Quarterly report pursuant to Section 13 or 15(d)

Note 1 - Presentation of Interim Information

v2.4.0.6
Note 1 - Presentation of Interim Information
 6 Months Ended
Feb. 29, 2012
Notes To Financial Statements  
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block]
NOTE 1 – PRESENTATION OF INTERIM INFORMATION

The February 29, 2012 balance sheet, the statements of operations for the three and six months ended February 29, 2012 and February 28, 2011, and the statements of cash flows for the six months ended February 29, 2012 and February 28, 2011, respectively, have been prepared by Pure Cycle Corporation (the “Company”) and have not been audited. In the opinion of management, all adjustments, necessary to present fairly the financial position, results of operations and cash flows at February 29, 2012, and for all periods presented have been made appropriately.

Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) have been condensed or omitted. It is suggested that these financial statements be read in conjunction with the financial statements and notes thereto included in the Company's 2011 Annual Report on Form 10-K (the “2011 Annual Report”) filed with the Securities and Exchange Commission (the “SEC”) on November 14, 2011.  The results of operations for interim periods presented are not necessarily indicative of the operating results for the full fiscal year.  The August 31, 2011 balance sheet was taken directly from the Company’s audited financial statements.

Use of Estimates.  The preparation of financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
 
Cash and cash equivalents.  The Company considers all highly liquid instruments with original maturities of three months or less when acquired to be cash equivalents.  The Company had no cash equivalents at February 29, 2012 or August 31, 2011.  The Company maintains its cash balances at a high quality financial institution in accounts which are federally insured.
 
Financial Instruments – Concentration of Credit Risk and Fair Value.  Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash equivalents and marketable securities.   At no time during the three and six months ended February 29, 2012, did the Company’s marketable securities exceed federally insured limits. From time-to-time the Company places its cash in money market instruments, commercial paper obligations, corporate bonds and US government treasury obligations. To date, the Company has not experienced significant losses on any of these investments.
 
The following methods and assumptions were used to estimate the fair value of each class of financial instruments for which it is practicable to estimate that value.

Current Assets and Liabilities

The amounts reported on the balance sheets for cash, cash equivalents, trade receivables, and trade payables approximate their fair values because of the short maturity of these instruments.

The amounts reported on the balance sheets for marketable securities are the fair values of the instruments as reported by the financial institutions where the funds are held at February 29, 2012 and August 31, 2011.  The Company has accumulated net unrealized gains totaling $500 and net unrealized losses totaling $2,900 as of February 29, 2012 and August 31, 2011, respectively.  These securities include only federally insured certificates of deposit.  The unrealized gain at February 29, 2012 and the unrealized loss at August 31, 2011 were the result of changes in interest rates in the market.

Notes Receivable and Construction Proceeds Receivable

The amounts reported on the balance sheets for the construction proceeds receivable approximate fair value as it bears interest at a rate which is comparable to current market rates.

The fair value of the Note Receivable – related party is not practical to estimate due to the related party nature of the underlying transaction.

 
Long-term Financial Liabilities
 
The Comprehensive Amendment Agreement No. 1 (the “CAA” as further described in Note 4 below) is comprised of a recorded balance and an off-balance sheet or “contingent” obligation.  The amount payable is a fixed amount but is repayable only upon the sale of “Export Water” (defined in Note 4 to the 2011 Annual Report).  Because of the uncertainty of the sale of Export Water, the Company has determined that the contingent portion of the CAA does not have a determinable fair value.
 
The recorded balance of the “Tap Participation Fee” liability (as described below and in Note 4) is its estimated fair value determined by projecting new home development in the Company’s targeted service area over an estimated development period.

Tap Participation Fee. This note should be read in conjunction with Note 4 below.

Pursuant to the Asset Purchase Agreement (the “Arkansas River Agreement”) dated May 10, 2006, the Company is obligated to pay High Plains A&M, LLC (“HP A&M”) a defined percentage of a defined number of water tap fees the Company receives after the date of the Arkansas River Agreement.  The Tap Participation Fee is due and payable once the Company has sold a water tap and received the consideration due for such water tap. The Company did not sell any water taps during the three and six months ended February 29, 2012 or February 28, 2011.

During the three and six months ended February 29, 2012, the Company allocated farm revenue of $51,900 and $103,700, respectively, to the Tap Participation Fee liability and to additional paid in capital (due to HP A&M being deemed a related party).  This is the equivalent of 12 and 24 water taps, respectively.  The allocation was made pursuant to the Arkansas River Agreement and was based on the “Net Revenues” (defined in Note 4 below) earned by HP A&M related to the farm leasing operations which are described in greater detail in Note 4 to the 2011 Annual Report.

The Company imputes interest expense on the unpaid Tap Participation Fee using the effective interest method over an estimated period which is utilized in the valuation of the liability. The Company imputed interest of $862,400 and $954,000 during the three months ended February 29, 2012 and February 28, 2011, respectively.  The Company imputed interest of $1.7 million and $1.9 million during the six months ended February 29, 2012 and February 28, 2011, respectively.

At February 29, 2012, there remain 19,445 water taps subject to the Tap Participation Fee.

Revenue Recognition.  The Company’s revenue recognition policies have not changed since August 31, 2011, and are more fully described in Note 2 to the 2011 Annual Report.

In August 2005, the Company entered into the Water Service Agreement (the “County Agreement”) with Arapahoe County (the “County”).  In fiscal 2006, the Company began recognizing water tap fees as revenue ratably over the estimated service period upon completion of the “Wholesale Facilities” (defined in the 2011 Annual Report) constructed to provide service to the County.  The Company recognized $3,600 of water tap fee revenues during each of the three months ended February 29, 2012 and February 28, 2011, respectively.  The Company recognized $7,100 of water tap fee revenues during each of the six months ended February 29, 2012 and February 28, 2011, respectively.  The water tap fees to be recognized over this period are net of the royalty payments to the State of Colorado Board of Land Commissioners (the “Land Board”) and amounts paid to third parties pursuant to the CAA as further described in Note 4 below.

The Company recognized $10,400 of “Special Facilities” (defined in the 2011 Annual Report) funding as revenue during each of the three months ended February 29, 2012 and February 28, 2011, respectively.  The Company recognized $20,800 of Special Facilities funding as revenue during each of the six months ended February 29, 2012 and February 28, 2011, respectively.  This is the ratable portion of the Special Facilities funding proceeds received from the County pursuant to the County Agreement as more fully described in Note 4 to the 2011 Annual Report.

As of February 29, 2012, the Company has deferred recognition of $1.4 million of water tap and construction fee revenue from the County, which will be recognized as revenue ratably over the estimated useful accounting life of the assets constructed with the construction proceeds as described above.

 
Royalty and other obligations.  Revenues from the sale of Export Water are shown net of royalties payable to the Land Board. Revenues from the sale of water on the “Lowry Range” (described in Note 4 to the 2011 Annual Report) are shown net of the royalties to the Land Board and the amounts retained by the Rangeview Metropolitan District (the “District”).

Oil and Gas Lease Payments.  As further described in Note 2 to the 2011 Annual Report, on March 10, 2011, the Company entered into a Paid-Up Oil and Gas Lease (the “O&G Lease”) and a Surface Use and Damage Agreement (the “Surface Use Agreement”) with Anadarko E&P Company, L.P. (“Anadarko”) a wholly owned subsidiary of Anadarko Petroleum Company.  Pursuant to the O&G Lease, during the year ended August 31, 2011, the Company received up-front payments of $1,243,400 from Anadarko for the purpose of exploring for, developing, producing and marketing oil and gas on approximately 634 acres of mineral estate owned by the Company at its “Sky Ranch” property (described in Note 4 to the 2011 Annual Report).  The Company began recognizing the up-front payments from Anadarko as income on a straight-line basis over three years (the initial term of the O&G Lease) on March 10, 2011.  During the three and six months ended February 29, 2012, the Company recognized $111,200 and $214,800 of income related to the up-front payments received pursuant to the O&G Lease, respectively.

As of February 29, 2012, the Company has deferred recognition of $846,200 of income related to the O&G Lease, which will be recognized into income ratably through February 2014.

Water and Wastewater Systems and Depletion and Depreciation of Water Assets. Costs to construct water and wastewater systems that meet the Company’s capitalization criteria are capitalized as incurred, including interest.  The costs are depreciated on a straight-line basis over the estimated useful lives of the water and wastewater systems, up to thirty years.  The Company capitalizes design and construction costs related to construction activities and it capitalizes certain legal, engineering and permitting costs relating to the adjudication and improvement of its water assets. The Company depletes its water assets that are being utilized on the basis of units produced divided by the total volume of water adjudicated in the water decrees.

Share-based Compensation.  The Company maintains a stock option plan for the benefit of its employees and directors.  The Company records share-based compensation costs as expense over the applicable vesting period of the stock award using the straight-line method.  The compensation costs to be expensed are measured at the grant date based on the fair value of the award.  The Company has adopted the alternative transition method for calculating the tax effects of share-based compensation which allowed for a simplified method of calculating the tax effects of employee share-based compensation.  Because the Company has a full valuation allowance on its deferred tax assets, at this time, the granting and exercise of stock options has no impact on the income tax provisions.

The Company recognized $21,400 and $21,800 of share-based compensation expense during the three months ended February 29, 2012 and February 28, 2011, respectively.  The Company recognized $40,100 and $44,100 of share-based compensation expense during the six months ended February 29, 2012 and February 28, 2011, respectively.
 
Income taxes.  The Company uses a "more-likely-than-not" threshold for the recognition and de-recognition of tax positions, including any potential interest and penalties relating to tax positions taken by the Company.  The Company does not have any significant unrecognized tax benefits as of February 29, 2012.
 
The Company files income tax returns with the Internal Revenue Service and the State of Colorado. The tax years that remain subject to examination are fiscal 2009 through fiscal 2011. The Company does not believe there will be any material changes in its unrecognized tax positions over the next twelve months.
 
The Company's policy is to recognize interest and penalties accrued on any unrecognized tax benefits as a component of income tax expense.  At February 29, 2012, the Company did not have any accrued interest or penalties associated with any unrecognized tax benefits, nor was any interest expense recognized during the three and six months ended February 29, 2012 and February 28, 2011.
 
Loss per Common Share .  Loss per common share is computed by dividing net loss by the weighted average number of shares outstanding during each period. Common stock options and warrants aggregating 275,100 and 280,100, common share equivalents as of February 29, 2012 and February 28, 2011, respectively.

 
Comprehensive Loss. In addition to net loss, comprehensive loss includes the unrecognized changes in the fair value of marketable securities that are classified as available-for-sale as noted in the following table:
 
   
Three Months Ended:
   
Six Months Ended:
 
   
February 29, 2012
   
February 28, 2011
   
February 29, 2012
   
February 28, 2011
 
Net loss
  $ (1,363,600 )   $ (1,781,000 )   $ (2,725,300 )   $ (3,241,800 )
Unrealized gain (loss) on marketable securities
    1,000       (1,400 )     3,400       (5,200 )
Comprehensive loss
  $ (1,362,600 )   $ (1,782,400 )   $ (2,721,900 )   $ (3,247,000 )
 
Recently Issued Accounting Pronouncements.  The Company continually assesses any new accounting pronouncements to determine their applicability.  Where it is determined that a new accounting pronouncement affects the Company’s financial reporting, the Company undertakes a study to determine the consequence of the change to its financial statements and assures that there are proper controls in place to ascertain that the Company’s financials properly reflect the change.  A variety of proposed or otherwise potential accounting standards are currently under study by standard-setting organizations and various regulatory agencies. Because of the tentative and preliminary nature of these proposed standards, the Company has not determined whether implementation of such proposed standards would be material to the Company’s financial statements.  New pronouncements assessed by the Company recently are discussed below:

In June 2011, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2011-05, Comprehensive Income (Topic 220) –   Presentation of Comprehensive Income (“ASU 2011-05”).  ASU 2011-05 requires entities to present net income and other comprehensive income in either a single continuous statement or in two separate, but consecutive, statements of net income and other comprehensive income. ASU 2011-05 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2011 (September 1, 2012 for the Company).  The Company is assessing the impact of ASU 2011-05, but it does not expect the adoption of ASU 2011-05 to have a material impact on its financial statements.