Final Results
Celtic Resources Holdings PLC
30 June 2000
CELTIC RESOURCES HOLDINGS PLC
PRELIMINARY RESULTS FOR YEAR ENDED DECEMBER 31,1999.
CHAIRMAN'S STATEMENT
In the Annual Report for the year ended 31 December, 1999 to be circulated
shortly to shareholders, Dr. Oliver Waldron, Chairman of Celtic Resources
Holdings Plc ('Celtic') states:
'A letter to all shareholders from Kevin Foo, your Managing Director, in
January this year, stated that the primary objective of Celtic is, within
three years, to grow into a profitable, resources based company with a
valuable portfolio of producing and developing mines in Russia, Central Asia
and Eastern Europe. Specifically, the target is to have over 20 million
ounces of gold under Celtic's control and to have group production above
250,000 ounces/year of un-hedged gold at an average operating cost of less
than US$150/ounce.
In furtherance of this objective, on 14 March your Board announced that it had
agreed terms for the acquisition of certain, oil, gold and other mineral
interests in Kazakhstan from companies associated with Kevin Foo. These
companies are Millennium Oil and Gas Limited and Dabney Holdings Limited, and
your Board believes that these acquisitions represent an important development
opportunity for the Company. The Acquisitions will contribute significantly
towards the achievement of this objective with properties which are likely to
add both cash flow and value over the next three years.
Further progress in the implementation of its strategy has also been achieved
by Celtic at the mine at Nezhdaninskoye in Yakutia, which, through its 50%
holding in SVMC, the license holder, represents the main asset of the Group.
I am very pleased to announce that, following extensive negotiations,
amendments to the License for gold production at Nezhdaninskoye have been
agreed and executed by the relevant authorities and SVMC which reaffirm
Celtic's legal and license rights in the project. The removal of the
uncertainty connected with this Licence is a significant and positive step for
Celtic. I am also pleased to report that the Bill of the Federal Russian
Parliament ('Duma') to include Nezhdaninskoye in the list of deposits eligible
for a Production Sharing Agreement (PSA) has passed its first reading, and,
significantly, the Yakutian Parliament, Iltuyem, has recommended that the Duma
pass the second reading.
One of the prime objectives of the Company is to exploit this resource to
produce positive cash flow at Nezhdaninskoye as soon as practicable. In this
regard there have been the following important and positive developments:
* SVMC and Celtic have commissioned and completed several feasibility
studies aimed at both the short term exploitation of quartz vein ores
using the existing plant and life of mine studies over 26 years. These
studies have been used to underpin negotiations with several financial
institutions, including Zenit Bank of Moscow. Celtic is in detailed
negotiations with Zenit aimed at securing a financial package of up to
$7 million for 2000. These funds, if secured, will enable completion of
the plant refurbishment and the achievement of our aim of first gold
production from Nezhdaninskoye this year.
* SVMC and Celtic are in negotiations with several Russia mining and
construction contractors who will be able to operate the first stages of
Nezhdaninskoye on behalf of SVMC. Mobilisation of some of the
contractors and key Celtic staff has begun and we now have a team on
site beginning infrastructure and accommodation refurbishment.
* In May 2000, our partners in SVMC, SakhaZoloto, agreed to transfer to
SVMC their rights to all of the existing mine workings and broken ore.
This will allow free and clear access to the developed ore bodies.
In the Duma, the Production Sharing Agreement (PSA) Bill for
Nezhdaninskoye had its first reading and is expected soon to receive its
second and third readings. Importantly, Iltumen, the Yakutian Parliament
passed a Resolution on June 16, 2000 supporting this Bill and requesting
the Duma to accelerate the approval process.
In order to fund these and other activities, the Company is currently
considering methods, inclusive of bank finance, by which requisite funding,
currently estimated at US$5 million for corporate purposes and to facilitate
recommencement of gold production at Nezhdaninskoye, will be procured. The
near term cash flow expected to be generated by the Millennium and Dabney
assets in the 2000 to 2003 period, should enhance the cash position of Celtic.
In addition, the attached accounts for 1999 show a much improved financial
position for the company. Last year's implementation of a settlement with
creditors, including the re-negotiation of the loan agreement with Dragon Oil
PLC, combined with the arrangement of a series of placings over the past nine
months which raised approximately $1.5 million and the appointment to the
Board of Kevin Foo and Michael Kaufman, means that Celtic has now achieved a
substantially debt free position.
With both new management and financial stability, Celtic is now positioned to
broaden its asset base and to expand and diversify its holdings in three ways:
* geographic balance between Kazakhstan, Russia, Ireland and the UK;
* resource balance between gold, base metals and hydrocarbons; and
* production balance ,with properties in production to those under
exploration.
The proposed acquisitions of both Millennium and Dabney represent a move
forward in these plans. Both the Tamdykol oil deposit, which is the main
asset of Millennium, and the Suzdal gold mine, in which Dabney is interested,
are scheduled to produce cash flow over the 2000 to 2003 period.
The hydrocarbon interests of Celtic were comprised of a 10% interest in four
North Sea Licences operated by Mustang. This interest has been consolidated
through the completion in April of this year of the acquisition of an
additional 10% interest from Mustang in two exploration licences in gas fields
in the North Sea P838 (Block 44/27c) and P848 (Block 29/2c).
It is the intention of the Company to develop its hydrocarbon interests as
opportunistically as possible in the medium term, with a view to creating
value either directly in Celtic, through cash flow to support other
activities, or in a subsidiary as a vehicle which can be sold or listed
separately. The Board regards hydrocarbons as a supplement to Celtic's
mainstream gold and base metal activities and as a potential source of
revenue, which can be utilised to promote development of those activities.
Millennium's main asset is an 80% interest in an exploration and production
licence for the Tamdykol oil deposit in Atyubinsk Oblast, in north west
Kazakhstan held through its subsidiary, Olager. Tamdykol is a shallow oil
field, about 150 metres below the surface and located above a salt dome, which
has produced limited quantities of oil from surface wells for more than sixty
years, but the field has never been extensively developed. There are 12 wells
which have been drilled in the last ten years, four of which are capable of
being re-perforated at low cost. Recoverable reserves, based on drilling and
seismic surveys by the Kazakhstan government authorities are approximately 5
million barrels.
Your Board believes that there is a reasonable probability that Tamdykol can
be brought into production within six months. To this end, preliminary work
for re-perforation of the wells has begun at Tamdykol.
Dabney includes a portfolio of gold and base metal properties detailed below,
all of which are located in Kazakhstan. In addition to these physical assets,
the acquisition of Dabney would bring its highly experienced and successful
project team to Celtic to assist in the management of Nezhdaninskoye. These
include:
* Suzdal, a gold mine with proven and probable reserves of over 1.8
million ounces of gold, which has been in operation since November 1999
and has planned production of 56,000 ounces in 2000.
* Auliye, a gold property where certain exploration and drilling has been
carried out.
* Abyz, a gold and base metal property, with a probable resource of 9.1
million tonnes at 4.3 g/t Au (1.25 million ounces), 41 g/t Ag, 1.36% Cu
and 3.57% Zn.
* Kentau, another polymetallic property where preliminary work has been
completed by NormandyLa Source who spent $6 million on this property
from 1997 to 1999. More than 28 gold and base metal deposits have been
identified by Normandy Exploration staff.
* Baygustam and Beriosky, two late stage exploration copper properties in
Central Kazakhstan controlled 55% by Dabney.
Current Trading and Prospects of Celtic
Celtic's strategy continues to be focused on increasing shareholder value via
three key strands:
First, by clarifying the Nezhdaninskoye licence position such that the Company
not only in a position to begin mining but is also able to attract serious
interest from project finance bankers.
Second, by expanding our asset base to include existing gold producing assets
of Dabney and the oil production from the Tamdykol field, expected this year,
the potential for positive cash flow from the Kazakhstan operations is
increased. This will in turn allow for further development of the other
mineral assets of Dabney and reduce the financing burden of Celtic in relation
to Kazakhstan.
Third, the introduction of selected hydrocarbons projects, has laid the ground
work for a business which is capable of producing both cash and value, which
in time could be transformed into a separately listed vehicle
After two difficult years, Celtic is at last looking forward to an active and
successful year and we hope that shareholders will be pleased with our
excellent success in the last six months'.
The Profit and Loss Account and Balance Sheet for the twelve months ending 31
December, 1999 are attached.
CONSOLIDATED PROFIT AND LOSS ACCOUNT FOR THE YEAR ENDED 31 DECEMBER, 1999
1999 1998
EUR000 EUR000
(Write off) of deferred exploration
expenditure (173) (7,140)
Administrative expenses (443) (367)
------------------
Operating (loss) (616) (7,507)
Other income 1 1
------------------
(LOSS) ON ORDINARY ACTIVITIES BEFORE TAXATION (839) (7,580)
EXTRAORDINARY ITEM 252 -
LOSS BEFORE TAXATION
------------------
(587) (7,580)
Taxation - (1)
------------------
(LOSS) ON ORDINARY ACTIVITIES AFTER TAXATION (587) (7,581)
Minority Interest (22) 959
------------------
Retained (Loss) of Group (609) (6,622)
Retained (Loss) brought forward (8,767) (2,145)
------------------
RETAINED (LOSS) CARRIED FORWARD (9,376) (8,767)
==================
(Loss) per share EUR0.018 EUR0.27
CONSOLIDATED BALANCE SHEET AS AT 31 DECEMBER, 1999
1999 1998
EUR000 EUR000
FIXED ASSETS
Intangible assets 7,243 7,509
Tangible assets 31 34
------------------
7,274 7,543
------------------
CURRENT ASSETS
Debtors 47 55
Cash at bank and in hand 204 146
------------------
251 201
Creditors
(Amounts falling due within one year) (221) (585)
------------------
Net Current (Liabilities)/Assets 30 (384)
------------------
Total Assets Less Current Liabilities 7,304 7,159
Creditors - (Amounts falling due after more
than one year) - (2,024)
------------------
Net Assets 7,304 5,135
==================
Financed By:
CAPITAL AND RESERVES
Called up share capital 4,720 3,894
Share premium 8,123 6,120
Profit and loss account (9,376) (8,767)
Other reserves - goodwill 402 402
Other reserves (223) (373)
------------------
3,646 1,276
Minority Interest - equity 3,658 3,859
------------------
7,304 5,135
==================
For further information, please contact:
Kevin Foo or Michael Kaufman
Celtic Resources plc Tel: + 44 (0) 207 593 001/0468 238847.
Eugenee Mulhern
Davy Corporate Finance Ltd Tel: +353 1 679 6363