10 June 2013
GREEN DRAGON GAS LTD
("Green Dragon" or "the Company")
Annual results for the year ended 31 December 2012
Upstream Gas Production up 23%, Year End Reserves: 1P US$324m, 2P US$1.8b, 3P US$12.7b
Green Dragon Gas Ltd (AIM: GDG), one of the largest independent companies involved in the production of CBM gas and the distribution and sale of gas in China, is pleased to announce its audited financial results for the year ended 31 December 2012.
HIGHLIGHTS
Financials
· Revenue of US$74.1 million compared with US$75.2 million in 2011
· Entered 2013 with cash of US$40 million
Upstream - Exploration and Production
· CBM Gas Production
§ Annualized production exit rate for 2012 of 2.6 Bcf, an increase of 55% year-on-year (1.7 Bcf in 2011)
§ Annual production for 2012 of 1.78 Bcf, an increase of 23% (1.45 Bcf in 2011)
§ Annualized production target of 18 Bcf following discretionary US$250m capex plan
· Substantial increases in certified reserves and resources:
§ Original total gas in place of 25.2 Tcf
Reserves net to the Company
· 90 additional wells were drilled in 2012, a year-on-year increase of 34%
§ 55 of the wells were vertical, 4 were directional and 31 were completed LiFaBriC wells
§ Drilling was focused in the main on GSS PSC with 81 wells in 2012
§ 4 wells drilled at Guizhou (GGZ), 2 wells drilled at Qinyuan (GQY), 2 wells drilled at Fencheng (GFC) and 1 well at Panxie East (GPX) continuing the exploration program
· A total of 464,968 feet were drilled in 2012, an increase of 57% on 2011
§ 94,184 feet of 'in coal seam' were drilled, an increase of 51% on 2011
§ Longest in seam well was 7,052 feet while the shortest was 518 feet
§ Deepest well drilled was 5,937 feet with a total measured depth of 10,113 feet
Midstream - Transport and Infrastructure
· Wholesale gas sales of 2.54 Bcf, a decline of 8.8% year on year
· First commercial gas supply pipeline construction with initial daily transmission capacity of 2.6 Bcf completed in Q3 2012 to PetroChina
Downstream - Retail Gas Distribution
Technology & Manufacturing - SCADA System and CNG Equipment
· Sales increased to US$2.6 million from US$2.1 million, an increase of 23%
Commenting, Randeep S. Grewal, Chairman and CEO of Green Dragon Gas said:
"The rationale for our strategic plan to focus on upstream exploration and production (E&P) is clearly demonstrated by the performance of our first LiFaBriC well. This well was drilled on 20 March 2008 (GSS008) and by the close of 2012 had produced 526MMcf of gas. At contracted prices this well had yielded a financial return of US$5.6m. Against its initial cost of US$1.5m, the IRR on the well has been an impressive 69%. The returns are increasing exponentially as the high valued gas is sold consistently with insignificant production costs. We have demonstrated the repeatability of such LiFaBriC wells and thus are firmly focused on the drilling program with our 18 Bcf production target.
In 2012, the technology and manufacturing business demonstrated its value to the Green Dragon Group via the prompt delivery of well head compressors. The upstream business' demand for reducing the wellhead casing pressures to produce higher gas flow rates from the wells was met by the design, manufacture and delivery of wellhead compressors that achieved this objective. The wellhead compressors are now being further enhanced to meet the pipeline's gas flow delivery objectives into the facilities. This division's capability continues to be a cornerstone to the Group's efficient growth and expansion. This niche business will be distributed to our shareholders through a dividend in specie shortly.
Our three joint ventures continued to expand their gas distribution sales. Beijing Huayou sales grew to 12.6 Bcf. It now provides gas to 75,529 households and 28 industrial businesses and 56 heating customers. The Petro-China Hengran companies increased their wholesale CNG sales to 2 Bcf and 0.54 Bcf in Zhengzhou and Wuhu respectively.
The post balance sheet transaction of the sale of non-core assets announced in June 2013 further focused the efforts of the management team to deliver the results of 18 Bcf annualized exit rate in 2014. In essence the business is now entirely focused on producing the IRR's of 70% or more from our wells as has already been demonstrated."
For further information on the Company and its activities, please refer to the website at www.greendragongas.com or contact:
Stephen Hill, VP Corporate Communications Green Dragon Gas
|
+852 3710 0108 |
||
Dr Azhic Basirov / David Jones Smith & Williamson - Nomad and Broker
|
+44 20 7131 4000 |
||
Steve Baldwin / Nicholas Harland Macquarie Capital (Europe) - Broker
|
+44 20 3037 2000
|
||
|
+44 20 7418 8900 |
||
James Henderson / Phillip Dennis Pelham Bell Pottinger - Investor Relations
|
+44 20 7861 3800 |
The resource estimates in this announcement have been prepared in accordance with definitions and guidelines set forth in the 2007 Petroleum Resources Management System ("PRMS") approved by the Society of Petroleum Engineers. The information in this announcement pertaining to Green Dragon's China resources has been reviewed by Nathan Shahan of Netherland, Sewell & Associates, Inc. He is a registered Professional Engineer in the State of Texas and is a member of the Society of Petroleum Engineers.
Definitions
1P |
Proved reserves |
2P |
Proved plus probable reserves |
3P |
Proved plus probable plus possible reserves |
Bcf |
billions of cubic feet |
CBM |
Coal bed methane |
CNG |
compressed natural gas |
Mcf |
thousands of cubic feet |
MMcf |
Millions of cubic feet |
NPV10 |
net present value calculated using a 10% discount rate |
PSC |
production sharing contract |
Reserves |
reserves are those quantities of hydrocarbons anticipated to be commercially recoverable by application of development projects to known accumulations from a given date forward under defined conditions |
Tcf |
trillions of cubic feet |
CHAIRMAN'S STATEMENT
Introduction
The year of the dragon was a year of two halves. In the first half, the drilling contractor Greka Drilling Limited was receiving its newly specked rig fleet and training its staff to be able to execute the drilling program as required. The ability to drill required trained hands and as such in the second half activity was able to steadily increase. The resultant increase in the number of wells drilled by year end was impressive with production results exceeding a forecasts to reach 2.6 Bcf annually as we moved into 2013, a very respectable increase of 55% year on year.
Upstream
We continued to confirm the cost of drilling LiFaBriC wells at US$1.5m per well and the repeatability of the output per in seam meter. The E&P team is appropriately distributed between Development and Exploration. Our GSS team continues to be focused on developing and completing the 200 well LiFaBriC program to achieve its 18 Bcf per annum target by year end 2014. While the Exploration team's focus is to continue to migrate the vast resources within the other five blocks into reserves through an orderly program of certification.
Midstream
At GSS, a major component of our 2012 midstream business was the completion of the pipeline connection to PetroChina under a 20 year gas sales agreement. Test sales by year end achieved total sales of 153 MMcf. We are now capable of delivering 6.5 Bcf/year of gas through that connection.
Our two joint-ventures with PetroChina Hengran continued the steady expansion of their wholesale CNG sales with volume achieved 2.54 Bcf in Zhengzhou and Wuhu.
Downstream
The 25 retail station development continued with the objective of building sufficient capacity to meet the upstream gas production capacity. We added two completed stations by year end 2012. The organisation is pleased with the evolving regulatory requirements of local governments as CNG continues to become the fuel of choice provincially.
Our joint venture with PetroChina continued its steady growth in the important Beijing market. BHY's footprint expanded to include an area which is currently designated to include the new Beijing Airport and it continued its expansion in Qihe, Shandong province. It also expanded its footprint in the North of Beijing.
Technology and Manufacturing
The technology and manufacturing business demonstrated its value accretion to the Group with the prompt delivery of wellhead compressors. The upstream division's demand for reducing well head casing pressures to provide higher gas flow rates from the wells was met by the design, manufacture and delivery of wellhead compressors that achieved this objective. The well head compressors are now being further enhanced to meet the pipeline's gas flow delivery objectives. Our pioneering SCADA system allows the organization to manage, direct, and monitor remotely all of our operations live 24/7 year round through the Operation Control Centre (OCC).
Financials
The year ended well with revenues relatively flat year on year. We entered the Year of the Snake with US$40 million in cash.
Outlook
2013 - The Year of the Snake
I am very pleased to report our successful execution of the strategic plan objectives as we go into 2013. We had three specific options in achieving this objective; the board's decision was on taking the path of expediency and certainty. This decision resulted in picking the option to conclude this transaction as a package allowing for the immediate focus on monetizing our vast audited CBM reserves as the core value of the Company. We have transformed the Company into a focused E&P growth business, paid off the maturing convertible bonds and accreted drilling capital to continue the drilling of additional LiFaBriC wells in our GSS gas production block. Additionally, the sale monetized a 15% IRR since inception on the investment in our wholesale gas businesses.
We look forward to providing the second dividend in specie to our shareholders. Greka Engineering and Technology (GET) dividend is planned for completion in the third quarter following the shareholder approval. GET, quite similar to the GDL dividend in specie will provide the shareholders with an option to monetize some of their investments in the Company or participate in an exponentially growing energy service sector within China.
Following the above two corporate transactions, we once again moved towards becoming an exclusively Upstream company which is now focused on drilling LiFaBriC wells in GSS and the exploration programs with LiFaBriC applications within our other five large CBM blocks. The business is now focused on one specific objective without any technology risks or capital dilution to ancillary businesses.
While we acquired the GSS block in April 2003, operations were handed to us in November 2003, seven months later. Under our PSC's, this leaves us another 20 years under the current agreements for gas production. In consideration of the long reserve life of each LiFaBriC well, we are eager to drill as quickly as we can across all six blocks for maximum gas production within this period.
Our continued expansion has been accomplished through the relentless dedication of a growing employee base. I thank each of the hard working employees whose efforts have enabled our tremendous achievements to date and welcome the new joiners to the team.
I look forward to keeping our fellow shareholders updated on our continued progress.
Randeep S. Grewal
Founder & Chairman
Consolidated Statement of Comprehensive Income
|
Notes |
Year ended 31 December 2012 US$'000 |
Year ended 31 December 2011 US$'000 |
Continuing operations
|
|
|
|
Revenue |
2 |
74,069 |
75,201 |
Cost of sales |
|
(65,141) |
(66,309) |
|
|
________ |
________ |
Gross profit |
|
8,928 |
8,892 |
Selling and distribution costs |
|
(3,295) |
(2,473) |
Other administrative expenses |
|
(17,455) |
(16,966) |
Share-based payments |
|
- |
(8,733) |
Total administrative expenses |
|
(17,455) |
(25,699) |
|
|
________ |
________ |
Loss from operations |
3 |
(11,822) |
(19,280) |
|
|
|
|
|
|
|
|
|
|
|
|
Finance income |
4 |
1,452 |
3,559 |
Finance costs |
5 |
(8,094) |
(9,453) |
|
|
________ |
________ |
|
|
|
|
Loss before income tax |
|
(18,464) |
(25,174) |
|
|
|
|
Income tax charge |
7 |
(958) |
(1,310) |
|
|
________ |
________ |
|
|
|
|
Loss for the year from continuing operations |
|
(19,422) |
(26,484) |
|
|
|
|
Discontinued operations |
|
|
|
Loss for the year from discontinued operations |
3 |
- |
(676) |
|
|
________ |
________ |
|
|
|
|
Loss for the year |
|
(19,422) |
(27,160) |
|
|
|
|
Other comprehensive income, net of tax: |
|
|
|
- Exchange differences on translating foreign operations |
|
2,594 |
10,529 |
|
|
_______ |
_______ |
|
|
|
|
Total comprehensive loss for the year |
|
(16,828) |
(16,631) |
|
|
________ |
________ |
|
|
|
|
Loss attributable to: |
|
|
|
- Owners of the company |
|
(20,649) |
(27,608) |
- Non-controlling interests |
|
1,227 |
448 |
|
|
________ |
________ |
|
|
|
|
|
|
(19,422) |
(27,160) |
|
|
________ |
________ |
Total comprehensive loss |
|
|
|
attributable to: |
|
|
|
- Owners of the company |
|
(18,055) |
(17,361) |
- Non-controlling interests |
|
1,227 |
730 |
|
|
________ |
________ |
|
|
|
|
|
|
(16,828) |
(16,631) |
|
|
________ |
________ |
|
|
|
|
Basic and diluted loss per share attributable |
|
|
|
to owners of the Parent: |
8 |
(0.151) |
(0.205) |
|
|
________ |
________ |
Arising from: |
|
|
|
- Continuing operations (US$) |
|
(0.151) |
(0.2) |
- Discontinued operations (US$) |
|
- |
(0.005) |
|
|
________ |
________ |
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
|
As at |
As at |
|
31-Dec |
31-Dec |
|
2012 |
2011 |
|
US$'000 |
US$'000 |
Assets |
|
|
Non-current assets |
|
|
Property, plant and equipment |
47,373 |
61,679 |
Gas exploration and appraisal assets |
767,641 |
697,582 |
Other intangible assets |
14,343 |
16,757 |
Payments for leasehold land held for own use |
|
|
under operating leases |
719 |
559 |
Deferred tax asset |
1,999 |
1,949 |
|
________ |
________ |
|
|
|
|
832,075 |
778,526 |
|
________ |
________ |
|
|
|
Current assets |
|
|
Inventories |
3,956 |
1,548 |
Trade and other receivables |
21,011 |
15,023 |
Other financial assets |
- |
50,255 |
Cash and cash equivalents |
39,971 |
86,334 |
|
________ |
________ |
|
|
|
|
64,938 |
153,160 |
|
________ |
________ |
|
|
|
Total assets |
897,013 |
931,686 |
|
________ |
________ |
|
|
|
Liabilities |
|
|
Current liabilities |
|
|
Convertible notes |
79,751 |
- |
Trade and other payables |
27,712 |
25,136 |
Current tax liabilities |
344 |
728 |
|
________ |
________ |
|
|
|
|
107,807 |
25,864 |
|
________ |
________ |
|
|
|
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
|
As at |
As at |
|
31-Dec |
31-Dec |
|
2012 |
2011 |
|
US$'000 |
US$'000 |
Non-current liabilities |
|
|
Convertible notes |
- |
77,559 |
Other financial liabilities |
13,000 |
13,000 |
Deferred tax liability |
150,356 |
151,443 |
|
________ |
________ |
|
|
|
|
163,356 |
242,002 |
|
________ |
________ |
|
|
|
Total liabilities |
271,163 |
267,866 |
|
________ |
________ |
|
|
|
|
|
|
Total net assets |
625,850 |
663,820 |
|
________ |
________ |
|
|
|
Capital and reserves |
|
|
Share capital |
14 |
14 |
Treasury shares |
- |
-427 |
Share premium |
703,917 |
704,344 |
Convertible note equity reserve |
9,198 |
9,198 |
Share based payment reserve |
12,743 |
12,743 |
Capital and surplus reserve |
1,325 |
1,169 |
Other reserve |
391 |
253 |
Foreign exchange reserve |
11,755 |
9,170 |
Retained deficit |
(113,511) |
(92,577) |
|
________ |
________ |
|
|
|
Total equity attributable to owners of the Parent |
625,832 |
643,887 |
|
|
|
Non-controlling interests |
18 |
19,933 |
|
________ |
________ |
|
|
|
Total equity |
625,850 |
663,820 |
|
________ |
________ |
|
|
|
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
|
Share capital |
Treasury shares |
Share premium |
Convertible note equity reserve |
Share based payment reserve |
Capital and surplus reserve |
Other reserve |
Foreign exchange reserve |
Retained deficit |
Equity attributable to owners of the Parent |
Non- controlling Interests |
Total |
|
US$'000 |
US$'000 |
US$'000 |
US$'000 |
US$'000 |
US$'000 |
US$'000 |
US$'000 |
US$'000 |
US$'000 |
US$'000 |
US$'000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
At 1 January 2011 |
13 |
- |
705,410 |
10,924 |
4,010 |
895 |
- |
(1,077) |
(64,465) |
655,710 |
18,476 |
674,186 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss for the year |
- |
- |
- |
- |
- |
- |
- |
- |
(27,608) |
(27,608) |
448 |
(27,160) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Exchange differences on translating foreign operations |
- |
- |
- |
- |
- |
- |
- |
10,247 |
- |
10,247 |
282 |
10,529 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Total comprehensive loss for the year |
- |
- |
- |
- |
- |
- |
- |
10,247 |
(27,608) |
(17,361) |
730 |
(16,631) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Placement of new shares |
1 |
- |
49,246 |
- |
- |
- |
- |
- |
- |
49,247 |
- |
49,247 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Issue of new shares upon conversion of convertible notes |
- |
- |
15,788 |
(1,726) |
- |
- |
- |
- |
- |
14,062 |
- |
14,062 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Recognition of equity-settled share-base payment |
- |
- |
- |
- |
8,733 |
- |
- |
- |
- |
8,733 |
- |
8,733 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Exercise of employee share options |
- |
- |
12,695 |
- |
- |
- |
- |
- |
- |
12,695 |
- |
12,695 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Transfer to capital reserve |
- |
- |
- |
- |
- |
375 |
- |
- |
(375) |
- |
- |
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
Transfer to other reserve |
- |
- |
- |
- |
- |
- |
253 |
- |
(129) |
124 |
- |
124 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Demerger of Greka Drilling by way of dividend in specie |
- |
- |
(77,944) |
- |
- |
(101) |
- |
- |
- |
(78,045) |
727 |
(77,318) |
|
|
|
|
|
|
|
|
|
|
|
|
|
On cancellation of shares bought back |
- |
851 |
(851) |
- |
- |
- |
- |
- |
- |
- |
- |
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
Treasury shares acquired |
- |
(1,278) |
- |
- |
- |
- |
- |
- |
- |
(1,278) |
- |
(1,278) |
|
|
|
|
|
|
|
|
|
|
|
|
|
At 31 December 2011 |
14 |
(427) |
704,344 |
9,198 |
12,743 |
1,169 |
253 |
9,170 |
(92,577) |
643,887 |
19,933 |
663,820 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss for the year |
- |
- |
- |
- |
- |
16 |
- |
- |
(20,665) |
(20,649) |
1,227 |
(19,422) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Exchange differences on translating foreign operations |
- |
- |
- |
- |
- |
(129) |
138 |
2,585 |
- |
2,594 |
- |
2,594 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Total comprehensive loss for the year |
- |
- |
- |
- |
- |
(113) |
138 |
2,585 |
(20,665) |
(18,055) |
1,227 |
(16,828) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Elimination on disposal on dilution of stake in joint venture |
- |
- |
- |
- |
- |
- |
- |
- |
- |
- |
(21,142) |
(21,142) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Transfer to capital reserve |
- |
- |
- |
- |
- |
269 |
- |
- |
(269) |
- |
- |
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
On cancellation of shares bought back |
- |
427 |
(427) |
- |
- |
- |
- |
- |
- |
- |
- |
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
At 31 December 2012 |
14 |
- |
703,917 |
9,198 |
12,743 |
1,325 |
391 |
11,755 |
(113,511) |
625,832 |
18 |
625,850 |
CONSOLIDATED STATEMENT OF CASH FLOWS
|
Year ended |
Year ended |
|
31-Dec |
31-Dec |
|
2012 |
2011 |
|
US$'000 |
US$'000 |
Operating activities |
|
|
Loss before income tax from continuing operations |
(18,464) |
(25,174) |
Loss before income tax from discontinued operations |
- |
(676) |
|
________ |
________ |
Loss before income tax |
(18,464) |
(25,850) |
Adjustments for: |
|
|
Depreciation |
3,508 |
3,832 |
Amortisation of leasehold land held for own use |
|
|
under operating leases |
76 |
7 |
Amortisation for intangible assets |
2,408 |
2,413 |
Share based compensation |
- |
8,733 |
Loss on disposal of property, plant and equipment |
71 |
9 |
Finance income |
(1,452) |
(3,559) |
Finance costs |
8,094 |
9,492 |
Foreign exchange differences |
- |
252 |
|
________ |
________ |
|
|
|
Cash flows before changes in working capital |
(5,759) |
(4,671) |
|
|
|
Increase in inventory |
(1,420) |
(1,185) |
Decrease in trade and other receivables |
4,904 |
885 |
Decrease in trade and other payables |
(3,534) |
(1,876) |
|
________ |
________ |
|
|
|
Net cash used in operations |
(5,809) |
(6,847) |
|
|
|
Income tax paid |
(1,772) |
(1,485) |
|
________ |
________ |
|
|
|
Net cash used in operating activities |
(7,581) |
(8,332) |
|
________ |
________ |
|
|
|
Investing activities |
|
|
Payments for purchase of property, plant and equipment |
(8,820) |
(9,874) |
Prepayments for purchase of property, plant and equipment |
(7,740) |
- |
Payments for leasehold land held for own use under |
|
|
operating leases |
-387 |
-282 |
Purchase of held-to-maturity investment |
- |
(50,255) |
Proceeds upon maturity of held-to-maturity investment |
50,255 |
25,007 |
Proceeds from sales/(purchase) of financial assets |
|
|
at fair value through profit and loss |
- |
19,490 |
Loans repaid/(issued) |
- |
15,000 |
Payments for exploration activities |
(70,011) |
(49,009) |
Net proceeds from demerger of Greka Drilling |
- |
(56,300) |
Net cash paid on acquisition of subsidiary company |
- |
(4,234) |
Interest received |
1,452 |
3,559 |
|
________ |
________ |
|
|
|
Net cash used in investing activities |
(35,251) |
(106,898) |
|
________ |
________ |
CONSOLIDATED STATEMENT OF CASH FLOWS
|
Year ended |
Year ended |
|
31-Dec |
31-Dec |
|
2012 |
2011 |
|
US$'000 |
US$'000 |
|
|
|
Financing activities |
|
|
Proceeds from the issue of share capital |
- |
61,942 |
Repayment of bank borrowings |
- |
(7,146) |
Other interest paid |
(5,902) |
(6,570) |
Proceeds from bank borrowings |
- |
4,419 |
Purchase of treasury shares |
- |
(1,278) |
|
________ |
________ |
|
|
|
Net cash from financing activities |
(5,902) |
51,367 |
|
________ |
________ |
|
|
|
Net decrease in cash and cash equivalents |
(48,734) |
(63,863) |
|
|
|
Cash and cash equivalents at beginning of year |
86,334 |
148,317 |
|
________ |
________ |
|
|
|
|
37,600 |
84,454 |
|
|
|
Effect of foreign exchange rate changes |
2,371 |
1,880 |
|
________ |
________ |
|
|
|
Cash and cash equivalents at end of year |
39,971 |
86,334 |
|
________ |
________ |
|
|
|
Abridged notes to the financial information for the year ended 31 December 2012
1 BASIS OF PREPARATION
Green Dragon Gas Ltd. ("the Company") is incorporated in the Cayman Islands. The financial statements have been prepared in accordance with IFRSs as adopted by the European Union, that are effective for accounting periods beginning on or after 1 January 2012. The principal accounting policies adopted in the preparation of the financial statements are disclosed in the Group's full annual report and accounts for the year ended 31 December 2012.
2 REVENUE AND SEGMENT INFORMATION
The Group has six (2011: seven) reportable segments as set out below. The operating results of each of these segments are regularly reviewed by the Group's chief operating decision makers in order to make decisions about the allocation of resources and assess their performance.
During the year revenue of US$19,487,000 (2011: US$32,146,000) was recognised by the Pipelined Gas Distribution segment in respect of 2 (2011: 2) customers representing 10% or more of the Group's total revenue for the year.
For the year ended 31 December 2012
|
|
|
|
|
|
|
|
Discontinued |
||
|
Continuing operations |
operations |
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Pipelined |
Gas |
Gas filling |
|
|
|
|
|
|
Sale of |
Tran- |
gas |
stations |
equipment |
|
|
|
|
|
|
CBM gas |
sportation |
distribution |
sales |
sales |
Corporate |
Sub-total |
Well drilling |
Eliminations |
Consolidated |
|
US$'000 |
US$'000 |
US$'000 |
US$'000 |
US$'000 |
US$'000 |
US$'000 |
US$'000 |
US$'000 |
US$'000 |
Segment revenue: |
|
|
|
|
|
|
|
|
|
|
Sales to external |
|
|
|
|
|
|
|
|
|
|
customers |
- |
29 |
54,108 |
18,423 |
1,509 |
- |
74,069 |
- |
- |
74,069 |
Inter-segment sales |
4,721 |
3,380 |
- |
1,020 |
1,106 |
- |
10,227 |
- |
(10,227) |
- |
|
________ |
________ |
________ |
________ |
________ |
________ |
________ |
________ |
________ |
________ |
|
|
|
|
|
|
|
|
|
|
|
|
4,721 |
3,409 |
54,108 |
19,443 |
2,615 |
- |
84,296 |
- |
(10,227) |
74,069 |
|
________ |
________ |
________ |
________ |
________ |
________ |
________ |
________ |
________ |
________ |
|
|
|
|
|
|
|
|
|
|
|
Depreciation |
15 |
750 |
1,802 |
692 |
171 |
78 |
3,508 |
- |
- |
3,508 |
|
________ |
________ |
________ |
________ |
________ |
________ |
________ |
________ |
________ |
________ |
|
|
|
|
|
|
|
|
|
|
|
Amortisation |
- |
- |
6 |
2,478 |
- |
- |
2,484 |
- |
- |
2,484 |
|
________ |
________ |
________ |
________ |
________ |
________ |
________ |
________ |
________ |
________ |
|
|
|
|
|
|
|
|
|
|
|
(Loss)/profit from operations |
(1,432) |
(744) |
5,093 |
(2,091) |
(168) |
(8,650) |
(7,992) |
- |
(3,830) |
(11,822) |
|
________ |
________ |
________ |
________ |
________ |
________ |
________ |
________ |
________ |
________ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Assets |
799,488 |
24,343 |
39,780 |
32,883 |
4,713 |
652,032 |
1,553,239 |
- |
-656,226 |
897,013 |
|
________ |
________ |
________ |
________ |
________ |
________ |
________ |
________ |
________ |
________ |
|
|
|
|
|
|
|
|
|
|
|
Liabilities |
164,439 |
20,838 |
9,138 |
23,795 |
1,509 |
524,550 |
744,269 |
- |
(473,106) |
271,163 |
|
________ |
________ |
________ |
________ |
________ |
________ |
________ |
________ |
________ |
________ |
For the year ended 31 December 2011
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Discontinued |
||
|
Continuing operations |
operations |
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Pipelined |
Gas |
Gas filling |
|
|
|
|
|
|
Sale of |
Tran- |
gas |
stations |
equipment |
|
|
|
|
|
|
CBM gas |
sportation |
distribution |
sales |
sales |
Corporate |
Sub-total |
Well drilling |
Eliminations |
Consolidated |
|
US$'000 |
US$'000 |
US$'000 |
US$'000 |
US$'000 |
US$'000 |
US$'000 |
US$'000 |
US$'000 |
US$'000 |
Segment revenue: |
|
|
|
|
|
|
|
|
|
|
Sales to external |
|
|
|
|
|
|
|
|
|
|
customers |
- |
2,232 |
54,399 |
17,065 |
1,505 |
- |
75,201 |
- |
- |
75,201 |
Inter-segment sales |
2,229 |
1,812 |
- |
- |
634 |
- |
4,675 |
4,872 |
(9,547) |
- |
|
________ |
________ |
________ |
________ |
________ |
________ |
________ |
________ |
________ |
________ |
|
|
|
|
|
|
|
|
|
|
|
|
2,229 |
4,044 |
54,399 |
17,065 |
2,139 |
- |
79,876 |
4,872 |
-9,547 |
75,201 |
|
________ |
________ |
________ |
________ |
________ |
________ |
________ |
________ |
________ |
________ |
|
|
|
|
|
|
|
|
|
|
|
Depreciation |
41 |
497 |
2,779 |
377 |
52 |
86 |
3,832 |
- |
- |
3,832 |
|
________ |
________ |
________ |
________ |
________ |
________ |
________ |
________ |
________ |
________ |
|
|
|
|
|
|
|
|
|
|
|
Amortisation |
- |
- |
4 |
1,917 |
494 |
5 |
2,420 |
- |
- |
2,420 |
|
________ |
________ |
________ |
________ |
________ |
________ |
________ |
________ |
________ |
________ |
|
|
|
|
|
|
|
|
|
|
|
(Loss)/profit from operations |
(1,932) |
(227) |
4,919 |
496 |
(85) |
(17,301) |
(14,130) |
(637) |
(4,833) |
(19,280) |
|
________ |
________ |
________ |
________ |
________ |
________ |
________ |
________ |
________ |
________ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Assets |
707,812 |
11,911 |
60,627 |
32,373 |
7,794 |
601,369 |
1,421,886 |
- |
(490,200) |
931,686 |
|
________ |
________ |
________ |
________ |
________ |
________ |
________ |
________ |
________ |
________ |
|
|
|
|
|
|
|
|
|
|
|
Liabilities |
173,497 |
945 |
11,954 |
1,337 |
802 |
398,056 |
586,591 |
- |
(318,725) |
267,866 |
|
________ |
________ |
________ |
________ |
________ |
________ |
________ |
________ |
________ |
________ |
|
|
|
|
|
|
|
|
|
|
|
3 LOSS FROM OPERATIONS
Loss from operations from continuing operations is stated after charging:
|
Year ended |
Year ended |
|
31-Dec |
31-Dec |
|
2012 |
2011 |
|
US$'000 |
US$'000 |
Auditors' remuneration: |
|
|
Fees payable to the Company's auditors for the audit of the annual financial statements |
200 |
150 |
Fees payable to the Company's auditors for the review of the interim results |
10 |
5 |
Fees payable to the Company's auditors for other services |
- |
200 |
Staff costs (note 6) |
6,593 |
15,081 |
Depreciation of property, plant and equipment |
3,508 |
3,832 |
Operating lease expense (property) |
1,387 |
623 |
Amortisation of leasehold land held for own use |
|
|
under operating leases |
75 |
7 |
Amortisation of intangible assets |
2,408 |
2,413 |
Foreign exchange loss, net |
959 |
221 |
Transaction costs |
3,369 |
4,167 |
|
________ |
________ |
|
|
|
During the year the Group incurred transaction costs of US$3,369,000 (2011: US$4,167,000) which relate to professional fees incurred in respect of fundraising and refinancing advice.
4 FINANCE INCOME
|
Year ended |
Year ended |
|
31-Dec |
31-Dec |
|
2012 |
2011 |
|
US$'000 |
US$'000 |
|
|
|
Continuing operations |
|
|
Bank interest |
1,452 |
1,019 |
Interest income from other loan receivables |
- |
2,540 |
|
________ |
________ |
|
|
|
|
1,452 |
3,559 |
|
________ |
________ |
|
|
|
5 FINANCE COSTS
|
|
|
|
Year ended |
Year ended |
|
31-Dec |
31-Dec |
|
2012 |
2011 |
|
US$'000 |
US$'000 |
|
|
|
Continuing operations |
|
|
Interest expense on other loans wholly repayable within five years |
8,094 |
9,453 |
|
________ |
________ |
|
|
|
|
8,094 |
9,453 |
|
________ |
________ |
|
|
|
|
|
|
6 STAFF COSTS
|
Year ended |
Year ended |
|
31-Dec |
31-Dec |
|
2012 |
2011 |
|
US$'000 |
US$'000 |
|
|
|
Continuing operations |
|
|
Staff costs (including directors' emoluments) comprise: |
|
|
Wages and salaries |
6,243 |
5,966 |
Employer's national social security contributions |
1,193 |
910 |
Share based payments |
- |
8,733 |
Other benefits |
1,303 |
1,086 |
|
________ |
________ |
|
|
|
|
8,739 |
16,695 |
|
|
|
Less: expenses capitalised as gas exploration and |
|
|
appraisal assets |
(2,146) |
(1,614) |
|
________ |
________ |
|
|
|
Total staff costs charged to profit or loss (note 3) |
6,593 |
15,081 |
|
________ |
________ |
|
|
|
7 TAXATION
|
Year ended |
Year ended |
|
31-Dec |
31-Dec |
|
2012 |
2011 |
|
US$'000 |
US$'000 |
|
|
|
Continuing operations |
|
|
|
|
|
Current tax - PRC Enterprise Tax |
|
|
Charges for current year |
1,656 |
1,660 |
Deferred tax |
|
|
Temporary timing differences |
(637) |
145 |
Previously unrecognised deferred tax assets assessed |
|
|
as recoverable at the end of the year |
(61) |
(495) |
|
|
|
|
________ |
________ |
|
|
|
Total tax charge |
958 |
1,310 |
|
________ |
________ |
|
|
|
|
|
|
Taxation for the Group's operations in the PRC is provided at the applicable current tax rate of 25% (2011: 25%)on the estimated assessable profits for the year.
8 LOSS PER SHARE
The calculation of the basic and diluted loss per share attributable to owners of the Company is based on the following data:
|
Year ended |
Year ended |
|
31-Dec |
31-Dec |
|
2012 |
2011 |
|
US$'000 |
US$'000 |
|
|
|
Loss for the year attributable to |
|
|
owners of the Parent arising from: |
|
|
- Continuing operations |
(20,649) |
(26,932) |
- Discontinued operations |
- |
(676) |
|
________ |
________ |
Loss for the purpose of basic and diluted |
|
|
loss per share |
(20,649) |
(27,608) |
|
________ |
________ |
|
|
|
|
|
|
Loss per share is based on the loss attributable to owners of the Parent of US$20,649,000 (2011: US$27,608,000) and the weighted average of 136,540,711 ordinary shares in issue (31 December 2011: 134,556,389ordinary shares) during the year.
|
Year ended |
Year ended |
|
31-Dec |
31-Dec |
|
2012 |
2011 |
|
US$ |
US$ |
|
|
|
Basic and diluted loss per share |
(0.151) |
(0.205) |
- Continuing operations |
(0.151) |
(0.2) |
- Discontinued operations |
- |
(0.005) |
|
________ |
________ |
|
|
|
Due to the loss arising in the group during all periods presented the diluted loss per share is considered to be the same as the basic loss per share 145,320,361potential ordinary shares (31 December 2011: 145,320,361) have therefore been excluded from the above calculations.
9 DIVIDENDS
No dividends were paid during the year (2011: the Company paid a dividend in specie of three shares in Greka Drilling Limited for every ordinary share).
10 CONTINGENT LIABILITIES
During the year ended 31 December 2009 the Group entered into a joint venture arrangement with ConocoPhillips China Inc ("COPC"). Under the terms of the farm-out agreement, COPC made an initial payment of US$20 million to the Group towards exploration costs incurred to date and would also fund up to a total of US$30 million of the future surface-to-inseam wells at the Shizhuang South, Shizhuang North and Qinyuan PSCs. COPC could subsequently elect to continue with a second phase of development and pay US$76m (as well as contingent milestones bonuses of up to US$44m) to acquire 50% of the Group's interest in these three Chinese Coal Bed Methane PSCs.
In the event that COPC elected not to proceed with the farm-out, all funds invested by COPC accrued to the benefit of the Group.
On 1 November 2010 the Group terminated the farm-out agreement as COPC had not made the required payments under the funding arrangements. COPC have made total payments of US$42.6m to the Group since inception of the agreement and have demanded full reimbursement of this amount. After taking legal advice the Board has refuted this claim and are strongly of the opinion that no amounts are repayable under the terms of the farm-out agreement. The Group has also counter-claimed for the amount outstanding under the farm-out agreement. Arbitration proceedings are currently underway between the Group and COPC. After arbitration proceedings had been commenced, COPC brought a claim for lost profits, which contravenes the farm-out agreement, in addition to its claim for reimbursement. This damages claim would have to be assessed by the arbitral tribunal if COPC is able to establish liability. The Board is of the view that the Group has strong arguments on liability as well as on the damages claim and is confident of a positive outcome for the Group.
The Directors' current treatment of the total of US$42.6m that has been received from COPC is to allocate the amount against additions to the Gas exploration cost pool.
Saved as disclosed above, the Group had no other significant contingent liabilities as at 31 December 2012.
11 EVENTS AFTER THE REPORTING DATE
On 3 June 2013, the Company entered into a sale and purchase agreement for the sale of the Company's 29.11% effective interest in Beijing Huayou United Gas Development Co., Ltd ("BHY") and its 100% interest in Giant Power International Investment Limited ("GPI") which included the Company's interests in the wholesale gas distribution pipeline network in the Beijing Development Area and the wholesale gas stations in Zhengzhou and Wuhu, for a cash consideration of US$65 million.
The Company acquired BHY in 2007 for US$27.1 million and GPI in 2008 for US$10.8 million; these investments had book values of US$30.6 million and US$8.9 million respectively at 31 December 2012. The consideration for the sale of BHY and GPI represents a 65% premium to the book value of the investment with an IRR of 15% on the investment since inception. In the year ended 31 December 2012, BHY generated profit before tax of US$10.5 million on turnover of US$109.5 million and GPI generated a loss of US$61,000 on turnover of US$10.3 million.
On the same day, the Company raised US$35 million through the issuance of a secured bond. The Bond carries a 7% coupon, payable semi-annually, and has a final maturity date of 3 December 2014. The Bond is secured, unsubordinated and non-convertible.
In connection with the Bond, the Company has also issued 13,756,000 warrants to subscribe for new ordinary shares in the Company. The Warrants are exercisable at an exercise price of 197.216 pence per ordinary share and are exercisable at any time up to and including the date of maturity of the Bond.
12 PUBLICATION OF NON-STATUTORY ACCOUNTS
The financial information for the years ended 31 December 2012 and 31 December 2011 set out in this announcement does not constitute the Group's statutory financial information but is extracted from the Company's audited financial statements for those years. The auditors have reported on the full accounts for both periods and their reports were unqualified and did not include references to any matters to which the auditors drew attention by way of emphasis without qualifying their reports.
13 ANNUAL REPORT
The Company's Annual Report and copies of this announcement will be available in due course on the Company's website at www.greendragongas.com and from the office of the Company's nominated adviser, Smith & Williamson Corporate Finance Limited at 25 Moorgate, London EC2R 6AY, United Kingdom.