Final Results

Aminex PLC 22 April 2002 AMINEX PLC ("Aminex" or "the Company") Preliminary Results for year ended 31 December 2001 Aminex, the oil and gas company listed on the London and Irish Stock Exchanges, today announces its preliminary results for the year ended 31 December 2001. Highlights • Net profit for year of $4,941,000 (2000: $1,827,000) • Disposal of Group's interest in AmKomi for gross proceeds of $38.5 million • Repayment of all project debt • Proposed return of $7.5 million to shareholders • Acquisition of Tanzoil marking a new phase in the Group's development Overview The period under review and since the year end has been influenced by several major events. The successful disposal of the Group's interests in the Komi Republic of the Russian Federation has transformed the Group's operations and its balance sheet, and ushers in a new phase in the development of the Group's business. This disposal has also allowed the Board to implement the proposed return of $7.5 million to shareholders which, subject to Irish High Court approval, is to be effected early in May 2002. Since the year end, Aminex has received an unsolicited all paper (non cash) offer from Apple Oil and Gas Limited, a small, unlisted British Virgin Islands company with one asset, a licence commitment in Colombia. Aminex's Board, which is advised by Davy Corporate Finance Limited, has had no hesitation in recommending its shareholders to reject this opportunistic and entirely inadequate offer, which is an unwelcome, expensive and time-consuming distraction from management's task of achieving value for Aminex shareholders. Financial review 2001 was a year of significant change in the Group's business, and its trading performance and financial position have changed accordingly from the record revenues and operating profits reported in 2000. Group turnover in 2001, including share of joint venture, was $14,018,000 compared with $19,968,000 in the previous year. This reduction in turnover reflects most notably the disposal in September 2001 of the Group's producing assets in the Komi Republic of the Russian Federation to a subsidiary of Lukoil for a substantial cash consideration. You will also recall that in 2000 the Group's producing interests in Tunisia were sold. Our turnover in Russia in the year, prior to the disposal, was further reduced due to the Russian government's policy of giving priority to domestic sales, priced at a heavy discount to international prices. As a result, the average oil price realised on Komi sales during the financial year was $12.94 per barrel, compared with $22.30 per barrel in 2000. The Group's total cost of sales was $7,273,000 against $12,117,000 last year. Amortisation accounted for $1,507,000 against $1,768,000, resulting in a gross profit of $2,525,000 against $5,695,000. Administrative expenses at $3,336,000 were marginally above the figure for 2000. The Group's share of Ideloil's operating profit at $833,000 is shown separately in view of its status as an associate. The resulting total operating loss on continuing operations was $367,000 against a profit in 2000 of $2,233,000, and total operating profit on discontinued operations was $178,000 compared with $1,444,000 for 2000. The profit on disposal of assets was $5,709,000. The Group's net profit of $4,941,000 for the year to 31 December 2001 compares with a net profit for the previous year of $1,827,000. The disposals of producing assets in 2000 and 2001, outlined above, have resulted in a substantial reduction in the production of oil and gas and, consequently, in the proportion of turnover and profitability attributable to continuing operations. At the same time the Group Consolidated Balance Sheet reflects the benefit of the sale of its Komi assets. Your management is now actively engaged in redeploying the proceeds into new activities aimed at achieving diversification and building on the Group's well established and successful operations in the United States. These activities are further dealt with below. Operations The Group's operations were transformed during the year by the successful disposal of its producing assets in the Komi Republic. In Russia the three producing wells successfully completed by Aminex on the Kirtayel field resulted in substantial production up to the time of its disposal and materially assisted in establishing the value that the purchaser, a subsidiary of Lukoil, was prepared to recognise. Likewise, the work done in recent years on the Aresskoye group of fields resulted in a satisfactory disposal price. The discontinuance of business and the related decline in revenues and profits arising from the sale of the Group's interest in AmKomi (together with the loss of the benefits of contracts between members of the continuing Group and AmKomi) are reflected in the Group's results, as is the profit of $5,709,000 achieved on the disposal. Following this disposal, Aminex's sole producing asset in the Russian Federation is its 29.7 per cent interest in the Dachnoye field in Tatarstan, operated by Ideloil. This field is still in the process of development and yields a satisfactory return. Aminex is currently in contention with Ideloil over a proposal to reduce the interests of the existing shareholders by the introduction of new investors. In the United States, a significant new gas field discovery was made towards the end of the year on the Alta Loma prospect in Galveston County, Texas, which will come on stream shortly. Also in late 2001, a well was drilled on newly acquired acreage at Sabine Lake, Texas. The results of this well remain confidential while negotiations on adjacent open acreage are in progress. Aminex also participated in the drilling of six wells on the Vinton 3D development, of which three are now on production. Oil prices were strong during the first half of 2001, at the high point reaching US$30.17 per barrel for Louisiana Sweet crude production from Vinton and US$25.10 per barrel for South Texas Sour crude from Somerset production. The price declined during the second half to a low of US$18.41 per barrel for Vinton production and US$13.78 per barrel for Somerset. Oil prices in the first three months of 2002 were similar to those of the latter months of 2001 but have since risen. Gas prices also moved significantly during 2001, reaching a high of US$9.09 per Mcf in the first half and dropping to a low of US$1.87 per Mcf during the second half. The disposal of the Spartan Gas Field, as referred to in the interim results statement, contributed to lower overall production. Against this background, U.S. operations performed satisfactorily making a positive contribution at the operating level. The Company has committed substantial sums to both development and exploration in the current year. Aminex is proposing to participate in the drilling of eight additional wells during the first half of 2002 at an estimated cost of $3 million. An additional $3 million has been budgeted for further development of its interests during the second half of 2002. The U.S. remains the mainstay of Aminex's operations while the current diversification programme is in hand. New Business The Aminex management believes that opportunities exist to achieve material growth in shareholder value through taking positions in emerging oil and gas provinces where it is possible to gain access to high impact drilling opportunities. This is a sector of the international oil and gas industry where the smaller exploration companies can compete effectively with their larger brethren provided they possess the necessary technical and commercial skills. Aminex has already demonstrated its ability to add value in areas where it is operating effectively and has been applying these skills to the selection and negotiation of new opportunities. As a first step in repositioning the Group for further growth, Aminex recently completed the acquisition of Tanzoil NL by way of a share for share exchange. Tanzoil is the largest holder of exploration acreage in Tanzania, with rights to some 29 million acres representing over 40% of the country's known sedimentary basins. Part of the acreage is adjacent to the Songo Songo gas field, now under development. It has plans to drill two wells this year on defined offshore structures, Nyuni and Okusa, which are considered to have substantial hydrocarbon potential, at a net cost to Aminex of $7 million. In the event of a gas discovery, Tanzoil has right of entry to the Songo Songo to Dar es Salaam gas pipeline now being developed. A number of other attractive investment opportunities are under review and will be reported to shareholders at the appropriate time. Finance The Group's Balance Sheet reflects a strong cash position with virtually no debt. Drawings under the International Finance Corporation's development loan for Kirtayel have been repaid in full following the sale of the Komi assets. The net cash inflow from operations was $1,034,000 compared with $3,939,000 in 2000. Operating cash flow will benefit in the current year from the contribution of revenues from the new fields in the United States now under development. In view of the large profit arising from the disposal of the Komi assets your Board decided that it would be appropriate to distribute to shareholders the sum of $7,500,000 representing approximately Stg 6.9p per Ordinary Share based on the number of shares in issue on the Record Date (excluding the shares issued as consideration for the acquisition of Tanzoil NL, since such shares do not rank for this distribution) and the prevailing US Dollar to Pound Sterling exchange rate. This will be done by way of a reduction of capital since the Company's reserves are not available for the purpose of such distribution. This proposal was approved by shareholders in an Extraordinary General Meeting held on 12 March 2002 and now awaits the approval of the High Court of Ireland. The Record Date will be announced as soon as possible but it can only be determined if and when the Court approval is obtained. At this meeting shareholders also approved the renominalisation of the Aminex share capital following the introduction of the Euro as the legal currency of Ireland. The automatic effect of this was to convert the nominal value of the Ordinary Share of IR5p. to €0.0634869, which figure has been rounded to €0.06. Unsolicited Offer Shareholders will be aware that an unsolicited, all paper offer to acquire the company was announced on 1 March 2002 by Apple Oil and Gas Limited ("Apple"). Apple's stated purpose is to break up Aminex, take some of the resulting cash for their own working capital purposes and return the rest to both Apple and Aminex shareholders, as further explained in the Apple Offer Document dated 14 March 2002. The mechanism to return any proceeds of this proposed break-up is a complex loan note structure which guarantees no return to Aminex shareholders. Apple is not a company of substance and its offer, in your Board's opinion, has no merit. The advice of the Board to Aminex shareholders is therefore to reject the offer. Prospects Oil prices are exceptionally strong at present as a consequence of the threat of hostilities in the Middle East. The fundamentals of oil supply and demand appear to be favourable and it is to be hoped that an orderly market can be preserved during 2002. Gas prices in the United States are reasonably strong. This is important for Aminex since gas is expected to play an increasingly significant part in its operations. Aminex is in a state of change following its asset disposals. It will of course take time for the results of this strategy to become fully apparent. However, the Company has under review a number of exciting investment opportunities. Active asset management is a key element in the Company's forward planning, as illustrated by the sale of the Komi assets and the acquisition of Tanzoil. The aim is to position the Company in such a way that drilling success will have a major effect on shareholder value. 22 April 2002 Consolidated Profit and Loss Account for the year ended 31 December 2001 2001 2000 Note US$'000 US$'000 (Audited) (Audited) Turnover - Group and share of joint venture 14,018 19,968 Less share of joint venture turnover (2,713) (968) 11,305 19,000 Group turnover - continuing operations 4,119 6,331 - discontinued operations 7,186 12,669 Group turnover 11,305 19,000 Cost of sales (7,273) (12,117) Oil and gas assets impairment release - 580 Amortisation of oil and gas properties (1,507) (1,768) Gross profit 2,525 5,695 Administrative expenses (3,336) (3,034) Group operating (loss)/profit continuing operations (989) 1,217 discontinued operations 178 1,444 (811) 2,661 Share of operating profit - Associate 833 1,161 Share of operating loss - Joint Venture (211) (145) Total operating (loss)/profit continuing operations (367) 2,233 discontinued operations 178 1,444 (189) 3,677 Profit on disposal of subsidiary undertaking 5,709 25 Goodwill written off - (382) Profit on ordinary activities before interest 5,520 3,320 Interest receivable and other income 330 283 Interest payable and similar charges - Group (193) (187) Interest payable and similar charges - Associate (59) (108) Interest payable and similar charges - Joint Venture (6) (2) Profit on ordinary activities before taxation 5,592 3,306 Tax on profit on ordinary activities - Group (201) (390) - (118) (129) Associate Profit on ordinary activities after taxation 5,273 2,787 Profit attributable to minority interest - equity (332) (960) Retained profit for the financial year 4,941 1,827 Basic earnings per Eur6.34869 cents Ordinary Share (in US cents) 1 6.46 2.39 Diluted earnings per Eur6.34869 cents Ordinary Share (in US cents) 1 6.40 2.33 Consolidated Balance Sheet at 31 December 2001 2001 2000 US$'000 US$'000 (Audited) (Audited) Fixed assets Tangible fixed assets 11,374 37,747 Financial assets: Investments: In joint venture - share of gross assets 766 923 - share of gross liabilities (759) (545) Investment in associate 3,308 2,572 14,689 40,697 Current assets Investments - 750 Stocks - 1,083 Debtors 3,211 4,913 Cash at bank and in hand 24,836 4,485 28,047 11,231 Creditors: amounts falling due within one year (3,352) (5,774) Net current assets 24,695 5,457 Total assets less current liabilities 39,384 46,154 Creditors: amounts falling due after more than one year (133) (6,792) Net assets 39,251 39,362 Capital and reserves Called up share capital 5,661 5,648 Share premium account 38,823 38,809 Foreign currency reserve 6 (46) Profit and loss account (5,239) (10,184) Shareholders' funds - equity 39,251 34,227 Minority interest - equity - 5,135 39,251 39,362 Consolidated Cash Flow Statement for the year ended 31 December 2001 2001 2001 2000 2000 US$'000 US$'000 US$'000 US$'000 (Audited) (Audited) (Audited) (Audited) Net cash inflow from operating activities 1,034 3,939 Return on investments and servicing of finance Interest received 107 59 Interest paid (772) (301) Net cash outflow from returns on investments and (665) (242) servicing of finance Taxation Overseas tax paid (295) (25) Capital expenditure Purchase of tangible fixed assets (5,315) (8,763) Sale of tangible fixed assets 286 200 Net cash outflow from capital expenditure (5,029) (8,563) Acquisitions and disposals Disposal of subsidiary undertaking 31,651 5,534 Cash transferred on disposal of subsidiary (440) (9) undertaking Loans repaid by/(advanced to) joint venture 145 (525) Disposal/(purchase)of investments 750 (750) Net cash inflow for acquisitions and disposals 32,106 4,250 Net cash inflow/(outflow) before use of liquid 27,151 (641) resources and financing Management of liquid resources Cash placed on short term deposits (20,307) (2,100) Financing activities Issue of ordinary share capital 27 - Issue expenses - - New loans drawn down 566 5,000 Repayment of loan (7,286) (2,257) Capital element of finance lease payments (107) (8) Cash (outflow)/inflow from financing activities (6,800) 2,735 Increase/(decrease) in cash 44 (6) Notes to the Financial Statements 1 Earnings per Ordinary Share Basic earnings per share 2001 2000 Profit attributable to ordinary shareholders US$4,941,000 US$1,827,000 Weighted average number of 76,533,228 76,510,844 Ordinary Shares outstanding Basic earnings per share 6.46 cents 2.39 cents Basic earnings per share is calculated by dividing the weighted average number of Ordinary Shares in issue during the period into the profit after taxation for the year attributable to the shareholders of Aminex PLC. Diluted earnings per share 2001 2000 Profit for diluted earnings per share calculation US$4,941,000 US$1,827,000 Weighted average number of Ordinary Shares outstanding 76,533,228 76,510,844 Dilutive effect of share options and warrants 705,000 1,840,964 Weighted average number of shares for the calculation of 77,238,228 78,351,808 diluted earnings per share Diluted earnings per share 6.40 cents 2.33 cents For the purpose of calculating diluted earnings per share, dilutive potential Ordinary Shares have been deemed to have been converted into Ordinary Shares at the beginning of the period. 2 Dividends No dividend is proposed (2000: nil). 3 2001 Reports and Accounts The 2001 Report and Accounts will be posted to shareholders shortly. 4 Statutory Information The consolidated profit and loss account, balance sheet and cash flow statements do not constitute statutory accounts within the meaning of Section 19 of the Companies (Amendment) Act 1986. Enquiries: Aminex PLC +44 (0)20 7240 1600 Brian Hall Davy Corporate Finance Limited +353 1 679 6363 Hugh McCutcheon College Hill +44 (0)20 7457 2020 James Henderson Archie Berens Dennehy Associates +353 1 676 4733 Michael Dennehy Responsibility Statement The directors of Aminex accept responsibility for the information contained in this announcement except that the only responsibility accepted in respect of the information relating to Apple, which has been complied from published sources, is to ensure that it has been correctly and fairly reproduced and presented. Subject as aforesaid, to the best of the knowledge and belief of the directors of Aminex (who have taken all reasonable care to ensure that such is the case), the information contained in this announcement for which they accept responsibility is in accordance with the facts and does not omit anything likely to affect the import of such information. Davy Corporate Finance Limited, which is authorised to carry on investment business in Ireland by the Central Bank of Ireland, is acting exclusively for Aminex and no one else in connection with the offer and will not regard any other person as its client or be responsible to any person other than Aminex for providing the protections afforded to clients of Davy Corporate Finance Limited, nor for giving advice to any such person in relation to the offer. Davy Corporate Finance Limited has approved the contents of this announcement solely for the purpose of section 21 of the Financial Services and Markets Act 2000. The principal place of business of Davy Corporate Finance Limited is Davy House, 49 Dawson Street, Dublin 2, Ireland. This information is provided by RNS The company news service from the London Stock Exchange

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