCKHOLDERS’ EQUITY
Current
liabilities
Accounts
payable and accrued expenses
$ 178,749
$ 201,897
Operating
lease liability, current
47,709
56,366
Total
current liabilities
226,458
258,263
Long-term
liabilities
Operating
lease liability, long-term
-
19,263
Asset
retirement obligations
697,552
710,276
Deferred
income tax liabilities
149,862
-
Total
long-term liabilities
847,414
729,539
Total
liabilities
1,073,872
987,802
Commitments
and contingencies
-
-
Stockholders’
equity
Preferred
stock - $ 1.00 par value; 10,000,000 shares authorized; none outstanding
-
-
Common
stock - $ 0.50 par value; 40,000,000 shares authorized; 2,221,916 and 2,221,416 shares issued; and, 2,110,500 and 2,136,000 shares
outstanding as of September 30, 2023 and March 31, 2023, respectively
1,110,958
1,110,708
Additional
paid-in capital
8,437,680
8,321,145
Retained
earnings
8,512,576
7,991,129
Treasury
stock, at cost ( 111,416 and 85,416 shares, respectively)
( 915,751 )
( 590,495 )
Total
stockholders’ equity
17,145,463
16,832,487
Total
liabilities and stockholders’ equity
$ 18,219,335
$ 17,820,289
The
accompanying notes are an integral part of the consolidated financial statements.
Page 3
Mexco
Energy Corporation and Subsidiaries
CONSOLIDATED
STATEMENTS OF OPERATIONS
(Unaudited)
2023
2022
2023
2022
Three
Months Ended
September
30,
Six
Months Ended
September
30,
2023
2022
2023
2022
Operating
revenues:
Oil
sales
$ 1,099,806
$ 1,397,875
$ 2,529,484
$ 2,957,196
Natural
gas sales
280,904
884,020
566,316
1,740,812
Other
25,900
42,897
59,229
76,757
Total
operating revenues
1,406,610
2,324,792
3,155,029
4,774,765
Operating
expenses:
Production
392,674
394,445
742,081
829,473
Accretion
of asset retirement obligations
7,540
7,830
14,896
15,349
Depreciation,
depletion, and amortization
382,180
384,379
868,366
771,507
General
and administrative
305,543
297,956
646,512
588,199
Total
operating expenses
1,087,937
1,084,610
2,271,855
2,204,528
Operating
income
318,673
1,240,182
883,174
2,570,237
Other
income (expenses):
Interest
income
26,364
58
50,059
93
Interest
expense
( 1,079 )
( 3,561 )
( 2,160 )
( 6,692 )
Net
other income (expense)
25,285
( 3,503 )
47,899
( 6,599 )
Income
before provision for income taxes
343,958
1,236,679
931,073
2,563,638
Income
tax expense:
Current
13,346
24,963
46,164
53,250
Deferred
61,179
-
149,862
-
Total
income tax expense
74,525
24,963
196,026
53,250
Net
income
$ 269,433
$ 1,211,716
$ 735,047
$ 2,510,388
Income per common
share:
Basic:
$ 0.13
$ 0.56
$ .35
$ 1.17
Diluted:
$ 0.12
$ 0.55
$ .34
$ 1.13
Weighted average
common shares outstanding:
Basic:
2,122,336
2,149,416
2,129,213
2,149,416
Diluted:
2,174,713
2,218,511
2,178,719
2,217,627
The
accompanying notes are an integral part of
the
consolidated financial statements.
Page 4
Mexco
Energy Corporation and Subsidiaries
CONSOLIDATED
STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY
(Unaudited)
Common
Stock Par Value
Additional
Paid-In Capital
Retained
Earnings (Losses)
Treasury
Stock
Total
Stockholders’
Equity
Balance
at April 1, 2023
$ 1,110,708
$ 8,321,145
$ 7,991,129
$ ( 590,495 )
$ 16,832,487
Net
income
-
-
465,614
-
465,614
Dividends
paid
-
-
( 213,600 )
-
( 213,600 )
Issuance
of stock through options exercised
250
2,712
-
-
2,962
Stock
based compensation
-
54,975
-
-
54,975
Balance at June 30,
2023
$ 1,110,958
$ 8,378,832
$ 8,243,143
$ ( 590,495 )
$ 17,142,438
Net
income
-
-
269,433
-
269,433
Purchase
of stock
-
-
-
( 325,256 )
( 325,256 )
Stock
based compensation
-
58,848
-
-
58,848
Balance
at September 30, 2023
$ 1,110,958
$ 8,437,680
$ 8,512,576
$ ( 915,751 )
$ 17,145,463
Common
Stock Par Value
Additional
Paid-In Capital
Retained
Earnings
Treasury
Stock
Total
Stockholders’
Equity
Balance
at April 1, 2022
$ 1,108,208
$ 8,133,982
$ 3,328,427
$ ( 346,001 )
$ 12,224,616
Net
income
-
-
1,298,672
-
1,298,672
Stock
based compensation
-
25,571
-
-
25,571
Balance at June 30,
2022
$ 1,108,208
$ 8,159,553
$ 4,627,099
$ ( 346,001 )
$ 13,548,859
Balance
$ 1,108,208
$ 8,159,553
$ 4,627,099
$ ( 346,001 )
$ 13,548,859
Net
income
-
-
1,211,716
-
1,211,716
Profit
from purchase of stock by insider
-
30,179
-
-
30,179
Stock
based compensation
-
34,431
-
-
34,431
Balance
at September 30, 2022
$ 1,108,208
$ 8,224,163
$ 5,838,815
$ ( 346,001 )
$ 14,825,185
Balance
$ 1,108,208
$ 8,224,163
$ 5,838,815
$ ( 346,001 )
$ 14,825,185
SHARE
ACTIVITY
Common
stock shares, issued:
Balance
at April 1, 2023
2,221,416
Issued
500
Balance
at September 30, 2023
2,221,916
Common
stock shares, held in treasury:
Balance
at April 1, 2023
( 85,416 )
Acquisitions
( 26,000 )
Balance
at September 30, 2023
( 111,416 )
Common stock shares, outstanding at September 30, 2023
2,110,500
The
accompanying notes are an integral part of the consolidated financial statements.
Page 5
Mexco
Energy Corporation and Subsidiaries
CONSOLIDATED
STATEMENTS OF CASH FLOWS
For
the Six Months Ended September 30,
(Unaudited)
2023
2022
Cash
flows from operating activities:
Net
income
$ 735,047
$ 2,510,388
Adjustments to reconcile net income to net cash provided by operating activities:
Deferred
income tax expense
149,862
-
Stock-based
compensation
113,823
60,002
Depreciation,
depletion and amortization
868,366
771,507
Accretion
of asset retirement obligations
14,896
15,349
Amortization
of debt issuance costs
2,159
6,263
Changes
in operating assets and liabilities:
Decrease
in accounts receivable
571,889
124,486
Decrease
in right-of-use asset
27,920
26,893
Decrease
in prepaid expenses
9,229
9,540
Decrease
in accounts payable and accrued expenses
( 27,933 )
( 63,588 )
Settlement
of asset retirement obligations
( 6,975 )
( 15,860 )
Decrease
in operating lease liability
( 27,919 )
( 26,893 )
Net
cash provided by operating activities
2,430,364
3,418,087
Cash
flows from investing activities:
Additions
to oil and gas properties
( 1,650,812 )
( 4,245,064 )
Drilling
refund
-
18,329
Investments
in limited liability companies at cost
( 200,000 )
( 25,000 )
Proceeds
from sale of oil and gas properties and equipment
306,513
-
Additions
to other property and equipment
-
( 1,718 )
Net
cash used in investing activities
( 1,544,299 )
( 4,253,453 )
Cash
flows from financing activities:
Proceeds
from exercise of stock options
2,962
-
Profits
from purchase of stock by insider
-
30,179
Acquisition
of treasury stock
( 325,256 )
-
Dividends
paid
( 213,600 )
-
Debt
issuance costs
( 750 )
-
Proceeds
from long-term debt
-
500,000
Reduction
of long-term debt
-
( 500,000 )
Net
cash (used in) provided by financing activities
( 536,644 )
30,179
Net
increase (decrease) in cash and cash equivalents
349,421
( 805,187 )
Cash
and cash equivalents at beginning of period
2,235,771
1,370,766
Cash
and cash equivalents at end of period
$ 2,585,192
$ 565,579
Non-cash
investing and financing activities:
Asset
retirement obligations
$ 2,495
$ 21,197
The
accompanying notes are an integral part of the consolidated financial statements.
Page 6
Mexco
Energy Corporation and Subsidiaries
NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1.
Nature of Operations
Mexco
Energy Corporation (a Colorado corporation) and its wholly owned subsidiaries, Forman Energy Corporation (a New York corporation), Southwest
Texas Disposal Corporation (a Texas corporation) and TBO Oil & Gas, LLC (a Texas limited liability company) (collectively, the “Company”)
are engaged in the acquisition, exploration, development and production of crude oil, natural gas, condensate and natural gas liquids
(“NGLs”). Most of the Company’s oil and gas interests are centered in the West Texas and Southeastern New Mexico; however,
the Company owns producing properties and undeveloped acreage in fourteen states. All of the Company’s oil and gas interests are
operated by others.
2.
Basis of Presentation and Significant Accounting Policies
Principles
of Consolidation . The consolidated financial statements include the accounts of Mexco Energy Corporation and its wholly owned subsidiaries.
All significant intercompany balances and transactions associated with the consolidated operations have been eliminated.
Estimates
and Assumptions . In preparing consolidated financial statements in conformity with accounting principles generally accepted in the
United States of America (“GAAP”), management is required to make informed judgments, estimates and assumptions that affect
the reported amounts of assets and liabilities as of the date of the consolidated financial statements and affect the reported amounts
of revenues and expenses during the reporting period. In addition, significant estimates are used in determining proved oil and gas reserves.
Although management believes its estimates and assumptions are reasonable, actual results may differ materially from those estimates.
The estimate of the Company’s oil and natural gas reserves, which is used to compute depreciation, depletion, amortization and
impairment of oil and gas properties, is the most significant of the estimates and assumptions that affect these reported results.
Interim
Financial Statements . In the opinion of management, the accompanying unaudited consolidated financial statements contain all adjustments
(consisting only of normal recurring accruals) necessary to present fairly the financial position of the Company as of September 30,
2023, and the results of its operations and cash flows for the interim periods ended September 30, 2023 and 2022. The consolidated financial
statements as of September 30, 2023 and for the three and six month periods ended September 30, 2023 and 2022 are unaudited. The consolidated
balance sheet as of March 31, 2023 was derived from the audited balance sheet filed in the Company’s 2023 annual report on Form
10-K filed with the Securities and Exchange Commission (“SEC”). The results of operations for the periods presented are not
necessarily indicative of the results to be expected for a full year. The accounting policies followed by the Company are set forth in
more detail in Note 2 of the “Notes to Consolidated Financial Statements” in the Form 10-K. Certain information and footnote
disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United
States of America have been condensed or omitted in this Form 10-Q pursuant to the rules and regulations of the SEC. However, the disclosures
herein are adequate to make the information presented not misleading. It is suggested that these consolidated financial statements be
read in conjunction with the consolidated financial statements and notes thereto included in the Form 10-K.
Investments .
The Company accounts for investments of less than 3% in any limited liability companies at cost . The Company has no control of the
limited liability companies. The cost of the investment is recorded as an asset on the consolidated balance sheets and when income from
the investment is received, it is immediately recognized on the consolidated statements of operations.
Reclassifications .
Certain amounts in prior periods’ consolidated financial statements have been reclassified to conform with the current period’s
presentation. These reclassifications had no effect on previously reported results of operations, retained earnings or net cash flows.
3.
Asset Retirement Obligations
The
Company’s asset retirement obligations (“ARO”) relate to the plugging of wells, the removal of facilities and equipment,
and site restoration on oil and gas properties. The fair value of a liability for an ARO is recorded in the period in which it is incurred,
discounted to its present value using the credit adjusted risk-free interest rate, and a corresponding amount capitalized by increasing
the carrying amount of the related long-lived asset. The liability is accreted each period until the liability is settled or the well
is sold, at which time the liability is removed. The related asset retirement cost is capitalized as part of the carrying amount of our
oil and natural gas properties. The ARO is included on the consolidated balance sheets with the current portion being included in the
accounts payable and other accrued expenses.
Page 7
The
following table provides a rollforward of the AROs for the first six months of fiscal 2024:
Schedule
of Rollforward of Asset Retirement Obligations
Carrying
amount of asset retirement obligations as of April 1, 2023
$ 730,276
Liabilities
incurred
2,495
Liabilities
settled
( 30,115 )
Accretion
expense
14,896
Carrying amount of
asset retirement obligations as of September 30, 2023
717,552
Less:
Current portion
20,000
Non-Current
asset retirement obligation
$ 697,552
4.
Long Term Debt
On
December 28, 2018, the Company entered into a loan agreement (the “Agreement”) with West Texas National Bank (“WTNB”),
which originally provided for a credit facility of $ 1,000,000 with a maturity date of December 28, 2021 . The Agreement has no monthly
commitment reduction and a borrowing base to be evaluated annually.
On
February 28, 2020, the Agreement was amended to increase the credit facility to $ 2,500,000 , extend the maturity date to March 28, 2023
and increase the borrowing base to $ 1,500,000 . On March 28, 2023, the Agreement was amended to extend the maturity date to March 28,
2026 .
Under
the Agreement, interest on the facility accrues at a rate equal to the prime rate as quoted in the Wall Street Journal plus one-half
of one percent ( 0.5 % ) floating daily. Interest on the outstanding amount under the Agreement is payable monthly. In addition, the Company
will pay an unused commitment fee in an amount equal to one-half of one percent (0.5%) times the daily average of the unadvanced amount
of the commitment . The unused commitment fee is payable quarterly in arrears on the last day of each calendar quarter. As of September
30, 2023, there was $ 1,500,000 available for borrowing by the Company on the facility.
No
principal payments are anticipated to be required through the maturity date of the credit facility, March 28, 2026 . Upon closing the
second amendment to Agreement, the Company paid a loan origination fee of $ 9,000 plus legal and recording expenses totaling $ 12,950 ,
which were deferred over the life of the credit facility.
Amounts
borrowed under the Agreement are collateralized by the common stock of the Company’s wholly owned subsidiaries and substantially
all of the Company’s oil and gas properties.
The
Agreement contains customary covenants for credit facilities of this type including limitations on change in control, disposition of
assets, mergers and reorganizations. The Company is also obligated to meet certain financial covenants under the Agreement and requires
senior debt to earnings before interest, taxes, depreciation and amortization (“EBITDA”) ratios (Senior Debt/EBITDA) less
than or equal to 4.00 to 1.00 measured with respect to the four trailing quarters and minimum interest coverage ratios (EBITDA/Interest
Expense) of 2.00 to 1.00 for each quarter.
In
addition, this Agreement prohibits the Company from paying cash dividends on its common stock without written permission of WTNB. The
Company obtained written permission from WTNB prior to declaring the special dividend on April 10, 2023 as discussed in Note 10. The
Agreement does not permit the Company to enter into hedge agreements covering crude oil and natural gas prices without prior WTNB approval.
There
was no balance outstanding on the line of credit as of September 30, 2023.
5.
Stock-based Compensation
The
Company recognized stock-based compensation expense of $ 58,848 and $ 34,431 in general and administrative expense in the Consolidated
Statements of Operations for the three months ended September 30, 2023 and 2022, respectively. Stock-based compensation expense recognized
for the six months ended September 30, 2023 and 2022 was $ 113,823 and $ 60,002 , respectively. The total cost related to non-vested awards
not yet recognized at September 30, 2023 totals $ 618,338 which is expected to be recognized over a weighted average of 2.64 years.
During
the six months ended September 30, 2023, the Compensation Committee of the Board of Directors approved and the Company granted 32,000
stock options exercisable at $ 12.68 per share with an estimated fair value of $ 279,360 . During the six months ended September 30, 2022,
the Compensation Committee of the Board of Directors approved and the Company granted 31,000 stock options exercisable at $ 18.05 per
share with an estimated fair value of $ 385,640 . These options are exercisable at a price not less than the fair market value of the stock
at the date of grant, have an exercise period of ten years and generally vest over four years .
Page 8
Included
in the following table is a summary of the grant-date fair value of stock options granted and the related assumptions used in the Binomial
models for stock options granted during the six months ended September 30, 2023 and 2022. All such amounts represent the weighted average
amounts.
Schedule
of Grant-date Fair Value of Stock Options Granted and Assumptions Used Binominal Models
Six
Months Ended September 30
2023
2022
Grant-date
fair value
$ 8.73
$ 18.05
Volatility
factor
56.5 %
57.3 %
Dividend
yield
-
-
Risk-free
interest rate
3.44 %
3.15 %
Expected
term (in years)
6.25
6.25
The
following table is a summary of activity of stock options for the six months ended September 30, 2023:
Summary
of Activity of Stock Options
Number
of Shares
Weighted
Average Exercise Price
Weighted
Average Remaining Contract Life in Years
Intrinsic
Value
Outstanding
at April 1, 2023
139,250
$ 8.36
7.04
$ 419,853
Granted
32,000
12.68
Exercised
( 500 )
5.93
Forfeited
or Expired
-
-
Outstanding at September
30, 2023
170,750
$ 9.18
7.10
$ 375,525
Vested at September
30, 2023
90,500
$ 6.42
5.72
$ 448,753
Exercisable at September
30, 2023
90,500
$ 6.42
5.72
$ 448,753
During
the six months ended September 30, 2023, stock options covering 500 shares were exercised with a total intrinsic value of $ 2,416 . The
Company received proceeds of $ 2,962 from these exercises. During the six months ended September 30, 2022, no stock options were exercised.
There
were no stock options forfeited or expired during the six months ended September 30, 2023 and 2022. No forfeiture rate is assumed for
stock options granted to directors or employees due to the forfeiture rate history of these types of awards.
Outstanding
options at September 30, 2023 expire between August 2024 and April 2033 and have exercise prices ranging from $ 3.34 to $ 18.05 .
6.
Leases
The
Company leases approximately 4,160 rentable square feet of office space from an unaffiliated third party for our corporate office located
in Midland, Texas. This includes 1,112 square feet of office space shared with and paid by our majority shareholder. The lease does not
include an option to renew and is a 36 -month lease that was to expire in May 2021. In June 2020, in exchange for a reduction in rent
for the months of June and July 2020, the Company agreed to a 2-month extension to its current lease agreement at the regular monthly
rate extending its current lease expiration date to July 2021 . In June 2021, the Company agreed to extend its current lease at a flat
(unescalated) rate for 36 months . The amended lease now expires on July 31, 2024 .
Page 9
The
Company determines an arrangement is a lease at inception. Operating leases are recorded in operating lease right-of-use asset, operating
lease liability, current, and operating lease liability, long-term on the consolidated balance sheets.
Operating
lease right-of-use assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent
its obligation to make lease payments arising from the lease. Operating lease assets and liabilities are recognized at the commencement
date based on the present value of lease payments over the lease term. As the Company’s lease does not provide an implicit rate,
the Company uses the incremental borrowing rate based on the information available at commencement date in determining the present value
of lease payments. The incremental borrowing rate used at adoption was 3.75 %. Significant judgement is required when determining the
incremental borrowing rate. Rent expense for lease payments is recognized on a straight-line basis over the lease term.
The
balance sheets classification of lease assets and liabilities was as follows:
Schedule
of Operating Lease Assets and Liabilities
September
30, 2023
Assets
Operating
lease right-of-use asset, beginning balance
$ 75,629
Current
period amortization
( 27,920 )
Total
operating lease right-of-use asset
$ 47,709
Liabilities
Operating
lease liability, current
$ 47,709
Operating
lease liability, long term
-
Total
lease liabilities
$ 47,709
Future
minimum lease payments as of September 30, 2023 under non-cancellable operating leases are as follows:
Schedule
of Future Minimum Lease Payments
Lease
Obligation
Fiscal
Year Ended March 31, 2024
$ 29,120
Fiscal
Year Ended March 31, 2025
19,413
Total
lease payments
$ 48,533
Less:
imputed interest
( 824 )
Operating
lease liability
47,709
Less:
operating lease liability, current
( 47,709 )
Operating
lease liability, long term
$ -
Net
cash paid for our operating lease for the six months ended September 30, 2023 and 2022 was $ 21,334 . Rent expense, less sublease income
of $ 7,786 is included in general and administrative expenses.
7.
Income Taxes
On
August 16, 2022, President Biden signed into law the Inflation Reduction Act of 2022 (“IRA 2022”). The IRA 2022, among other
tax provisions, imposes a 15% corporate alternative minimum tax on corporations with book financial statement income in excess of $1.0
billion, effective for tax years beginning after December 31, 2022. The IRA 2022 also establishes a 1% excise tax on stock repurchases
made by publicly traded U.S. corporations, effective for stock repurchases in excess of an annual limit of $1.0 million after December
31, 2022 . The IRA 2022 did not impact the Company’s current year tax provision or the Company’s financial statements.
The
income tax provision consists of the following for the six months ended September 30, 2023 and 2022:
Schedule
of Income Tax Provision
2023
2022
Six
Months Ended September 30
2023
2022
Current
income tax expense:
Federal
$ -
$ -
State
46,164
53,250
Total
current income tax expense
46,164
53,250
Deferred
income tax expense:
Federal
149,862
-
State
-
-
Total
deferred income tax expense
149,862
-
Total
income tax expense:
$ 196,026
$ 53,250
Page 10
Federal
income tax for the six months ended September 30, 2023 was $ 149,862 . There was no federal income tax expense for the six months ended
September 30, 2022 because the Company was in a net deferred tax asset position.
A
reconciliation of the provision for income taxes to income taxes computed using the federal statutory rate for the six months ended September
30 follows:
Schedule
of Reconciliation of Provision for Income Taxes
2023
2022
Tax
expense at federal statutory rate (1)
$ 195,525
$ 527,182
Statutory
depletion carryforward
( 65,011 )
( 98,658 )
Change
in valuation allowance
( 3,578 )
( 439,909 )
U.
S. tax reform, corporate rate reduction
-
-
Permanent
differences
22,926
11,385
State
income expense
46,164
53,250
Other
-
-
Total
income tax
$ 196,026
$ 53,250
Effective
income tax rate
21.1 %
2.1 %
(1)
The federal statutory rate was 21 % for six months ended September
30, 2023 and 2022.
8.
Related Party Transactions
Related
party transactions for the Company primarily relate to shared office expenditures in addition to administrative and operating expenses
paid on behalf of the principal stockholder. The total billed to and reimbursed by the stockholder for the quarters ended September 30,
2023 and 2022 was $ 8,612 and $ 13,649 , respectively. The total billed to and reimbursed by the stockholder for the six months ended September
30, 2023 and 2022 was $ 17,994 and $ 23,735 , respectively. The principal stockholder pays for his share of the lease amount for the shared
office space directly to the lessor. Amounts paid by the principal stockholder directly to the lessor for the three months ending September
30, 2023 and 2022 were $ 3,893 . Amounts paid by the principal stockholder directly to the lessor for the six months ending September 30,
2023 and 2022 were $ 7,786 .
9.
Income Per Common Share
The
following is a reconciliation of the number of shares used in the calculation of basic and diluted net income per share for the three
and six month periods ended September 30, 2023 and 2022.
Schedule
of Reconciliation of Basic and Diluted Net Income (loss) Per Share
2023
2022
2023
2022
Three
Months Ended
September
30,
Six
Months Ended
September
30,
2023
2022
2023
2022
Net
income
$ 269,433
$ 1,211,716
$ 735,047
$ 2,510,388
Shares outstanding:
Weighted avg. shares
outstanding – basic
2,122,336
2,149,416
2,129,213
2,149,416
Effect
of assumed exercise of dilutive stock options
52,377
69,095
49,506
68,211
Weighted
avg. shares outstanding – dilutive
2,174,713
2,218,511
2,178,719
2,217,627
Income per common
share:
Basic
$ 0.13
$ 0.56
$ .35
$ 1.17
Diluted
$ 0.12
$ 0.55
$ .34
$ 1.13
For
the three and six months ended September 30, 2023, 63,000 shares relating to stock options were excluded from the computation of diluted
net income because their inclusion would be anti-dilutive. Anti-dilutive stock options have a weighted average exercise price of $ 15.32
at September 30, 2023. For the three and six months ended September 30, 2022, 31,000 shares relating to stock options were excluded from
the computation of diluted net income because their inclusion would be anti-dilutive. Anti-dilutive stock options have a weighted average
exercise price of $ 18.05 at September 30, 2022.
Page 11
10.
Stockholders’ Equity
In
June 2023, the Board of Directors authorized the use of up to $ 1,000,000 to repurchase shares of the Company’s common stock, par
value $ 0.50 , for the treasury account. This program does not have an expiration date and may be modified, suspended or terminated at
any time by the board of directors. Under the repurchase program, shares of common stock may be purchased from time to time through open
market purchases or other transactions. The amount and timing of repurchases will be subject to the availability of stock, prevailing
market conditions, the trading price of the stock, our financial performance and other conditions. Repurchases may also be made from
time-to-time in connection with the settlement our share-based compensation awards. Repurchases will be funded from cash flow from operations.
On
August 16, 2022, President Biden signed into law the Inflation Reduction Act of 2022 (“IRA 2022”). The IRA 2022, among other
tax provisions, establishes a 1 % excise tax on stock repurchases made by publicly traded U.S. corporations, effective for stock repurchases
in excess of an annual limit of $ 1,000,000 after December 31, 2022.
During
the six months ended September 30, 2023 there were 26,000 shares of common stock repurchased for the treasury account at an aggregate
cost of $ 325,256 . During the six months ended September 30, 2022 there were no shares of common stock repurchased for the treasury account.
Subsequently, in October 2023, the Company repurchased 6,000 shares for the treasury at an aggregate cost of $ 75,477 .
On
April 10, 2023, the Board of Directors declared a special dividend of $ 0.10 per common share. The Company paid the special dividend of
$ 213,600 on May 15, 2023 to the stockholders of record at the close of business on May 1, 2023. The Company can provide no assurance
that dividends will be declared in the future or as to the amount of any future dividend.
Dividends
declared by the Board and stock repurchased during the period are presented in the Company’s consolidated statements of changes
in stockholders’ equity as dividends paid and purchases of treasury stock, respectively. Dividends paid and stock repurchased during
the period are presented as cash used in financing activities in the Company’s consolidated statements of cash flows. Stock repurchases
are included as treasury stock in the consolidated balance sheets.
11.
Subsequent Events
In
October 2023, the Company signed a Letter of Intent regarding a 3 -year Term Assignment of 98 % of the Company’s leasehold interest
in certain deep rights of 200 acres in Loving and Ward Counties, Texas. The Company expects to receive $ 5,000 per net leasehold acre
in the total amount of approximately $ 980,000 . The Company will retain the remaining 2% leasehold interest as a participating interest
in the full unit at approximately .625% working interest . The Company will also retain an overriding royalty interest of 5 % proportionately
reduced.
In
October 2023, the Company entered into an agreement, pending completion of title search, to purchase small producing and non-producing
mineral interests in 1,280 gross acres in Ector, Midland and Upton Counties, Texas for a purchase price of $ 60,500 .
The
Company completed a review and analysis of all events that occurred after the consolidated balance sheet date to determine if any such
events must be reported and has determined that there are no other subsequent events to be disclosed.
Page 12
Item
2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
Unless
the context otherwise requires, references to the “Company”, “Mexco”, “we”, “us” or “our”
mean Mexco Energy Corporation and its consolidated subsidiaries.
Cautionary
Statements Regarding Forward-Looking Statements. Management’s Discussion and Analysis of Financial Condition and Results of
Operations (“MD&A”) contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933,
as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange
Act”). Forward-looking statements include statements regarding our plans, beliefs or current expectations and may be signified
by the words “could”, “should”, “expect”, “project”, “estimate”, “believe”,
“anticipate”, “intend”, “budget”, “plan”, “forecast”, “predict”
and other similar expressions. Forward-looking statements appear throughout this Form 10-Q with respect to, among other things: profitability;
planned capital expenditures; estimates of oil and gas production; future project dates; estimates of future oil and gas prices; estimates
of oil and gas reserves; our future financial condition or results of operations; and our business strategy and other plans and objectives
for future operations. Forward-looking statements involve known and unknown risks and uncertainties that could cause actual results to
differ materially from those contained in any forward-looking statement.
While
we have made assumptions that we believe are reasonable, the assumptions that support our forward-looking statements are based upon information
that is currently available and is subject to change. All forward-looking statements in this Form 10-Q are qualified in their entirety
by the cautionary statement contained in this section. We do not undertake to update, revise or correct any of the forward-looking information.
It is suggested that these financial statements be read in conjunction with the consolidated financial statements and notes thereto included
in the Form 10-K.
Liquidity
and Capital Resources. Historically, we have funded our operations, acquisitions, exploration and development expenditures from cash
generated by operating activities, bank borrowings, sales of non-core properties and issuance of common stock. Our primary financial
resource is our base of oil and gas reserves. We have pledged our producing oil and gas properties to secure our credit facility. We
do not have any delivery commitments to provide a fixed and determinable quantity of our oil and gas under any existing contract or agreement.
Our
long-term strategy is on increasing profit margins while concentrating on obtaining reserves with low-cost operations by acquiring and
developing oil and gas properties with potential for long-lived production. We focus our efforts on the acquisition of royalty and working
interests in non-operated properties in areas with significant development potential.
At
September 30, 2023, we had working capital of $3,245,180 compared to working capital of $3,475,776 at March 31, 2023, a decrease of $230,596
for the reasons set forth below.
Cash
Flows
Changes
in the net funds provided by or (used in) each of our operating, investing and financing activities are set forth in the table below:
For
the Six Months Ended September 30,
2023
2022
Change
Net
cash provided by operating activities
$ 2,430,364
$ 3,418,087
$ (987,723 )
Net
cash used in investing activities
$ (1,544,299 )
$ (4,253,453 )
$ (2,709,154 )
Net
cash (used in) provided by financing activities
$ (536,644 )
$ 30,179
$ 566,823
Cash
Flow Provided by Operating Activities. Cash flow from operating activities is primarily derived from the production of our crude
oil and natural gas reserves and changes in the balances of non-cash accounts, receivables, payables or other non-energy property asset
account balances. Cash flow provided by our operating activities for the six months ended September 30, 2023 was $2,430,364 in comparison
to $3,418,087 for the six months ended September 30, 2022. This decrease of $987,723 in our cash flow operating activities consisted
of an increase in our non-cash expenses of $295,985; a decrease in our accounts receivable of $447,403; a increase of $35,655 in our
accounts payable and accrued expenses; and, a decrease in our net income for the current quarter of $1,775,341. Variations in cash flow
from operating activities may impact our level of exploration and development expenditures.
Our
expenditures in operating activities consist primarily of drilling expenses, production expenses and engineering services. Our expenses
also consist of employee compensation, accounting, insurance and other general and administrative expenses that we have incurred in order
to address normal and necessary business activities of a public company in the crude oil and natural gas production industry.
Cash
Flow Used in Investing Activities. Cash flow from investing activities is derived from changes in oil and gas property balances.
For the six months ended September 30, 2023, we had net cash of $1,544,299 used for additions to oil and gas properties compared to $4,253,453
for the six months ended September 30, 2022.
Page 13
Cash
Flow Provided by Financing Activities. Cash flow from financing activities is derived from our changes in long-term debt and in equity
account balances. Cash flow used in our financing activities was $536,644 for the six months ended September 30, 2023 compared to cash
flow provided by our financing activities of $30,179 for the six months ended September 30, 2022. During the six months ended September
30, 2023, we expended $213,600 to pay the special dividend and $325,256 to purchase 26,000 shares of our stock for the treasury account.
Accordingly,
net cash increased $349,421, leaving cash and cash equivalents on hand of $2,585,192 as of September 30, 2023.
Oil
and Natural Gas Property Development
New
Participations in Fiscal 2024. The Company currently plans to participate in the drilling and completion of 40 horizontal wells at
an estimated aggregate cost of approximately $1,700,000 for the fiscal year ending March 31, 2024. All of these horizontal wells are
in the Delaware Basin located in the western portion of the Permian Basin in Lea and Eddy Counties, New Mexico.
In
May 2023, Mexco expended approximately $133,000 to participate in the drilling of four horizontal wells in the Wolfcamp Sand formation
of the Delaware Basin in Lea County, New Mexico. Mexco’s working interest in these wells is .52%. Subsequently, in October 2023,
Mexco expended approximately $65,000 to complete two of these wells.
In
May 2023, Mexco expended approximately $68,000 to participate in the drilling of two horizontal wells in the Penn Shale formation of
the Delaware Basin in Lea County, New Mexico. Mexco’s working interest in these wells is .4%. Subsequently, in October 2023, Mexco
expended approximately $83,000 to complete these wells.
During
the first six months of fiscal 2024, Mexco expended approximately $105,000 to participate in the drilling and completion of two horizontal
wells in the Penn Shale formation of the Delaware Basin in Lea County, New Mexico. Mexco’s working interest in these wells is approximately
.285%.
In
July 2023, Mexco expended approximately $787,000 to participate in the drilling of five horizontal wells in the Bone Spring Sand formation
of the Delaware Basin in Lea County, New Mexico. Mexco’s working interest in these wells is approximately 2.2%.
In
July 2023, Mexco expended approximately $36,000 to participate in the drilling and completion of two horizontal wells in the Bone Spring
Sand formation of the Delaware Basin in Lea County, New Mexico. Mexco’s working interest in these wells is approximately .1%.
In
October 2022, the Company made an approximately 2% equity investment commitment in a limited liability company amounting to $2,000,000
of which $600,000 has been funded to date. The limited liability company is capitalized at approximately $100 million to purchase mineral
interests in the Utica and Marcellus areas in the state of Ohio.
In
April 2019, the Company invested over a period of four years $300,000 for a less than 1% investment commitment in a limited liability
company to purchase mineral interests in the Utica and Marcellus areas of Ohio. To date, this LLC has returned $255,657 or 85% of the
total investment.
Completion
of Wells Drilled in Fiscal 2023. The Company expended approximately $450,000 in the completion of 21 horizontal wells in which the
Company participated in fiscal 2023.
The
Company expended approximately $427,000 for the completion costs of eight horizontal wells in the Wolfcamp Sand formation of the Delaware
Basin in Lea County, New Mexico that the Company participated in drilling during fiscal 2023. Mexco’s working interest in these
wells is .52%. Subsequently, these wells began producing in October 2023 with initial average production rates of 825 barrels of oil,
3,540 barrels of water and 2,150,000 cubic feet of gas per day, or, 1,183 barrels of oil equivalent per day.
Three
horizontal wells in the Bone Spring formation of the Delaware Basin in Eddy County, New Mexico in which the Company participated during
fiscal 2023 were completed in May 2023 with initial average production rates of 437 barrels of oil, 983 barrels of water and 603,000
cubic feet of gas per day, or, 538 barrels of oil equivalent per day. Mexco’s working interest in these wells is .05%.
Subsequently,
in October 2023, six of seven horizontal wells in the Bone Spring Sand formation of the Delaware Basin in Lea County, New Mexico in which
the Company participated during fiscal 2023 were completed with initial average production rates of 1,991 barrels of oil, 2,134 barrels
of water and 2,414,000 cubic feet of gas per day, or, 2,393 barrels of oil equivalent per day. Mexco’s working interest in these
wells is .033%.
Page 14
Acquisitions.
In June 2023, the Company acquired small royalty (mineral) interests in 6 wells operated by Highpeak Energy and located in Howard
County, Texas for a purchase price of $20,000 which is effective July 1, 2023.
Sales
of Properties. During the first quarter of fiscal 2024, the Company received approximately $280,000 in cash from a sale of joint
venture leasehold acreage and marginal producing working interest wells in Reagan County, Texas, marginal producing working interest
wells in Pecos County, Texas and interest in surface acreage in Palo Pinto County, Texas.
We
are participating in other projects and are reviewing projects in which we may participate. The cost of such projects would be funded,
to the extent possible, from existing cash balances and cash flow from operations. The remainder may be funded through borrowings on
the credit facility and, if appropriate, sales of non-core properties.
Crude
oil and natural gas prices generally remained volatile during the last year. The volatility of the energy markets makes it extremely
difficult to predict future oil and natural gas price movements with any certainty. For example, in the last twelve months, the NYMEX
West Texas Intermediate (“WTI”) posted price for crude oil has ranged from a low of $62.72 per bbl in March 2023 to a high
of $89.66 per bbl in September 2023. The Henry Hub Spot Market Price (“Henry Hub”) for natural gas has ranged from a low
of $1.74 per MMBtu in June 2023 to a high of $7.20 per MMBtu in December 2022.
On
September 30, 2023, the WTI posted price for crude oil was $86.77 and the Henry Hub spot price for natural gas was $2.68 per MMBtu. See
Results of Operations below for realized prices.
Contractual
Obligations. We have no off-balance sheet debt or unrecorded obligations and have not guaranteed the debt of any other party. The
following table summarizes our future payments we are obligated to make based on agreements in place as of September 30, 2023:
Payments
due in:
Total
less
than 1 year
1
- 3 years
over
3 years
Contractual
obligations:
Leases
(1)
$ 48,533
$ 48,533
$ -
$ -
(1)
The lease amount represents the monthly rent amount for our
principal office space in Midland, Texas under a 38 month lease agreement effective May 15, 2018 and extended another 36 months to July
31, 2024. Of this total obligation for the remainder of the lease, our majority shareholder will pay $12,977 less than 1 year for his
portion of the shared office space.
Results
of Operations – Three Months Ended September 30, 2023 Compared to Three Months Ended September 30, 2022. There was net income
of $269,433 for the quarter ended September 30, 2023 compared to net income of $1,211,716 for the quarter ended September 30, 2022. This
was a result of a decrease in oil and gas prices and production that is further explained below.
Oil
and gas sales. Revenue from oil and gas sales was $1,380,710 for the second quarter of fiscal 2024, a 39% decrease from $2,281,895
for the same period of fiscal 2023. This resulted from a decrease in oil and gas prices and a decrease in oil and gas production, partly
due to wells shut in during completion of new wells.
2023
2022
%
Difference
Oil:
Revenue
$ 1,099,806
$ 1,397,875
(21.3 %)
Volume
(bbls)
13,661
14,520
(5.9 %)
Average
Price (per bbl)
$ 80.51
$ 96.27
(16.4 %)
Gas:
Revenue
$ 280,904
$ 884,020
(68.2 %)
Volume
(mcf)
108,087
118,607
(8.9 %)
Average
Price (per mcf)
$ 2.60
$ 7.45
(65.1 %)
Page 15
Production
and exploration. Production costs were $392,674 for the second quarter of fiscal 2024, a .4% decrease from $394,445 for the same
period of fiscal 2023. This is the result of a decrease in production taxes and marketing charges as a result of the decrease in oil
and gas revenues offset by an increase in lease operating expense on non-operated wells in New Mexico.
Depreciation,
depletion and amortization. Depreciation, depletion and amortization expense was $382,180 for the second quarter of fiscal 2024,
a 1% decrease from $384,379 for the same period of fiscal 2023, primarily due to a decrease in oil and gas production partially offset
by a decrease in reserves.
General
and administrative expenses. General and administrative expenses were $305,543 for the second quarter of fiscal 2024, a 3% increase
from $297,956 for the same period of fiscal 2023. This was primarily due to an increase in employee stock option compensation partially
offset by a decrease in legal fees.
Income
taxes. Federal income tax for the three months ended September 30, 2023 was $61,179. There was no federal income tax expense for
the three months ended September 30, 2022 because the Company was in a net deferred tax asset position. State income tax was $13,346
for the three months ended September 30, 2023, a 47% decrease from $24,963 for the three months ended September 30, 2022 due to the decrease
in oil and natural gas sales in the State of New Mexico. The effective tax rate for the three months ended September 30, 2023 and 2022
was 22% and 2%, respectively.
Results
of Operations – Six Months Ended September 30, 2023 Compared to Six Months Ended September 30, 2022. For the six months ended
September 30, 2023, there was net income of $735,047 compared to net income of $2,510,388 for the six months ended September 30, 2022.
This was a result of a decrease in operating revenues and an increase in operating expenses that is further explained below.
Oil
and gas sales. Revenue from oil and gas sales was $3,095,800 for the six months ended September 30, 2023, a 34% decrease from $4,698,008
for the same period of fiscal 2023. This resulted from a decrease in oil and gas prices partially offset by an increase in oil and gas
production.
2023
2022
%
Difference
Oil:
Revenue
$ 2,529,484
$ 2,957,196
(14.5 )%
Volume
(bbls)
33,189
28,744
15.5 %
Average
Price (per bbl)
$ 76.21
$ 102.88
(25.9 )%
Gas:
Revenue
$ 566,316
$ 1,740,812
(67.5 )%
Volume
(mcf)
249,665
248,313
.5 %
Average
Price (per mcf)
$ 2.27
$ 7.01
(67.6 )%
Production
and exploration. Production costs were $742,081 for the six months ended September 30, 2023, an 11% decrease from $829,473 for the
six months ended September 30, 2022. This is the result of a decrease in production taxes and marketing charges as a result of the decrease
in oil and gas revenues offset by an increase in lease operating expense on non-operated wells in New Mexico.
Depreciation,
depletion and amortization. Depreciation, depletion and amortization expense was $868,366 for the six months ended September 30,
2023, a 13% increase from $771,507 for the six months ended September 30, 2022, primarily due to an increase in oil and gas production
and a decrease in reserves.
General
and administrative expenses. General and administrative expenses were $646,512 for the six months ended September 30, 2023, a 10%
increase from $588,199 for the six months ended September 30, 2022. This was primarily due to an increase in employee stock option compensation
and engineering services.
Income
taxes. Federal income tax for the six months ended September 30, 2023 was $149,862. There was no federal income tax expense for the
six months ended September 30, 2022 because the Company was in a net deferred tax asset position. State income tax was $46,164 for the
six months ended September 30, 2023, a 13% decrease from $53,250 for the six months ended September 30, 2022 due to the decrease in oil
and natural gas sales in the State of New Mexico. The effective tax rate for the six months ended September 30, 2023 and 2022 was 21%
and 2%, respectively.
Page 16
Item
3. Quantitative and Qualitative Disclosures About Market Risk
The
primary source of market risk for us includes fluctuations in commodity prices. All of our financial instruments are for purposes other
than trading.
Credit
Risk. Credit risk is the risk of loss as a result of nonperformance by other parties of their contractual obligations. Our primary
credit risk is related to oil and gas production sold to various purchasers and the receivables are generally not collateralized. At
September 30, 2023, our largest credit risk associated with any single purchaser was $443,055 or 55% of our total oil and gas receivables.
We have not experienced any significant credit losses.
Energy
Price Risk . Our most significant market risk is the pricing applicable to our crude oil and natural gas production. Our financial
condition, results of operations, and capital resources are highly dependent upon the prevailing market prices of, and demand for, oil
and natural gas. Pricing for oil and natural gas production has been volatile and unpredictable for several years, and we expect this
volatility to continue in the future.
Factors
that can cause price fluctuations include the level of global demand for petroleum products, foreign and domestic supply of oil and gas,
the establishment of and compliance with production quotas by oil-exporting countries, weather conditions, the price and availability
of alternative fuels and overall political and economic conditions in oil producing and consuming countries.
For
example, in the last twelve months, the NYMEX West Texas Intermediate (“WTI”) posted price for crude oil has ranged from
a low of $62.72 per bbl in March 2023 to a high of $89.66 per bbl in September 2023. The Henry Hub Spot Market Price (“Henry Hub”)
posted price for natural gas has ranged from a low of $1.74 per MMBtu in June 2023 to a high of $7.20 per MMBtu in December 2022. On
September 30, 2023, the WTI posted price for crude oil was $86.77 and the Henry Hub posted price for natural gas was $2.68. See Results
of Operations above for the Company’s realized prices during the three and six months.
Declines
in oil and natural gas prices will materially adversely affect our financial condition, liquidity, ability to obtain financing and operating
results. Changes in oil and gas prices impact both estimated future net revenue and the estimated quantity of proved reserves. Any reduction
in reserves, including reductions due to price fluctuations, can reduce the borrowing base under our credit facility and adversely affect
the amount of cash flow available for capital expenditures and our ability to obtain additional capital for our acquisition, exploration
and development activities. In addition, a noncash write-down of our oil and gas properties could be required under full cost accounting
rules if prices declined significantly, even if it is only for a short period of time. Lower prices may also reduce the amount of crude
oil and natural gas that can be produced economically. Thus, we may experience material increases or decreases in reserve quantities
solely as a result of price changes and not as a result of drilling or well performance.
Similarly,
any improvements in oil and gas prices can have a favorable impact on our financial condition, results of operations and capital resources.
If the average oil price had increased or decreased by ten dollars per barrel for the first six months of fiscal 2024, our operating
revenues would have increased or decreased by $331,890. If the average gas price had increased or decreased by one dollar per mcf for
the first six months of fiscal 2024, our operating revenues would have increased or decreased by $249,665.
Information
about market risks for the six months ended September 30, 2023, does not differ materially from that discussed under Item 7A of the registrant’s
2023 Annual Report on Form 10-K.
Item
4. Controls and Procedures
Evaluation
of Disclosure Controls and Procedures. We maintain disclosure controls and procedures to ensure that the information we must disclose
in our filings with the SEC is recorded, processed, summarized and reported on a timely basis. At the end of the period covered by this
report, our principal executive officer and principal financial officer reviewed and evaluated the effectiveness of our disclosure controls
and procedures, as defined in Exchange Act Rules 13a-15(e). Based on such evaluation, such officers concluded that, as of September 30,
2023, our disclosure controls and procedures were effective.
Changes
in Internal Control over Financial Reporting. No changes in our internal control over financial reporting occurred during the six
months ended September 30, 2023 that have materially affected, or are reasonably likely to materially affect, our internal control over
financial reporting.
Page 17
PART
II – OTHER INFORMATION
Item
1. Legal Proceedings
We
may, from time to time, be involved in litigation and claims arising out of our operations in the normal course of business. We are not
aware of any legal or governmental proceedings against us, or contemplated to be brought against us, under various environmental protection
statutes or other regulations to which we are subject.
Item
1A. Risk Factors
There
have been no material changes to the information previously disclosed in Item 1A. “Risk Factors” in our 2023 Annual Report
on Form 10-K.
Item
6. Exhibits
31.1
Certification of the Chief Executive Officer of Mexco Energy Corporation
31.2
Certification of the Chief Financial Officer of Mexco Energy Corporation
32.1
Certification of the Chief Executive Officer and Chief Financial Officer of Mexco Energy Corporation pursuant to 18 U.S.C. §1350
101.INS
Inline
XBRL Instance Document
101.SCH
Inline XBRL
Taxonomy Extension Schema Document
101.CAL
Inline XBRL
Taxonomy Extenstion Calculation Linkbase Document
101.DEF
Inline XBRL
Taxonomy Extension Definition Linkbase Document
101.LAB
Inline XBRL
Taxonomy Extension Label Linkbase Document
101.PRE
Inline XBRL
Taxonomy Extension Presentation Linkbase Document
104
Cover
Page Interactive Data File (embedded within the Inline XBRL and contained in Exhibit 101)
Page 18
SIGNATURES
Pursuant
to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf
by the undersigned thereunto duly authorized.
MEXCO
ENERGY CORPORATION
(Registrant)
Dated:
November 8, 2023
/ s/
Nicholas C. Taylor
Nicholas
C. Taylor
Chairman
of the Board and Chief Executive Officer
Dated:
November 8, 2023
/ s/
Tamala L. McComic
Tamala
L. McComic
President,
Chief Financial Officer, Treasurer and Assistant Secretary
Page 19
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.