Glen Rose Petroleum Corp. Reports Operating Results (10-Q)

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Feb 24, 2009
Glen Rose Petroleum Corp. (GLRP, Financial) filed Quarterly Report for the period ended 2008-12-31.

GLEN ROSE PETROLEUM CORPORATION formerly United Heritage Corporation founded in 1981 and based in Dallas TX is focused on the development of on-shore oil and gas assets. The company has project covering 10500 acres in the Wardlaw Field Edwards County TX. The field is currently producing oil which is categorized as `medium crude` at 16-20 API gravity. Management believes its acreage has substantial reserves and is applying new technology to economically extract the reserves. Glen Rose Petroleum Corp. has a market cap of $2.76 million; its shares were traded at around $0.18 with and P/S ratio of 44.46.

Highlight of Business Operations:

On July 3, 2008, approximately 54% of the holders of the Lothian Put Option of $2,147,770 as recorded in the balance sheet elected to convert to common stock shares of the Company at a price of $0.75 per share. This reduced that current liability by $1,166,669. At the same time, approximately 41% of the Lothian Put Option holders elected to extend their options until December 31, 2009. The effect is to reduce the short term liability and create a long term liability for the same amount of $870,835. One unit holder did not make an election during the polling period. Therefore, approximately 5% of the Lothian Put Option liability will remain as a current liability for the amount of $110,268. These transactions have not closed, and are contingent upon the completion of the definitive agreements.

On November 13, 2008, the Company loaned Bowie $50,000. This loan is interest bearing at 12 %, due on or before January 31, 2009, or the release of the security which is a $52,000 Certificate of Deposit at the Western National Bank of Dallas. The Certificate of Deposit matured on January 19, and Bowie repaid $20,000. The remaining balance of $30,000, plus interest, is currently unsecured and is due on or before March 31, 2009.

Our financial statements have been prepared on a going concern basis which contemplates the realization of assets and the liquidation of liabilities in the ordinary course of business. As of the filing date of this quarterly report on Form 10-Q, we have incurred substantial losses from our operations and we have a working capital deficit which raises substantial doubt as to our ability to continue as a going concern. We had net loss of $2,076,819 for the nine months ended December 31, 2008 and a net loss of $3,251,650 for the fiscal year ended March 31, 2008 and, as of the same periods, we had an accumulated deficit of $48,327,614 and $46,250,796, respectively. Unless we are able to obtain the funds we need to develop our properties, there can be no assurance that we will be able to continue as a going concern.

On May 27, 2008, the Company signed an agreement to sell a 50% net revenue interest the production of wells located on 2,560 acres (25%) of its Wardlaw Field to Wind Hydrogen Limited (“WHL”), a publicly-listed company on the Australian Stock Exchange (‘ASX ) for $2.5 million of which $1,500,000 has been received through November 12, 2008. We have also received an additional $300,000 from WHL through the granting of options for phase 2 and 3, which has been recorded to offset oil and gas properties. In addition to the participation and option monies received, the Company has recorded $210,000 of non-refundable Administrative and General Expense reimbursements, which are allotted for in the agreement to be reimbursed from WHL. During the quarter ended September 30, 2008, the Company assigned $197,655 to WHL for existing wells in phase 1 acreage. During the quarter ended December 31, 2008, the Company had joint interest costs of $1,194,021, which related to the drilling of initial wells and $197,665 was also assigned to WHL for existing wells in phase 1 acreage. The Wardlaw lease is a 10,502 gross acre field located in Edwards County, Texas. In addition, WHL purchased two options to expand the venture for 2,560 acres each. The WHL joint venture definitive participation agreement was completed on July 23, 2008.

Our depreciation and depletion increased by $7,328, or approximately 723%, from $1,014 for the nine months ended December 31, 2007, to $8,342 for the nine months ended December 31, 2008. General and administrative expenses decreased $1,148,881, or approximately 57%, from $1,998,113 for the nine months ended December 31, 2007, to $849,232 for the nine months ended December 31, 2008. This decrease is primarily attributable to decreases in consulting, legal and audit expenses. Our option put rights expense decreased from $209,184 for the nine months ended December 31, 2007, to $0 for the nine months ended December 31, 2008. This decrease in our option put rights expense is attributable to the fact that the options matured on April 1, 2008.

Cash of $116,133 was used in investing activities during the nine months ended December 31, 2008. In comparison, during the nine months ended December 31, 2007 we used $8,751 in cash. As of the quarter ended December 31, 2008 we paid $1,916,133 to the exploration and development of our oil and gas properties and equipment, and received reimbursement of $1,500,000 from WHL pursuant to the terms of our participation agreement. We also received an additional $300,000 from WHL through the granting of options in phase 2 and 3.

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