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RCK.B Castle Rock Petroleum Ltd

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Share Name Share Symbol Market Type
Castle Rock Petroleum Ltd TSXV:RCK.B TSX Venture Ordinary Share
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 0.00 -

Castle Rock Petroleum Ltd.: Financial and Operating Results For the Three and Six Months Ended June 30, 2007

28/08/2007 7:10pm

Marketwired Canada


Castle Rock Petroleum Ltd. ("Castle Rock") (TSX VENTURE:RCK.A) (TSX
VENTURE:RCK.B) has filed with Canadian securities authorities its unaudited
financial statements and Management's Discussion and Analysis for the three and
six months ended June 30, 2007. Copies of the filed documents may be obtained
through SEDAR at www.sedar.com or by visiting Castle Rock's website at
www.castlerockpetroleum.com.




SUMMARY OF QUARTERLY RESULTS


                                             Three Months        Six Months
                                           ---------------------------------
                                            2007     2006     2007     2006
                                           ---------------------------------
Financial Highlights
($000s except per share amounts)

Oil and gas revenue                          428      411      902      705
Royalties                                    (51)     (79)    (150)    (140)
Interest income                                5       27       17       48
Production                                  (253)    (166)    (470)    (243)
General and administrative                  (146)    (254)    (380)    (496)
Financing charges                              -      (86)       -     (138)
Cash flow from (used by) operations          (17)    (147)     (81)    (264)
  Per share - basic and diluted              nil    (0.01)     nil    (0.01)

Depletion, depreciation and accretion       (215)  (1,793)  (2,434)  (2,045)
Stock-based compensation                      (5)     (13)      (7)     (22)
Goodwill impairment                            -   (1,000)       -   (1,000)
Future income tax recoveries                   -      897        -    1,013
Net loss                                    (237)  (2,056)  (2,522)  (2,318)
  Per share - basic and diluted            (0.01)   (0.10)   (0.12)   (0.12)

Issue of shares                                -        -        -    1,952
Capital expenditures                          (3)     807      166    2,898
Proceeds on property dispositions              -      191        -      191
Working capital (deficiency)                (687)   1,060     (687)   1,060
Shareholders equity                        1,057    7,118    1,057    7,118
Total assets                               3,170   12,322    3,170   12,322
----------------------------------------------------------------------------

Operating Highlights

Average daily sales volumes (boe/day)        106      123      110       98

Selling prices:
Natural gas ($/mcf)                         7.33     6.01     7.44     6.58
Oil and natural gas liquids ($/bbl)        61.77    74.37    61.92    75.60
Field netbacks ($/boe):
Selling price                              44.55    36.58    45.20    39.92
Royalties                                  (5.32)   (6.98)   (7.50)   (7.92)
Production                                (26.27)  (14.79)  (23.52)  (13.75)
----------------------------------------------------------------------------
Field netbacks                             12.96    14.81    14.18    18.25
----------------------------------------------------------------------------

Share Capital Information

Shares outstanding (000s):
Weighted average during the period        20,902   20,702   20,902   18,929
Period end - Class A                      11,902   10,702                  
Period end - Class B                         900      900                  
----------------------------------------------------------------------------
----------------------------------------------------------------------------



OUTLOOK

During the second quarter of 2007, Castle Rock concluded an initiative to
resolve the Company's working capital deficiency. In June 2007, the Company
announced that it had entered into an agreement, effective April 1, 2007, to
sell the majority of its production and a significant part of its asset base for
proceeds of $1,450,000 (subject to normal industry adjustments). On closing,
this transaction will allow the Company to reimburse subscribers to Castle
Rock's $10.0 million initial public offering of flow-through shares completed in
March 2005 for the loss of the tax benefit to them for unspent flow-through
share obligations.


In addition, the Company concluded its maximization process commenced in 2006,
announcing in July 2007, that Castle Rock and Arrow Energy Ltd. ("Arrow")
(together the "Parties") had executed an agreement to effect a business
combination whereby Arrow will acquire all of the outstanding Class A and Class
B shares in Castle Rock in exchange for common shares of Arrow on the basis of
one (1) Arrow common share for every five (5) Class A Shares of the Company and
one (1) Arrow share for every one-half (1/2) Class B Share of the Company. The
business combination is by plan of arrangement under the provisions of the
Business Corporations Act (Alberta) ("the Plan"). The information circular
detailing the Plan was mailed to the respective shareholders of Castle Rock and
Arrow on August 16, 2007 and the meeting of Castle Rock shareholders is
scheduled to take on September 13, 2007. The Parties have agreed to a
non-competition fee in the amount of $50,000 in certain circumstances if the
Plan is not completed.


The Plan will allow Castle Rock shareholders continued participation in the
upside of Castle Rock's remaining asset base through their stake in Arrow, an
emerging oil and gas company focused on the acquisition, exploration,
exploitation and development of oil and natural gas in the Western Canadian
Sedimentary Basin.


The directors of Castle Rock have approved the transaction and urge shareholders
to vote in favour of the business combination with Arrow by attending the
Special Shareholders Meeting to be held on Thursday, September 13, 2007 at 10:00
am in the Trophy Room at the Calgary Petroleum Club, or by completing the
proxies already mailed out to shareholders of record.


OVERVIEW OF THE THREE MONTHS ENDED JUNE 30, 2007

Castle Rock recorded average sales volumes of 106 boe per day in the second
quarter of 2007, comprised of 613 mcf per day of natural gas and 4 barrels per
day of oil and NGLs. This represented a decrease of approximately 8% from the
first quarter of 2007. The first quarter 2007 natural gas volumes included
adjustments received from third party facility operators that relate to 2006.
Average selling prices of $7.33 per mcf of natural gas and $61.77 per barrel of
oil and NGLs generated oil and gas revenue of $428,000 down from $474,000 in Q1
2007. Cash used by operating activities was $17,000 and the Company recorded a
net loss of $237,000. On a cash basis, results for the second quarter of 2007
were adversely affected by lower revenues, the result of production declining 8%
and by a 3% decline in natural gas prices and by higher production expenses but
positively affected by an adjustment to crown royalties and lower general and
administrative expenses.


In light of its financial position, Castle Rock's six month capital expenditure
program was limited to amounts required to maintain the value of existing
assets. Expenditures totaled $166,000 for the six month period and included
amounts spent on completions and facilities in the Hotchkiss and Valhalla areas
and amounts spent on projects commenced in late 2006. During the quarter Castle
Rock farmed out a property and recovered a portion of expenditures previously
incurred in anticipation of future drilling. Castle Rock did not participate in
any drilling during the first two quarters of 2007.


Staffing cutbacks and changes and other cost cutting measures initiated by
Castle Rock during late 2006 and 2007 have resulted in reduced general and
administrative expenses that are expected to continue into the future.


At June 30, 2007, Castle Rock had a working capital deficit of $687,000 and no
bank debt. The working capital deficit includes a flow-through share commitment
of $957,000, which is included in current liabilities. This amount is due to the
subscribers to Castle Rock's $10.0 million initial public offering of
flow-through shares completed in March 2005. Castle Rock did not meet the full
spending commitment and is required to reimburse the subscribers for the
resulting loss of income tax benefits. The working capital deficiency has been
addressed and rectified with the sale of certain assets. It is expected that the
sale will close in mid-September and generate proceeds of $1,450,000 (subject to
normal industry purchase price adjustments).


At June 30, 2007, Castle Rock held an interest in four (1.9 net) producing
wells. Work in the Hotchkiss and Pearce areas is ongoing, although the pace is
slower than originally planned. The Hotchkiss and Pearce areas were
non-producing during the first two quarters of 2007. 


Boe's may be misleading, particularly if used in isolation. A boe conversion
ratio of 6 mcf: 1 barrel is based on an energy equivalency conversion method
primarily applicable at the burner tip and does not represent a value
equivalency at the wellhead.


Except for statements of historical fact, all statements in this news release -
including, without limitation, statements regarding production estimates,
potential reserves and future plans and objectives of Castle Rock - are
forward-looking statements that involve various risks and uncertainties. There
can be no assurance that such statements will prove to be accurate; actual
results and future events could differ materially from those anticipated in such
statements. Important factors that could cause actual results to differ
materially from anticipated results include risks and uncertainties most of
which are beyond Castle Rock's control such as: risks relating to estimates of
reserves and recoveries; production rates and operating cost assumptions;
development risks and costs; the risk of commodity price and currency
fluctuations; general economic and industry conditions; political and regulatory
risks; environmental risks; stock market volatility; access to sufficient
capital from internal and external sources; and other risks and uncertainties as
disclosed under the heading "Risk Factors" and elsewhere in Castle Rock's
documents filed from time-to-time with the TSX Venture Exchange and other
regulatory authorities. The reader is cautioned that assumptions used in the
preparation of such information, while considered reasonable by Castle Rock at
the time, may prove to be incorrect. The Company disclaims any intention or
obligation to update or revise any forward-looking statements, whether as a
result of new information, future events or otherwise.


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