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Interim Financial Report

Date : 29/02/2012 @ 07:02
Source : UK Regulatory (RNS & others)
Stock : Victoria Oil (VOG)
Quote : 1.56  0.09 (6.12%) @ 16:35

Interim Financial Report

TIDMVOG

RNS Number : 3285Y

Victoria Oil & Gas PLC

29 February 2012

VICTORIA OIL AND GAS PLC

('VOG' or the 'Company')

INTERIM FINANCIAL REPORT FOR THE SIX MONTHS ENDED 30 NOVEMBER 2011

Victoria Oil & Gas Plc (AIM: VOG), the AIM quoted oil and gas exploration and production company with assets in Cameroon and the FSU, is pleased to announce its unaudited interim results for the six months ended 30 November 2011.

Highlights for the period ending 30 November 2011:

-- Increase in prospective resources by over 300 million barrels of oil equivalent ("boe") to 1.4 billion boe at West Med

   --     Increase in the Company's working interest to 95 per cent. at Logbaba 
   --     Equity placings of GBP10.1 million 
   --     Macquarie Capital (Europe) Limited appointed as a joint broker to the Company 

Highlights post period end:

-- VOG becomes the first onshore gas and condensate producer in Cameroon supplying the industrial market in December 2011

-- Second phase of pipeline expansion to central Douala under construction, and expected to be completed in early Q2 2012

-- Over 1 million standard cubic feet a day ("mmscf/d") of production anticipated from May 2012, expected to rise to 8 mmscf/d by December 2012 and 40 mmscf/d by late 2014

   --     Completion of first 34 km of gas distribution network anticipated by Q3 2012 
   --     Positive cashflow from operations expected by June 2012 
   --     Tender process for drilling design contracts underway at West Med 
   --     US$8 million debt facility in place 

For further information, please contact:

   Victoria Oil & Gas Plc -                                                Tel:  +44 (0) 20 7921 8820 

Kevin Foo / Martin Devine

   Macquarie Capital (Europe) Limited                            Tel: +44 (0) 20 3037 2000 

Jeffrey Auld / Steve Baldwin / Nicholas Harland

   Fox-Davies Capital -                                                    Tel:  +44 (0) 20 3463 5010 

Daniel Fox-Davies/ Richard Hail

   Strand Hanson Limited -                                              Tel:  +44 (0) 20 7409 3494 

Simon Raggett / Angela Peace

   Tavistock Communications -                                        Tel:  +44 (0) 20 7920 3150 

Ed Portman/ Paul Youens

Chairman's Report and Financial Information for the period ended 30 November 2011

Operational and Corporate Review

Logbaba, Cameroon

In the second half of 2011, our focus was on delivering first gas production at Logbaba. This was realised on the 17 December 2011. This was a very significant milestone for the Company because it signalled our move into being a producer. Passing this milestone within three years of first entering Cameroon was an outstanding result and this also demonstrates to the investment community that Cameroon is a country that is open for business. We could not have done this without the active support of the Government of Cameroon and our partner, Societe Nationale des Hydrocarbures, ("SNH").

In H2 2011, VOG achieved the following major operational milestones:

   i.    flow testing and commissioning of both production wells, La-105 and La-106; 

ii. commissioning of the process plant by introducing gas into the plant, testing and fine tuning all equipment and flaring gas;

iii. introducing gas to the distribution pipeline for purging the 4 km initial section and packing the pipeline with gas; and

iv. commissioning the first 4 km of pipeline to the first industrial hub located at the Magzi Industrial Estate ("Magzi") and delivering gas to our first customers.

We have made the first onshore discovery of commercial hydrocarbons in Cameroon and are the only onshore gas and condensate producer in the country. Since the award of our Exploitation Licence in April 2011, we have logged over 23,000 man days with only one minor lost-time incident.

Our 2012 work programme involves completing the planned 34 km distribution network. We also plan to secure all major thermal customers in Douala and install the first gas fired power generator during the second half of 2012. This will showcase the economic benefits of this energy solution to all large domestic industrial consumers.

By Q2 2012, we expect to have laid and commissioned all pipeline to central Douala where the majority of our thermal customers are located. Although Magzi represents a large energy demand centre for power, there are currently only two customers connected to the pipeline and they have minor and intermittent thermal requirements. However, in central Douala, we anticipate an increase in production levels from a minimum of 1 mmscf/d rising to 8 mmscf/d across the network by the end of the year. To date, the Company has signed fifteen Gas Sales Agreements, ("GSAs") and anticipates signing in excess of twenty GSAs by the end of 2012.

We have installed approximately 9 km of the total 11.8 km pipeline required to supply gas to and around central Doula. With four pipeline crews in operation, rates of installation and backfill have reached up to 120 m per day. Completion of the distribution network to south east and west Douala is anticipated during Q3 2012.

As previously announced, we are selling gas at US$16 per million British thermal units (ca. US$16 per thousand cubic feet) to customers, which is the oil equivalent of US$96 per barrel. This price is fixed for five years. In addition, the contracts enable the Company to be the sole provider of gas to these industrial clients over a 20-year term. By delivering a reliable energy supply to our customers at these prices, we are providing energy savings of 20-40 per cent. over current costs with liquid fuels while management estimates of operating costs provide attractive netbacks to the Company.

We believe that Logbaba is an exceptional gas project where all aspects of the business combine to provide a very satisfactory situation. The project has substantial reserves located at the industrial heart of an energy hungry region and the Company controls the entire supply chain from the wellheads to the customer. We anticipate generating positive cash flow from our Logbaba operations from June 2012. Once our 8 mmscf/d target production rate is achieved by the end of the year, gross revenues of US$1 million per week can be expected. Looking to 2013, the Company expects greater gas demand and our target production is 20 mmscf/d and combined usage from thermal and power demand is expected to reach 40 mmscf/d by late 2014.

With gross proved and probable (2P) reserves sufficient to supply an average 30 mmscf/d for the next 20 years and prospective resources of over one trillion cubic feet of gas, we believe that Logbaba represents a very sound cash source for the future. We have a captive market that is eager to take our gas as it provides cleaner, more reliable energy and significant savings to alternative fuels.

West Medvezhye, Russia

Our 100 per cent. owned West Medvezhye ("West Med") block is located near the Yamal Peninsula, north west Siberia, in one of the most prolific oil and gas producing areas in the world, adjacent to the giant Medvezhye and Urengoy fields. We hold a 20-year exploitation licence for West Medvezhye covering 1,224 km(2) , and a discovery well, Well 103, has "C1 plus C2" reserves of 14.4 million boe under the Russian resource classification system.

In September 2011, following a seismic reprocessing and geological modelling study, the Company reported that independent reserve auditors, Mineral LLC, ("Mineral") had confirmed a 300 million boe increase in gross prospective resources to 1.4 billion boe, comprising 670 million barrels of oil and 730 million boe of gas & condensate.

We are pursuing an integrated exploration and appraisal work programme incorporating drilling, seismic, and advanced direct hydrocarbon technologies. This programme was presented to the Yamal District regional petroleum authorities in Salekhard on the 15 February 2012. The programme was approved by the authorities and a two well drilling campaign is provisionally planned to start by the end of 2012. These wells will target the Jurassic discovery horizons successfully encountered by Well 103 and also new hydrocarbon potential horizons in the Achimov layers identified as part of the study carried out by Mineral.

Our Nadym-based team is currently tendering the drilling design contracts for the planned wells. Three companies with a successful track record of working in the region have been shortlisted. Our technical team are in advanced discussions with these companies to determine the scope of work to include detailed well design as well as studies of the terrain, soil mechanics, access and ecological issues.

Conceptual screening and development studies are in progress to monetise West Med's large prospective resources and to exploit the Well 103 discovery to generate cash flow. In February 2012, VOG contracted an experienced local company, LLC Nefteproject, based in Tyumen, to develop a project plan for an early production scheme for the West Med discovery area. Preliminary work on the Well 103 discovery indicates first oil sales could occur in 2015.

The Company is planning to farm-out a portion of its interest in West Medvezhye to help fund the development and drilling programmes.

Corporate

The Company has invested approximately US$85 million of shareholders funds in the Logbaba project and it has secured this funding in very challenging capital markets. During the financial period, the Company raised GBP10.1m via equity placings. The Board and I are very conscious that the share issues, which have been essential to the progression of our projects, have also been dilutive.

The Directors believe that the Logbaba project has now been substantially de-risked. Consequently, routes to alternative sources of capital, other than conventional equity, have opened up for the Company.

The Company recently concluded a 12 month Loan Note facility for US$8 million for its capital programme at Logbaba. An initial tranche of US$4 million has been drawn and the remaining US$4 million may be drawn subject to mutual consent. The Loan Note bears a 9 per cent. coupon and is expected to be repaid by cash flow from operations at Logbaba. We are also currently in discussions with several parties in relation to a larger debt facility and reserve based lending facility, both with attractive terms. The appointment of Macquarie Capital (Europe) Limited as a joint broker with Fox Davies Capital has also strengthened the Company's advisory team.

I believe that 2012 will be a year of major developments for the Company as we make the transition from explorer to producer and generate positive cash flows. To equip us for the future, we are strengthening our management with experienced oil and gas professionals and senior executives.

Kevin Foo

Chairman

UNAUDITED CONSOLIDATED INCOME STATEMENT

FOR THE HALF YEAR ENDED 30 NOVEMBER 2011

 
                                            6 months       6 months   12 months 
                                               ended          ended       ended 
                                         30 November    30 November      31 May 
                                                2011           2010        2011 
                                           Unaudited      Unaudited     Audited 
                                Notes           $000           $000        $000 
 
 Continuing operations 
 Administrative expenses          4          (2,108)        (2,053)     (5,099) 
 Other gains                      5              418          1,559         765 
 
 OPERATING LOSS                              (1,690)          (494)     (4,334) 
 Interest received                4                7             21          52 
 Finance costs                    6            (652)          (360)       (415) 
 
 LOSS BEFORE TAXATION                        (2,335)          (833)     (4,697) 
 Income tax expense               7                -              -           - 
 
 LOSS AFTER TAXATION FOR THE 
  PERIOD                                     (2,335)          (833)     (4,697) 
 
 
                                               Cents          Cents       Cents 
 Loss per share - basic           3           (0.10)         (0.06)      (0.26) 
 Loss per share - diluted         3           (0.10)         (0.06)      (0.26) 
 

UNAUDITED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE HALF YEAR ENDED 30 NOVEMBER 2011

 
                                            6 months       6 months   12 months 
                                               ended          ended       ended 
                                         30 November    30 November      31 May 
                                                2011           2010        2011 
                                           Unaudited      Unaudited     Audited 
                                                $000           $000        $000 
 
 Loss for the financial period               (2,335)          (833)     (4,697) 
 Exchange differences on translation 
  of 
  foreign operations                         (3,402)          (666)       2,404 
 
 TOTAL COMPREHENSIVE LOSS FOR THE 
  PERIOD                                     (5,737)        (1,499)     (2,293) 
 
 

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEET AS AT 30 NOVEMBER 2011

 
                                             30 November   30 November     31 May 
                                                    2011          2010       2011 
                                               Unaudited     Unaudited    Audited 
                                     Notes          $000          $000       $000 
 
 ASSETS: 
 NON CURRENT ASSETS 
 Exploration and evaluation 
  assets                               4          59,759       122,543    130,899 
 Property, plant and equipment        4,8        118,838           351      7,807 
 Investment in associate               9           6,600             -          - 
 Trade and other receivables          10               -        20,767     27,640 
 
 
                                                 185,197       143,661    166,346 
 
 
 CURRENT ASSETS 
 Trade and other receivables          10             788        17,917      3,125 
 Cash and cash equivalents                         8,348         7,225      8,425 
 
 
                                                   9,136        25,142     11,550 
 Held for sale assets                                  -         1,829      1,000 
 
                                                   9,136        26,971     12,550 
 
 
 TOTAL ASSETS                                    194,333       170,632    178,896 
 
 
 LIABILITIES: 
 CURRENT LIABILITIES 
 Trade and other payables             11        (19,827)      (13,625)   (14,079) 
 Borrowings                                      (1,103)         (462)    (1,101) 
 
 
                                                (20,930)      (14,087)   (15,180) 
 
 
 NET CURRENT (LIABILITIES) 
  / ASSETS                                      (11,794)        12,884    (2,630) 
 
 
 NON-CURRENT LIABILITIES 
 Convertible loan - debt portion                 (1,160)         (659)      (884) 
 Derivative financial instruments                   (28)         (254)       (28) 
 Deferred tax liabilities                        (6,599)       (6,599)    (6,599) 
 Provisions                                      (9,522)       (6,704)   (12,765) 
 
 
                                                (17,309)      (14,216)   (20,276) 
 
 NET ASSETS                                      156,094       142,329    143,440 
 
 
 EQUITY: 
 Called-up share capital              12          20,541        16,897     17,178 
 Share premium                                   198,973       182,240    183,867 
 ESOP Trust reserve                                (921)         (584)      (587) 
 Translation reserve                            (11,702)      (11,370)    (8,300) 
 Other reserves                                    4,664         4,408      4,408 
 Retained earnings - deficit                    (55,461)      (49,262)   (53,126) 
 
 
 TOTAL EQUITY                                    156,094       142,329    143,440 
 
 
 

UNAUDITED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE HALF YEAR ENDED 30 NOVEMBER 2011

 
 
                                                                ESOP       Retained 
                                         Share      Share      Trust       earnings   Translation      Other 
                                       capital    premium    reserve    / (deficit)       reserve    reserve     Total 
                                          $000       $000       $000           $000          $000       $000      $000 
 
 
 At 31 May 2010                         11,648    155,636      (293)       (48,429)      (10,704)      3,828   111,686 
 Shares issued                           5,249     28,028      (370)              -             -          -    32,907 
 Share issue costs                           -      (844)          -              -             -          -     (844) 
 Recognition of share based 
  payments                                   -      (580)          -              -             -        580         - 
 Credit for value of shares 
  vested by ESOP                             -          -         79              -             -          -        79 
 Total comprehensive income/(loss) 
  for the period                             -          -          -          (833)         (666)          -   (1,499) 
 
 
 At 30 November 2010                    16,897    182,240      (584)       (49,262)      (11,370)      4,408   142,329 
 Shares issued                             281      2,639          -              -             -          -     2,920 
 Share issue costs                           -    (1,012)          -              -             -          -   (1,012) 
 Adjustment to value of 
  shares vested by ESOP                      -          -        (3)              -             -          -       (3) 
 Total comprehensive income/(loss) 
  for the period                             -          -          -        (3,864)         3,070          -     (794) 
 
 
 At 31 May 2011                         17,178    183,867      (587)       (53,126)       (8,300)      4,408   143,440 
 Shares issued                           3,363     16,401      (506)              -             -          -    19,258 
 Share issue costs                           -    (1,039)          -              -             -          -   (1,039) 
 Recognition of share based 
  payments                                   -      (256)          -              -             -        256         - 
 Credit for value of shares 
  vested by ESOP                             -          -        172              -             -          -       172 
 Total comprehensive income/(loss) 
  for the period                             -          -          -        (2,335)       (3,402)          -   (5,737) 
 
 
 At 30 November 2011                    20,541    198,973      (921)       (55,461)      (11,702)      4,664   156,094 
 
 

UNAUDITED CONSOLIDATED CASH FLOW STATEMENT

FOR THE HALF YEAR ENDED 30 NOVEMBER 2011

 
                                                           6 months       6 months   12 months 
                                                              ended          ended       ended 
                                                        30 November    30 November      31 May 
                                                               2011           2010        2011 
                                                          Unaudited      Unaudited     Audited 
                                                               $000           $000        $000 
 
 CASH FLOW FROM OPERATING ACTIVITIES 
 Loss for the period                                        (2,335)          (833)     (4,697) 
 Finance costs recognised in the Income Statement               652            130         415 
 Investment revenue recognised in profit and 
  loss                                                          (7)              -        (52) 
 Fair value loss/(gain) on embedded derivatives                   -            230           - 
 Depreciation and amortisation of non current 
  assets                                                         39            218          16 
 Net foreign exchange (loss)/gain                               418        (1,258)       (765) 
 Value of shares vested by ESOP Trust                           172             79           - 
 
 
                                                            (1,061)        (1,434)     (5,083) 
 MOVEMENTS IN WORKING CAPITAL 
 Decrease/(increase) in trade and other receivables           1,955       (17,071)     (9,368) 
 Decrease/(increase) in available for sale 
  assets and inventories                                          -              -         829 
 Increase/(decrease) in trade and other payables              1,060        (5,140)       2,565 
 
 
 NET CASH USED IN OPERATING ACTIVITIES                        1,954       (23,645)    (11,057) 
 
 CASH FLOWS FROM INVESTING ACTIVITIES 
 Payments for intangible fixed assets                       (1,284)        (5,985)     (8,721) 
 Payments for property, plant and equipment                (11,508)          (145)     (7,602) 
 Payment for shares in associate                            (5,600)              -           - 
 Interest received                                                7              -          52 
 VAT recovered that had previously been capitalised               -            671           - 
 
 
 NET CASH USED IN INVESTING ACTIVITIES                     (18,385)        (5,459)    (16,271) 
 
 CASH FLOW FROM FINANCING ACTIVITIES 
 Proceeds from issue of equity shares                        17,514         31,516      31,596 
 Payment of equity share issue costs                        (1,039)          (844)     (1,856) 
 
 
 NET CASH GENERATED FROM FINANCING ACTIVITIES                16,475         30,672      29,740 
 
 
 NET INCREASE IN CASH AND CASH EQUIVALENTS                       44          1,568       2,412 
 
 CASH AND CASH EQUIVALENTS BEGINNING OF THE 
  PERIOD                                                      8,425          6,034       6,034 
 Effects of exchange rate changes on the balance 
  of cash held in 
  foreign currencies                                          (121)          (377)        (21) 
 
 
 CASH AND CASH EQUIVALENTS END OF THE PERIOD                  8,348          7,225       8,425 
 
 
 

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE SIX MONTHS ENDED 30 NOVEMBER 2011

   1.         PRINCIPAL ACCOUNTING POLICIES 

The annual financial statements of Victoria Oil & Gas Plc are prepared in accordance with International Financial Reporting Standards (IFRS) and in accordance with International Accounting Standard 34 'Interim Financial Reporting'.

The accounting policies adopted in the preparation of the interim condensed consolidated financial statements are consistent with those followed in the preparation of the Group's annual consolidated financial statements for the year ended 31 May 2011.

The interim condensed consolidated financial statements do not include all the information and disclosures required in the annual financial statements and should be read in conjunction with the Group's annual consolidated financial statements as at 31 May 2011.

Adoption of new and revised Standards:

The following new and revised Standards have been mandatorily adopted by the Group during the period. Their adoption is not expected to have any material impact on the Group.

Improvements to IFRSs (2010) - The improvements in this amendment clarify the requirements of IFRSs and eliminate inconsistencies within and between Standards. The improvements did not have any impact on the current or prior periods financial statements.

At the date of these interim financial statements the following Standards were effective but not relevant to the Group

IAS 24 (Revised 2010) Related Party Disclosures (effective for accounting periods beginning on or after 1 January 2011)

IAS 32 (amended) Classification of Rights Issues (effective for accounting periods beginning on or after 1 February 2010)

   2.         SHARE OPTION EXPENSE 

The fair value of warrants issued by the Company in respect of fees for share placings has been offset against Share Premium. The amount for the 6 months to 30 November 2011 was $256,000 (6 months to 30 November 2010 and 12 months to 31 May 2011: $580,000).

The warrants have been fair valued using a Black-Scholes option pricing model. The inputs into the Black-Scholes model were as follows:

 
                                          30 November   30 November       31 May 
                                                 2011          2010         2011 
 
 Number of warrants                        17,745,668    11,076,445   11,076,445 
 Weighted average share price - pence       2.73-5.22     2.73-5.22      2.73 to 
  sterling                                                                  5.22 
 Option term - years                                3             3            3 
 Share exercise price - pence Sterling     2.5 to 4.9       2.72 to   2.5 to 4.9 
                                                               5.01 
 Risk-free rate                            0.25-1.89%         0.25%        0.25% 
 % Expected volatility                           125%          125%         125% 
 Expected dividend yield                          nil           nil          Nil 
 

The expected volatility was determined based on the historical movement in the Company's share price over a period equivalent to the option period.

   3.         LOSS PER SHARE 

Basic earnings or loss per share is computed by dividing the profit or loss after tax for the year available to ordinary shareholders by the weighted average number of ordinary shares in issue and ranking for dividend during the year, excluding those held by the ESOP Trust. Diluted earnings or loss per share is computed by dividing the profit or loss after taxation for the financial year by the weighted average number of ordinary shares in issue, each adjusted for the effect of all dilutive potential ordinary shares that were outstanding during the year.

Loss Per Share (continued):

The following table sets forth the computation for basic and diluted loss per share.

 
                                            30 November     30 November          31 May 
                                                   2011            2010            2011 
                                                   $000            $000            $000 
 Numerator: 
 Numerator for basic EPS - retained 
  loss                                          (2,335)           (833)         (4,697) 
 
 
                                                 Number          Number          Number 
 Denominator: 
 Denominator for basic EPS and diluted 
  EPS                                     2,248,271,174   1,499,257,499   1,803,827,144 
 
 
                                                  Cents           Cents           Cents 
 Loss per share - basic and diluted              (0.10)          (0.06)          (0.26) 
 
 

Basic and diluted loss per share are the same, as the effect of the outstanding warrants is anti-dilutive and is therefore excluded.

   4.         SEGMENTAL ANALYSIS 

The Group operates in one class of business being the exploration for, development and production of oil and gas and in three geographical segments, namely the Russian Federation, Republic of Cameroon and the Republic of Kazakhstan.

The analysis by geographical segment is shown below:

 
 Six months to 30 November    Cameroon   Russia   Kazakhstan   Corporate      Total 
  2011                            $000     $000         $000        $000       $000 
 Administrative expenses           (4)     (83)        (157)     (1,864)    (2,108) 
 Other gains and (losses)          421      (3)            -           -        418 
 
 Operating loss                    417     (86)        (157)     (1,864)    (1,690) 
 Interest received                   -        -            -           7          7 
 Finance costs                   (357)     (16)            -       (279)      (652) 
 
 Profit/(loss) before tax           60    (102)        (157)     (2,136)    (2,335) 
 Taxation                            -        -            -           -          - 
 
 Profit/(loss) after tax            60    (102)        (157)     (2,136)    (2,335) 
 
 Total Assets                  127,789   58,065          120       8,359    194,333 
 
 Total Liabilities            (28,794)    (280)          (6)     (9,159)   (38,239) 
 
 
 
 Six months to 30 November    Cameroon   Russia   Kazakhstan   Corporate      Total 
  2010                            $000     $000         $000        $000       $000 
 Administrative expenses         (253)    (497)         (57)     (1,246)    (2,053) 
 Other gains and (losses)        1,495    (108)         (30)         202      1,559 
 
 Operating loss                  1,242    (605)         (87)     (1,044)      (494) 
 Interest received                   -        -            -          21         21 
 Finance costs                       -        -            -       (360)      (360) 
 
 Profit/(loss) before tax        1,242    (605)         (87)     (1,383)      (833) 
 Taxation                            -        -            -           -          - 
 
 Profit/(loss) after tax         1,242    (605)         (87)     (1,383)      (833) 
 
 Total Assets                   92,617   56,288          123      21,604    170,632 
 
 Total Liabilities            (25,516)    (386)          (5)     (2,396)   (28,303) 
 
 

Segmental Analysis (continued):

 
 Twelve months to 31 May 2011    Cameroon   Russia   Kazakhstan   Corporate      Total 
                                     $000     $000         $000        $000       $000 
 Administrative expenses            (404)     (72)        (229)     (4,394)    (5,099) 
 Other gains and (losses)             (2)        4            -         763        765 
 
 Operating loss                     (406)     (68)        (229)     (3,631)    (4,334) 
 Interest received                      -        -            -          52         52 
 Finance costs                       (36)        -            -       (379)      (415) 
 
 Profit/(loss) before tax           (442)     (68)        (229)     (3,958)    (4,697) 
 Taxation                               -        -            -           -          - 
 
 Profit/(loss) after tax            (442)     (68)        (229)     (3,958)    (4,697) 
 
 Total Assets                     109,574   60,882          108       8,332    178,896 
 
 Total Liabilities               (26,054)    (275)         (14)     (9,113)   (35,456) 
 
 

EXPLORATION AND EVALUATION ASSETS

The movement on exploration and evaluation assets, which relate to oil and gas interests, during the period was:

 
 Six months to 30 November 2011               Cameroon    Russia      Total 
                                                  $000      $000       $000 
 Opening balance                                69,586    61,313    130,899 
 Exchange                                        (973)   (2,316)    (3,289) 
 Transfer from other receivables                28,021         -     28,021 
 Additions                                         674       610      1,284 
 Disposals                                           -      (39)       (39) 
 Transfer to property, plant and equipment    (97,117)         -   (97,117) 
 
 Closing balance                                   191    59,568     59,759 
 
 
 
 Six months to 30 November 2010    Cameroon    Russia     Total 
                                       $000      $000      $000 
 Opening balance                     58,305    57,612   115,917 
 Exchange                             1,820     (884)       936 
 Additions                            6,588       361     6,949 
 Disposals                                -   (1,089)   (1,089) 
 Depreciation                             -     (170)     (170) 
 
 Closing balance                     66,713    55,830   122,543 
 
 
 
 Twelve months to 31 May 2011    Cameroon   Russia     Total 
                                     $000     $000      $000 
 Opening balance                   58,305   57,612   115,917 
 Exchange                               -    2,390     2,390 
 Additions                         11,941    1,311    13,252 
 Reclassify to receivables          (660)        -     (660) 
 
 Closing balance                   69,586   61,313   130,899 
 
 

Oil and gas interests at 30 November 2011 represent exploration and related expenditure on the Group's licences & permits in the geographical areas noted above. The realisation of these intangible assets by the Group is dependent on the discovery and successful development of economic reserves and the ability of the Group to raise sufficient funds to develop these interests. Should the development of economic reserves prove unsuccessful, the carrying value in the statement of financial position will be written-off.

The Directors have considered whether facts or circumstances exist that indicate that exploration and evaluation assets are impaired and considered that no impairment loss is required to be recognised as at 30 November 2011. Exploration and evaluation assets have been assessed for impairment having regard to the likelihood of further expenditures and ongoing appraisal for each geographical area.

During the period, amounts previously included in other receivables were transferred to exploration and evaluation assets following the withdrawal of RSM Production Corporation from the Logbaba gas development. (See Note 10.)

Segmental Analysis (continued):

Subsequently exploration and evaluation assets of $97.1m associated with the Logbaba gas and condensate project in Cameroon were transferred to property, plant and equipment as in the opinion of the Directors the project has now achieved technical feasibility and commercial viability following commencement of commissioning of the production facilities and the gas pipeline network .

PROPERTY, PLANT AND EQUIPMENT

The movement on property, plant and equipment, which principally relates to oil and gas interests, during the period was:

 
 Six months to 30 November 2011    Cameroon   Russia   Corporate     Total 
--------------------------------  ---------  -------  ----------  -------- 
 Cost                                  $000     $000        $000      $000 
--------------------------------  ---------  -------  ----------  -------- 
 Opening balance                      7,916    2,351          41    10,308 
 Transfer from exploration & 
  evaluation assets                  97,117        -           -    97,117 
 Additions                           13,914        -           -    13,914 
 Disposals                                -        -        (20)      (20) 
 
 Closing balance                    118,947    2,351          21   121,319 
 
 
 
 Depreciation                                  $000     $000     $000     $000 
------------------------------------------  -------  -------  -------  ------- 
 Opening balance                                177    2,299       25    2,501 
 Disposals                                        -        -     (20)     (20) 
 
 Closing balance                                177    2,299        5    2,481 
 
 
 
 
 Carrying amount 30 November 
  2011                          118,770   52   16   118,838 
 
 
 
 Six months to 30 November 2010                 Cameroon   Russia   Corporate   Total 
--------------------------------------  -----  ---------  -------  ----------  ------ 
 Cost                                               $000     $000        $000    $000 
---------------------------------------------  ---------  -------  ----------  ------ 
 Opening balance                                     354    2,029          15   2,398 
 Additions                                             1      291           -     292 
 
 Closing balance                                     355    2,320          15   2,690 
 
 
 
 
 Depreciation                                  $000     $000     $000     $000 
------------------------------------------  -------  -------  -------  ------- 
 Opening balance                                 83    2,029        9    2,121 
 Charge for financial 
  period                                         77      135        6      218 
 
 Closing balance                                160    2,164       15    2,339 
 
 
 
 
 Carrying amount 30 November 
  2010                          195   156   -   351 
 
 
 
 Twelve months to 31 May 2011                  Cameroon   Russia   Corporate    Total 
-------------------------------------  -----  ---------  -------  ----------  ------- 
 Cost                                              $000     $000        $000     $000 
--------------------------------------------  ---------  -------  ----------  ------- 
 Opening balance                                    354    2,029          15    2,398 
 Additions                                        7,562      322          26    7,910 
 
 Closing balance                                  7,916    2,351          41   10,308 
 
 
 
 
 Depreciation                                  $000     $000     $000     $000 
------------------------------------------  -------  -------  -------  ------- 
 Opening balance                                 83    2,029        9    2,121 
 Charge for financial 
  period                                         94      270       16      380 
 
 Closing balance                                177    2,299       25    2,501 
 
 
 
 Carrying amount 31 May 
  2011                                        7,739       52       16    7,807 
 
 
 
 
   5.         OTHER GAINS 
 
                           30 November   30 November    31 May 
                                  2011          2010      2011 
                             Unaudited     Unaudited   Audited 
                                  $000          $000      $000 
 
 
 Foreign exchange gains            418         1,559       765 
 
 
   6.         FINANCE COSTS 
 
                                             30 November   30 November    31 May 
                                                    2011          2010      2011 
                                               Unaudited     Unaudited   Audited 
                                                    $000          $000      $000 
 Convertible loan interest                         (278)         (130)     (354) 
 Loan interest                                       (2)             -      (20) 
 Fair value loss on embedded derivatives               -         (230)       (5) 
 Unwinding of discount on reserve 
  bonus provision                                  (302)             -         - 
 Unwinding of discount on decommissioning 
  costs                                             (70)             -      (36) 
 
 
                                                   (652)         (360)     (415) 
 
 

Interest payable relating to the convertible loans includes both the stated and effective interest charge.

   7.         INCOME TAX EXPENSE 
 
                       30 November   30 November    31 May 
                              2011          2010      2011 
                         Unaudited     Unaudited   Audited 
                              $000          $000      $000 
 
 Income tax expense              -             -         - 
 
 

At the balance sheet date, the Group has unused tax losses of $43.1m (30 November 2010: $38.0m; 31 May 2011: $40.8m) available for offset against future profit. No deferred tax asset has been recognised in either year due to the unpredictability of future profit streams in the companies that have accrued tax losses. Accordingly, at the year end, deferred tax assets amounting to $11.5m (30 November 2010: $10.7m; 31 May 2010: $10.6m) have not been recognised.

   8.         PROPERTY PLANT AND EQUIPMENT 
 
 Six months to 30 November                                  Assets under 
  2011                         Plant and         Oil and    construction 
                               equipment    gas interest         at cost     Total 
 Cost                               $000            $000            $000      $000 
 Opening balance                   1,366           2,090           6,852    10,308 
 Additions                         2,731               -          11,183    13,914 
 Transfer from exploration 
  & evaluation assets                  -          97,117               -    97,117 
 Disposals                          (20)               -               -      (20) 
 
 Closing balance                   4,077          99,207          18,035   121,319 
 
 
 
 Depreciation       $000    $000   $000    $000 
 Opening balance     459   2,042      -   2,501 
 Disposals          (20)       -      -    (20) 
 
 Closing balance     439   2,042      -   2,481 
 
 
 
 
 Carrying amount 30 November 
  2011                          3,638   97,165   18,035   118,838 
 
 

Property, plant and equipment (continued):

 
 Six months to 30 November                                  Assets under 
  2010                         Plant and         Oil and    construction 
                               equipment    gas interest         at cost   Total 
 Cost                               $000            $000            $000    $000 
 Opening balance                     308           2,090               -   2,398 
 Additions                           292               -               -     292 
 
 Closing balance                     600           2,090               -   2,690 
 
 
 
 Depreciation                   $000    $000   $000    $000 
 Opening balance                 135   2,042      -   2,177 
 Charge for financial period     162       -      -     162 
 
 Closing balance                 297   2,042      -   2,339 
 
 
 
 
 Carrying amount 30 November 
  2010                          303   48   -   351 
 
 
 
 Twelve months to 31 May 2011                                  Assets under 
                                  Plant and         Oil and    construction 
                                  equipment    gas interest         at cost    Total 
 Cost                                  $000            $000            $000     $000 
 Opening balance                        308           2,090               -    2,398 
 Additions                            1,058               -           6,852    7,910 
 
 Closing balance                      1,366           2,090           6,852   10,308 
 
 
 
 Depreciation                   $000    $000   $000    $000 
 Opening balance                 135   2,042      -   2,177 
 Charge for financial period     324       -      -     324 
 
 Closing balance                 459   2,042      -   2,501 
 
 
 
 
 Carrying amount 31 May 2011    907   48   6,852   7,807 
 
 
   9.         INVESTMENT IN ASSOCIATES 

During the period the Company acquired a 35% interest in Cameroon Holdings Limited for a total cost of $6.6m. Details of the investment are as follows.

 
                                                                        Proportion 
                                                                         ownership 
                                                                         interest and 
                                                                         voting power 
                                              Place of incorporation     held by the 
 Name of associate    Principal activity       and operation             Group 
 
 Cameroon Holdings 
  Limited             Oil and gas services    Guernsey                       35% 
 

Summarised financial information in respect of the Group's associate is set out below.

 
 
                                     30 November 
                                            2011 
                                       Unaudited 
                                            $000 
 Total assets                              3,509 
 Total liabilities                       (3,526) 
 
 Net liabilities                            (17) 
 
 Group's share of net liabilities 
  of associates                              (6) 
 
 
 
                                         30 November 
                                                2011 
                                           Unaudited 
                                                $000 
 
 Total loss for the year                        (16) 
 
 Group's share of loss of associates             (6) 
 
 Group's share of other comprehensive 
  income                                         (6) 
 
 
   10.       RECEIVABLES 
 
                                 30 November   30 November    31 May 
                                        2011          2010      2011 
                                   Unaudited     Unaudited   Audited 
                                        $000          $000      $000 
 Amounts due within one year: 
 VAT recoverable                         340           113       193 
 Prepayments                             235            91        88 
 Other receivables                       213        17,713     2,844 
 
                                         788        17,917     3,125 
 
 
 
                                       30 November   30 November    31 May 
                                              2011          2010      2011 
                                         Unaudited     Unaudited   Audited 
                                              $000          $000      $000 
 Amounts due in more than one year: 
 
 Other receivables                               -        20,767    27,640 
 
 

Other receivables due in the prior periods included amounts relating to RSM Production Corporation's (RSM) 40% carried interest in the Logbaba gas development. RSM have failed to make payment of cash calls in accordance with the Operating Procedure, and following notice of default, failed to make payment within the period provided for remediation of the default. Accordingly, following legal advice, the Group exercised its right under the Operating Agreement to require RSM to withdraw from the Operating Agreement and the Concession contract on 18 July 2011. Accordingly the Group transferred the receivable which was expected to be recovered from RSM to exploration and evaluation assets.

   11.       TRADE AND OTHER PAYABLES 
 
                                    30 November   30 November    31 May 
                                           2011          2010      2011 
                                      Unaudited     Unaudited   Audited 
                                           $000          $000      $000 
 Amounts due within one year: 
 Trade payables                           8,453        12,403     7,296 
 Taxes and social security costs          1,570         1,083     1,227 
 Accruals and deferred income             9,804           139     5,556 
 Other creditors                              -             -         - 
 
                                         19,827        13,625    14,079 
 
 

The increase in accruals and deferred income as at 30 November 2011 reflects the reclassification of $4m of the development funding obligation from Provisions to Accruals and deferred income. This reclassification reflects the Directors' opinion that Logbaba gas and condensate project has now achieved technical feasibility and commercial viability following commencement of commissioning of the production facilities and gas pipeline network.

   12.       SHARE CAPITAL 

Share capital as at 30 November 2011 amounted to $20.5 million. During the six months to 30 November 2011, the Group issued 430,175,966 shares for cash or in settlement of amounts due to creditors, increasing the number of shares in issue from 2,138,840,271 to 2,569,016,237.

   13.       RELATED PARTY TRANSACTIONS 

Payments to Directors and other key management personnel are set out below.

 
                                               30 November   30 November    31 May 
                                                      2011          2010      2011 
                                                 Unaudited     Unaudited   Audited 
                                                      $000          $000      $000 
 Directors' remuneration                               715           387       974 
 Other key management - short term benefits            258           316     1,431 
 Other key management - termination 
  benefits                                               -             -       482 
 

The following table provides the total amount of transactions entered into by the Group with other related parties:

 
 
                                                                               Amounts 
                                                     Loans                    due from 
                                   Purchases        repaid   Cash advances      / (to) 
                                from related    to related      to related     related 
                                     parties       parties         parties     parties 
                                        $000          $000            $000        $000 
 6 months to 30 November 2011 
 Subsidiaries                              -             -          11,428      87,733 
 Directors' other interests                -             -               -       (103) 
 Professional fees                       729             -               -           - 
 
 6 months to 30 November 2010 
 Subsidiaries                              -             -           6,773      56,458 
 Directors' other interests                -         (788)               -        (97) 
 Professional fees                       483             -               -           - 
 
 12 Months to 31 May 2011 
 Subsidiaries                              -             -          26,620      76,305 
 Directors' other interests                -         (794)               -       (101) 
 Professional fees                     1,624             -               -           - 
 

There was no intragroup trading or transactions between Group subsidiaries.

Radwan Hadi is Chief Operating Officer of the Company and a manager of Blackwatch Petroleum Services Limited, a firm of upstream oil and gas consultants. These accounts include $729,000 for the 6 months to 30 November 2011, (6 months to 30 November 2010: $483,000; 12 months to 31 May 2011: $1,624,000;) in relation to oil and gas technical services provided by Blackwatch Petroleum Services Limited to the Company.

Related Party Transactions (continued):

In December 2008, HJ Resources Limited, a company owned by a discretionary trust of which Kevin Foo and certain members of his family are potential beneficiaries, provided unsecured loans to Victoria Oil & Gas International Limited. Interest accrues at 0.5% per month. The balance outstanding at 30 November 2011 was $103,000.

   14.       FINANCIAL COMMITMENTS 

The Group has entered in to a contract for the construction, operation and maintenance of the processing facility for Logbaba gas and condensate project for the next 2 years, which will give rise to an annual expense of $4m from the date of processing first hydrocarbons. At the end of the 2 year period the Group has the option to acquire the processing facility or continue to lease it.

   15.       POST BALANCE SHEET EVENTS 

On 17 December 2011 the Company made its first delivery of gas to customers of the Logbaba gas and condensate project in Douala, Cameroon following the successful installation and commissioning of the production facilities and the gas pipeline network.

   16.       APPROVAL OF INTERIM FINANCIAL STATEMENTS 

The unaudited interim condensed consolidated financial statements were approved by the Board of Directors on 27 February 2012.

Copies of the Interim report are available by download from the Company's website at: www.victoriaoilandgas.com

This information is provided by RNS

The company news service from the London Stock Exchange

END

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