UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: September 28, 2006 Date of Earliest Event Reported: September 27, 2006 EVOLUTION PETROLEUM CORPORATION - -------------------------------------------------------------------------------- (Exact Name of Registrant as Specified in its Charter) Nevada - -------------------------------------------------------------------------------- (State or Other Jurisdiction of Incorporation) 0-27862 80-0028196 - ---------------------------------------- ------------------------------------ (Commission File Number) (I.R.S. Employer Identification No.) 820 Gessner, Suite 1340, Houston, Texas 77024 - ---------------------------------------- ------------------------------------ (Address of Principal Executive Offices) (Zip Code) (713) 935-0122 ---------------------------------------------------- (Registrant's Telephone Number, Including Area Code) - -------------------------------------------------------------------------------- (Former Name or Former Address, 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 On September 27, 2006, Evolution Petroleum Corporation, a Nevada corporation, issued a press release announcing its financial results for the fiscal year ended June 30, 2006. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein. Item 9.01. Financial Statements and Exhibits. Exhibit No. Description - ------------- ------------------------------------------------------------ 99.1 Press release issued by Evolution Petroleum Corporation on September 27, 2006.
SIGNATURES 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. Date: September 27, 2006 EVOLUTION PETROLEUM CORPORATION By: /s/ Robert Herlin -------------------------------- Robert Herlin, Chief Executive Officer
EVOLUTION PETROLEUM CORP. NEWS 820 Gessner, Suite 1340, Houston, TX 77024 RELEASE FOR IMMEDIATE RELEASE Company Contact: Sterling McDonald, CFO Phone: (713) 935-0122 Email: smcdonald@evolutionpetroleum.com Investor Relations Contact: Kathleen Heaney Integrated Corporate Relations (203) 803-3585 Evolution Reports Fiscal 2006 Results Highlighted by 75% Increase in Operating Revenues and $50 Million Received for Delhi Farmout Houston, TX, September 27, 2006. Evolution Petroleum Corporation (AMEX: EPM), formerly Natural Gas Systems, announced today that operating revenues for the fiscal year ended June 30, 2006 increased 75% over fiscal year 2005 to $2.9 million. Increased oil volumes and higher realized oil prices led to a 91% increase in oil revenues, and decreased natural gas volumes on higher realized prices led to an 18% increase in natural gas revenues. Net income for the year was $24.6 million, compared with a net loss of $2.2 million in fiscal 2005. A $45.3 million pre-tax gain on the sale of assets was the major factor in the increased net income reported for fiscal 2006. The Company reported earnings per share of $0.98 basic and $0.96 diluted for fiscal 2006, as compared to a loss per share of $0.09 in fiscal 2005. Fiscal 2006 Operating Highlights o Sales Volumes: o Oil (Mbbls) - 46.9 o Gas (MMcf) - 45.4 o 5 development wells drilled o Average Realized Prices (including price risk activities): o Oil - $51.92 o Gas - $9.35 o Proved Reserves - 465 MBOE Costs and Expenses Lease operating expenses of $1.7 million ($31.66/boe sold) were 97% higher than fiscal 2005 and reflect a full year of operating expenses in the Tullos Field, a general increase in oilfield service costs and unexpectedly high workover costs on older, recently recompleted wells in the Delhi Field. General and administrative (G&A) costs were $2.8 million for fiscal 2006 as compared to $2.2 million in fiscal 2005. Increased G&A expenses reflect the overall growth of the business as well as higher costs associated with being a public company. For fiscal 2006, the company reported an operating loss of $2.2 million compared to an operating loss of $1.8 million in fiscal 2005.Robert Herlin, President and Chief Executive Officer of Evolution Petroleum, commented, "Fiscal 2006 was a transformational year for Evolution Petroleum. The sale of our Delhi Farmout was completed late in the fiscal year, potentially adding 11 million to 16 million barrels of unproven resources to our interest through the CO2-EOR project planned for Delhi. This transaction also significantly strengthened our balance sheet, providing us with the necessary funds to further grow our three business initiatives in re-developing older fields, enhanced oil recovery and tight gas projects." Conference Call Info. Management will host a conference call to discuss these results today at 4:30 p.m. Eastern Time (3:30 p.m. Central Time). To participate in the conference call, dial 877-704-5384. International callers, please dial: 913-312-1279. No Passcode required. The conference call will be webcast and can be accessed from the Company's website at www.evolutionpetroleum.com as well as from http://viavid.net/dce.aspx?sid=000035E3. For those who are unable to listen to the webcast live, an indexed recording of the call will be posted on the Company's website following the call's completion. A telephone replay will also be available for one week beginning at 7:30 p.m. (Eastern) on September 26, 2006, and can be accessed by dialing 1-888-203-1112 or 1-719-457-0820 (international callers) and entering pin number 1040577. About Evolution Petroleum Evolution Petroleum Corporation (http://www.evolutionpetroleum.com) acquires mature oil and gas resources and applies conventional and specialized technology to accelerate production and develop incremental reserves and value. The Company currently owns 7.4% in overriding royalty interests and a 25% reversionary working interest in the 13,636 acre Delhi Field Holt Bryant Unit, a 25% working interest in certain other depths in the Delhi Field and 100% working interests in smaller fields, all located onshore in Louisiana. Having already produced 190 million barrels of oil through primary and secondary recovery methods, the Delhi Holt Bryant Unit is scheduled for redevelopment using CO2 enhanced oil recovery technology. The Company is actively engaged in other development projects. Safe Harbor Statement All statements contained in this press release regarding potential results and future plans and objectives of the Company are forward-looking statements that involve various risks and uncertainties. There can be no assurance that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements. The Company undertakes no obligation to update or review any forward-looking statement, whether as a result of new information, future events, or otherwise. Important factors that could cause actual results to differ materially from our expectations include, but are not limited to, those factors that are disclosed under the heading "Risk Factors" and elsewhere in our documents filed from time to time with the United States Securities and Exchange Commission and other regulatory authorities. Statements regarding our ability to complete transactions, successfully apply technology applications in the re-development of oil and gas fields, realize future production volumes, realize success in our drilling and development activity, prices, future revenues and income and cash flows and other statements that are not historical facts contain predictions, estimates and other forward- looking statements. Although the Company believes that its expectations are based on reasonable assumptions, it can give no assurance that its goals will be achieved and these statements will prove to be accurate. Important factors could cause actual results to differ materially from those included in the forward-looking statements. #######
EVOLUTION PETROLEUM Consolidated Income Statement Years Ended June 30, ------------------------------------ 2006 2005 ---------------- ---------------- Revenues: Oil sales $ 2,450,676 $ 1,335,288 Gas sales 424,190 358,433 Price risk management activities (13,452) (58,534) ---------------- ---------------- Total revenues 2,861,414 1,635,187 Operating Costs: Production expenses 1,725,760 874,876 Production taxes 86,562 68,386 Depreciation, depletion and amortization 407,467 260,124 General and administrative (includes non-cash stock based compensation expense of $546,567 and $707,117 for the years ended June 30, 2006 and 2005) 2,826,085 2,220,780 ---------------- ---------------- Total operating costs 5,045,874 3,424,166 Loss from operations (2,184,460) (1,788,979) Other income and (expense): Interest income 165,313 11,709 Interest expense (2,600,180) (387,301) Gain on sale of assets 45,325,468 0 ---------------- ---------------- Total other income and (expense) 42,890,601 (375,592) ---------------- ---------------- Income / (loss) before income taxes 40,706,141 (2,164,571) Income tax expense: Current 2,978,650 0 Deferred 13,101,350 0 ---------------- ---------------- Total income tax expense 16,080,000 0 ---------------- ---------------- Net income (loss) $ 24,626,141 $ (2,164,571) ================ ================ Earnings/ (Loss) per common share Basic $ 0.98 $ (0.09) ================ ================ Diluted $ 0.96 $ (0.09) ================ ================ Weighted average number of common share Basic 25,031,125 23,533,922 ================ ================ Diluted 25,555,992 23,533,922 ================ ================
Evolution Petroleum Corporation and Subsidiaries Consolidated Balance Sheets June 30, ------------------------------------ 2006 2005 ---------------- ---------------- Assets Current Assets: Cash $ 9,893,547 $ 2,548,688 Accounts receivable, trade 132,371 300,761 Inventories 76,917 222,470 Prepaid expenses 157,629 84,304 Retainers and deposits 60,895 56,335 ---------------- ---------------- Total current assets 10,321,359 3,212,558 Cash in qualified intermediary account for "like-kind" exchanges 34,662,368 0 Oil & Gas properties - full cost 3,878,551 5,276,303 Oil & Gas properties - not amortized 52,098 61,887 Less: accumulated depletion (371,624) (313,391) ---------------- ---------------- Net oil & gas properties 3,559,025 5,024,799 Furniture, fixtures and equipment, at cost 16,561 12,113 Less: accumulated depreciation (7,998) (3,401) ---------------- ---------------- 8,563 8,712 Restricted deposits 326,835 863,089 Other assets 79,808 356,066 ---------------- ---------------- Total assets $ 48,957,958 $ 9,465,224 ================ ================ Liabilities and Stockholders' Equity Current liabilities: Accounts payable $ 310,272 $ 240,389 Accrued liabilities 473,782 276,470 Notes payable, current 0 6,754 Income taxes payable 2,978,650 0 Royalties payable 47,054 89,713 ---------------- ---------------- Total current liabilities 3,809,758 613,326 Long term liabilities: Notes Payable, net of discount 0 2,906,548 Deferred income taxes payable 13,101,350 0 Asset retirement obligations 123,679 433,250 ---------------- ---------------- Total liabilities 17,034,787 3,953,124 Common Stock, totaling 351,333 shares subject to demand registration rights 790,500 0 Stockholders' equity: Common Stock, par value $0.001 per share; 100,000,000 shares authorized, 26,300,664 and 24,774,606, issued and outstanding as of June 30, 2006 and June 30, 2005, respectively, net of 351,333 shares of common stock subject to demand registration rights 26,300 24,774 Additional paid-in capital 10,274,555 9,611,767 Deferred stock based compensation (265,167) (595,283) Accumulated income / (deficit) 21,096,983 (3,529,158) ---------------- ---------------- Total stockholders' equity 31,132,671 5,512,100 ---------------- ---------------- Total liabilities and stockholders' equity $ 48,957,958 $ 9,465,224 ================ ================