Interim Results

Immediate Release 30 September 2008 Gulfsands Petroleum plc Half-Yearly Financial Report SIX MONTHS TO 30 JUNE 2008 Unaudited Half-Yearly Results for the Six Months Ended 30 June 2008 London, 30th September, 2008: Gulfsands Petroleum plc ("Gulfsands", the "Group" or the "Company" - AIM: GPX), the oil and gas production, exploration and development company with activities in Syria, Iraq and the USA, announces its half-yearly results for the six months ended 30 June 2008. Summary * Satisfactory underlying financial performance for first half of 2008 * Revenue ($19.7 million) and Net Cash from Operations ($5.3 million) modestly up from half year 2007 * Cash Balances at 30 June 2008 (including pending insurance recoveries of $4.3 million) in excess of $50 million * Operating Loss of $8.6 million reflects cash charge of $2.0 million in connection with senior executive severance payments and staff bonuses, and non-cash charge of $11.9 million in connection with grants of executive share options * Khurbet East Early Production Facility now producing at a stabilised rate in excess of 11,500 bopd gross * New Chief Executive Officer and Chief Financial Officer have been appointed and both will be functioning from a new London office by mid-October * Gulf of Mexico damage resulting from Hurricane Ike still being assessed HIGHLIGHTS +---------------------------------------------------------------+ | | H1 2008 $M | H1 2007 $M | Change % | |--------------------------+------------+------------+----------| | Revenue | 19.7 | 19.3 | 2.1% | |--------------------------+------------+------------+----------| | Gross Profit | 7.8 | 8.2 | (4.9%) | |--------------------------+------------+------------+----------| | Operating (Loss)/Profit | (8.6) | 4.0 | n/a | |--------------------------+------------+------------+----------| | Net (Loss)/Profit | (10.2) | 1.1 | n/a | |--------------------------+------------+------------+----------| | Net Cash from Operations | 5.3 | 5.2 | 1.9% | |--------------------------+------------+------------+----------| | Capital Expenditure | 11.7 | 10.4 | 12.5% | |--------------------------+------------+------------+----------| | Closing Cash Balance | 47.6 | 21.1 | 125.6% | +---------------------------------------------------------------+ Gulfsands' Chairman, Andrew West, said: "The figures announced today represent a satisfactory financial result for the Company during the first half of 2008 but are in themselves much less important than the rapid progress we have made in bringing the Khurbet East discovery in Block 26 Syria into early production. With a new senior management team, substantial cash balances, no debt and our share of 11,500 BOPD of production to add to our existing Gulf of Mexico production, we are in a strong position to exploit the still greater opportunities open to us in Syria and Iraq." For further information please contact: Gulfsands Petroleum (London) +44 (0)20 7182 4016 Kenneth Judge, Director of Corporate Development +44 (0)7733 001 002 Andrew Rose, Chief Financial Officer +44 (0)7894 958 991 Buchanan Communications Limited (London) +44 (0)20 7466 5000 Bobby Morse Ben Willey RBC Capital Markets (London) +44 (0)20 7653 4804 Andrew K. Smith Sarah Wharry These half-yearly results can also be viewed on Gulfsands' website: www.gulfsands.net CHAIRMAN'S STATEMENT The first six months of 2008 were a period of substantial progress and transformation for the Group. In addition to recording a satisfactory underlying financial result, the Khurbet East Field in Block 26 Syria was prepared for early production which has subsequently come on stream at a stabilised flow rate of over 11,500 bopd gross. Plans to relocate the Group's central management function were initiated, with the selection and appointment of a new Chief Executive Officer and Chief Financial Officer who will both be fully-operational from a new London office by mid-October. Proceeds of $18.6 million were received from a strategic equity private placement. Financial Underlying financial performance for the six months was satisfactory. Revenue ($19.7 million) and net cash from operations ($5.3 million) were both up modestly compared to the same period in 2007. Gross profit ($7.8 million) was slightly lower than for the same period in 2007 ($8.2 million) due to the expensing of plugging and abandonment costs in the Gulf of Mexico, which more than offset savings in operating costs. An operating loss of $8.6 million was incurred as a result of charges associated primarily with the senior management transition, as included in administrative expenses, which included a cash charge of $2.0 million in respect of a combination of severance payments to the former Chief Executive Officer and Chief Financial Officer and staff bonuses. In addition, a non-cash charge of $11.9 million was incurred in respect of the grant of 5,193,750 executive share options. These options included those awarded to the new Chief Financial Officer and replacement options granted to a key senior executive in respect of old options which expired during an extended close period at the end of 2007. Without such charges, the Group would have reported an operating profit in excess of the $4.0 million reported for the first half of 2007. The net loss of $10.2 million reflected these same charges and the Group would otherwise have reported a net profit in excess of the $1.1 million reported for the comparable period in 2007. Capital expenditure ($11.3 million) was $2.8 million greater than for the comparable period in 2007. Of this $7.7 million was in Syria in connection with the early development of the Khurbet East field, and $3.4 million was development and exploration expenditure in the Gulf of Mexico. Cash balances at 30 June increased to $47.6 million. This figure does not include a further $4.3 million received after the interim date in full and final settlement of insurance claims related to damage suffered to the Group's Gulf of Mexico assets during the 2005 hurricane season. Shareholders' equity and total assets both also increased substantially during the period. The Group continues to have no indebtedness. Syria The first six months of 2008 have been marked by rapid progress in bringing online the Khurbet East Field in Block 26. Development approval was granted in February and in the ensuing five months three successful appraisal / production wells were drilled and the Early Production Facility completed. With the completion of production testing in early September, the result of this work undertaken in the first half is that gross production is now running at a stabilised rate in excess of 11,500 bopd from five wells. The oil is being trucked 33 kilometres on a dedicated road to a production facility owned by Syria Petroleum Company, the state oil company and the Group's highly co-operative partner in Block 26. Cash flow from the Khurbet East Production will enhance significantly the Group's financial performance and cash reserves during the second half of 2008. Work is underway to expand the capacity of the Early Production Facility to 18,000 bpd as an interim expansion prior to the full development of the Khurbet East Field. Additionally, it is planned to drill a further exploration well in Block 26 before the end of this calendar year. United States Production in the first half attributable to Gulfsands' working interest, net of royalties, was 1,333 boed of which 438 bopd was oil and the remainder gas. Comparable figures for the first half of 2007 were 1,920 boed of which 604 bopd was oil. In addition a total of 726,000 gallons of natural gas liquid products were produced, compared with 1,869,000 gallons in the same period last year. The average realised price was $114/bbl for oil and $10.1/mcf for gas, compared with $61/bbl and $7.7/mcf respectively in the first half of 2007. These improved prices more than offset the drop in daily production. The drop in production is a consequence of two principal factors. First, during 2007, against the backdrop of very high operating costs in the Gulf of Mexico and relatively low returns compared to opportunities in Block 26 Syria, the Group curtailed its exploration and development expenditure in the US. Given the relatively short life nature of the Group's producing Gulf of Mexico reserves, this inevitably had the effect of accentuating natural field decline. During 2008, the Group has once again increased its exploration expenditure and the two exploration successes announced during the first half should begin to make a significant contribution to daily volumes before year end. Secondly, technical problems at two of the Group's most important producing wells have had a serious impact on output. As Gulfsands is not the operator of any of its Gulf of Mexico interests, the resolution of such problems is a matter over which we have little if any effective influence. At the time of writing, it is still too early to assess fully the damage to offshore infrastructure in the Gulf of Mexico resulting from Hurricane Ike. It is clear that, in common with its peers, the Group will suffer some reduction of output for an indeterminate period. The severity and duration of that reduction will be determined as rapidly as possible in the coming weeks and all actions possible will be taken to mitigate the effects. The Group's Houston office is back in operation following modest damage and only a few days of power outages. The Group carries substantial insurance against wind damage to facilities but does not insure for loss of production. Iraq In recent months the pace and substance of the Group's negotiations with the Iraqi Government over the Maysan Gas Project has been stepped up considerably. The recent announcements of agreements between the Oil Ministry and other international oil companies attest to the progress that is at last starting to be made towards the long term development of Iraq's natural resources and associated infrastructure. There is reason for cautious optimism that significant progress is now being made towards a definitive agreement. The Group is also in early discussions with potential funding partners for the Project. Outlook The financial position and outlook for the Group are strong. Irrespective of fluctuations in world oil prices, the Group's production in Khurbet East means that Gulfsands is now generating substantial free cash flow and will continue to do so with increased momentum as we move towards full development of the field. It is management's considered view that the Group has only begun to scratch the surface of the true exploration potential of Block 26 and ensuring that we move forward expeditiously to realise this potential is your Board's single highest priority. For the longer term, the Board is confident that the strong relationships and goodwill now established in both Syria and Iraq, supported by our strong inherent cash generating ability, are capable of translation into additional value opportunities. Andrew West Chairman 29 September 2008 CONSOLIDATED INCOME STATEMENT FOR THE SIX MONTHS ENDED 30 JUNE 2008 6 months ended Year ended 31 December 30 June 2008 30 June 2007 2007 Notes (Unaudited) (Unaudited) (Audited) $'000 $'000 $'000 Revenue 2 19,699 19,253 37,309 Cost of sales - Depreciation (2,098) (2,199) (5,034) - Impairment - - (947) - Other cost of sales (9,838) (8,811) (15,883) Gross profit 7,763 8,243 15,445 Administrative expenses before share based payments (4,819) (3,394) (7,204) Share based payments 10 (11,878) (328) (882) Total administrative expenses (16,697) (3,722) (8,086) Hurricane repairs - credit/(charge) 335 (517) (1,856) Operating (loss)/profit (8,599) 4,004 5,503 Unwinding of discount on decommissioning 8 (1,128) (2,153) (1,475) Finance income 403 432 1,190 (Loss)/profit before taxation (9,324) 2,283 5,218 Taxation (870) (1,220) (2,557) (LOSS)/PROFIT FOR THE PERIOD 2 (10,194) 1,063 2,661 Attributable to: Equity holders of the Company (10,194) 1,063 2,661 (Loss)/earnings per share (cents): Basic 3 (9.02) 1.03 2.48 Diluted 3 (9.02) 1.02 2.37 The results shown above relate entirely to continuing operations. CONSOLIDATED BALANCE SHEET AS AT 30 JUNE 2008 31 December 30 June 2008 30 June 2007 2007 Notes (Unaudited) (Unaudited) (Audited) $'000 $'000 $'000 ASSETS Non-Current Assets Property, plant & equipment 4 48,492 45,583 46,925 Intangible assets 5 36,261 22,108 28,593 84,753 67,691 75,518 Current Assets Trade and other receivables 6 13,497 11,861 11,154 Cash and cash equivalents 47,613 21,101 34,611 61,110 32,962 45,765 Total Assets 145,863 100,653 121,283 LIABILITIES Current Liabilities Trade and other payables 7 (8,740) (13,071) (6,672) Provision for decommissioning 8 (2,520) (3,089) (2,512) (11,260) (16,160) (9,184) Non-Current Liabilities Deferred tax liability (2,671) (838) (1,932) Provision for decommissioning 8 (10,197) (8,947) (9,475) (12,868) (9,785) (11,407) Total Liabilities (24,128) (25,945) (20,591) NET ASSETS 121,735 74,708 100,692 EQUITY Capital and reserves Share capital 9 12,709 11,047 11,997 Share premium 98,036 56,506 79,389 Share-based payments reserve 13,611 1,179 1,733 Merger reserve 11,709 11,709 11,709 Retained losses (14,330) (5,733) (4,136) SHAREHOLDERS' EQUITY 121,735 74,708 100,962 CONSOLIDATED CASH FLOW STATEMENT FOR THE SIX MONTHS ENDED 30 JUNE 2008 6 months ended Year ended 31 December 30 June 2008 30 June 2007 2007 (Unaudited) (Unaudited) (Audited) Notes $'000 $'000 $'000 Cash flows from operating activities Operating (loss)/profit (8,599) 4,004 5,503 Depreciation 4&5 2,098 2,199 5,034 Impairment charge - - 947 Share-based payment charge 10 11,878 328 882 Change in fair value of derivatives - (101) - Non-cash bonus - - 252 Loss on disposal of assets 5 2 2 Increase in receivables (2,342) (2,232) (2,266) Increase/(decrease) in payables 2,226 991 (5,399) Net cash from operations 5,266 5,191 4,955 Interest received 403 432 1,190 Taxation paid (284) (860) (356) Net cash from operating activities 5,385 4,763 5,789 Investing activities Exploration and evaluation expenditure 5 (7,605) (7,018) (13,511) Oil and gas properties expenditure 4 (3,444) (1,513) (5,175) Other capital expenditure (295) - (45) Plug and abandonment costs paid 8 (398) (1,855) (2,752) Net cash used in investing activities (11,742) (10,386) (21,488) Financing activities Proceeds from issue of ordinary share capital 19,359 - 28,831 Share issue costs - - (250) Net cash from financing activities 19,359 - 23,581 Increase/(decrease) in cash and cash equivalents 13,002 (5,623) 7,887 Cash and cash equivalents at beginning of period 34,611 26,724 26,724 Cash and cash equivalents at end of period 47,613 21,101 34,611 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE SIX MONTHS ENDED 30 JUNE 2008 Share Merger Share Share based reserve Retained capital premium payments losses Total $'000 $'000 $'000 $'000 $'000 $'000 Six months ended 30 June 2008 At 1 January 2008 11,997 79,389 1,733 11,709 (4,136) 100,692 Share options exercised 89 730 - - - 819 Share issues less costs 623 17,917 - - - 18,540 Share based payment charge - - 11,878 - - 11,878 Loss for the period - - - - (10,194) (10,194) At 30 June 2008 12,709 98,036 13,611 11,709 (14,330) 121,735 Six months ended 30 June 2007 At 1 January 2007 11,047 56,506 851 11,709 (6,797) 73,316 Share based payment charge - - 328 - - 328 Profit for the period - - - - 1,064 1,064 At 30 June 2007 11,047 56,506 1,179 11,709 (5,733) 74,708 NOTES TO THE HALF-YEARLY FINANCIAL REPORT FOR THE SIX MONTHS ENDED 30 JUNE 2008 1. Basis of preparation This half-yearly financial report, which includes a condensed set of financial statements of the Company and its subsidiary undertakings ("the Group") has been prepared using the historical cost convention and in accordance with the International Financial Reporting Standards ("IFRS") including IAS 34 'Interim Financial Reporting' and IFRS 6 'Exploration for and Evaluation of Mineral Reserves', as adopted by the European Union ("EU") This condensed set of financial statements for the six months ended 30 June 2008 is unaudited and does not constitute statutory accounts as defined in Section 240 of the Companies Act 1985. They have been prepared using accounting bases and policies consistent with those used in the preparation of the audited financial statements of the Company and the Group for the year ended 31 December 2007 and those to be used in the year ending 31 December 2008. The financial statements for the year ended 31 December 2007 have been delivered to the Registrar of Companies and the auditors' report on those financial statements was unqualified and did not contain a statement made under Section 237(2) or Section 237(3) of the Companies Act 1985. This half-yearly financial report was approved by the Board of Directors on 29 September 2008. 2. Segmental information The Group operates a single class of business being oil and gas exploration and production. All revenue relates to income from the Group's oil and gas assets, and arose in USA. The Group (loss)/profit for the period is analysed by geographical area as follows: Year ended 31 Six Months ended 30 June December 2008 2007 2007 $'000 $'000 $'000 USA 5,991 6,096 10,541 Syria (488) (332) (932) Iraq (320) (313) (758) Common costs (13,782) (1,447) (3,348) Group's (loss)/profit before interest (8,599) 4,004 5,503 Net finance costs and unwinding of discount (725) (1,721) (285) Taxation (870) (1,220) (2,557) (Loss)/profit for the period (10,194) 1,063 2,661 NOTES TO THE HALF-YEARLY FINANCIAL REPORT FOR THE SIX MONTHS ENDED 30 JUNE 2008 3. (Loss)/earnings per share The calculation of the basic and diluted (loss)/earnings per share is based on the following: Six months ended 30 June Year ended 31 December 2008 2007 2007 $'000 $'000 $'000 except per except per except per share amounts share amounts share amounts (Loss)/profit attributable (10,194) 1,063 2,661 to equity holders Basic (loss)/earnings (9.02) 1.03 2.48 (cents per share) Diluted (loss)/earnings (9.02) 1.02 2.37 (cents per share) 2008 2007 2007 Weighted average number of shares: Number Number Number For basic (loss)/earnings per share 112,976,368 103,018,750 107,223,298 Options outstanding 3,118,533 1,120,712 5,184,859 For diluted (loss)/earnings per share 116,094,901 104,139,462 112,408,157 The calculation of basic (loss)/earnings per share is based on the (loss)/profit attributable to equity shareholders and the weighted average number of ordinary shares in issue during the year. The diluted (loss)/earnings per share is calculated using the weighted average number of ordinary shares in issue on the assumption of conversion of all dilutive potential ordinary shares. The diluted loss per share has been kept the same as the basic loss per share as the conversion of the share options decreases the basic loss per share, thus being anti-dilutive. 4. Property, plant and equipment Oil and gas properties - Other plant & USA equipment Total $'000 $'000 $'000 Cost: At 1 January 2008 67,628 310 67,938 Additions 3,444 220 3,664 Disposals - (22) (22) At 30 June 2008 71,072 508 71,580 Accumulated depreciation/impairment: At 1 January 2008 (20,847) (166) (21,013) Depreciation charge for the period (2,020) (66) (2,086) Disposals - 11 11 At 30 June 2008 (22,867) (221) (23,088) Net book value at 30 June 2008 48,205 287 48,492 Net book value at 31 December 2007 46,781 144 46,925 NOTES TO THE HALF-YEARLY FINANCIAL REPORT FOR THE SIX MONTHS ENDED 30 JUNE 2008 5. Intangible assets Exploration and evaluation Computer assets - Syria Software Total $'000 $'000 $'000 Cost: At 1 January 2008 28,576 50 28,626 Additions 7,605 75 7,680 At 30 June 2008 36,181 125 36,306 Accumulated depreciation: At 1 January 2008 - (33) (33) Charge for the period - (12) (12) At 30 June 2008 - (45) (45) Net book value at 30 June 2008 36,181 80 36,261 Net book value at 31 December 2007 28,576 17 28,593 Commercial oil production commenced in July 2008 at the Khurbet East Field in Syria, which is likely to result in substantially all the assets currently classified above as Exploration and Evaluation Assets being reclassified as Oil & Gas Properties within Property, Plant & Equipment (note 4). 6. Trade and other receivables 30 June 30 June 31 December 2008 2007 2007 $'000 $'000 $'000 Trade receivables 3,880 3,704 4,491 Other receivables 5,903 3,757 3,701 Underlift 919 919 919 Corporation tax recoverable 70 740 - Prepayments and accrued income 2,725 2,741 2,043 13,497 11,861 11,154 Underlift arose as a result of the acquisition of oil and gas properties in May 2004. Underlift represents a right to future economic benefit (through entitlement to receive equivalent future production), which constitutes an asset. This amount is due after more than one year. Other receivables includes an insurance receivable of $4.3 million at 30 June 2008 which represents amounts recoverable from hurricane repairs carried out by the Group following Hurricanes Katrina and Rita in 2005. This amount has now been received in full. NOTES TO THE HALF-YEARLY FINANCIAL REPORT FOR THE SIX MONTHS ENDED 30 JUNE 2008 7. Trade and other payables 30 June 30 June 31 December 2008 2007 2007 $'000 $'000 $'000 Trade payables 6,071 8,772 6,194 Other payables 2,660 4,100 270 US Corporation tax payable - - 56 UK Corporation tax payable 9 199 152 8,740 13,071 6,672 8. Provision for decommissioning The provision for decommissioning relates to the expected future costs of plugging and abandoning the oil and gas properties held by Gulfsands Petroleum USA, Inc and Darcy Energy LLC. At 30 June 2008 the oil and gas properties have estimated plugging and abandonment dates between 2008 and 2035. The portion of the provision for decommissioning expected to be settled within a year totalling approximately $2.5 million is included in current liabilities and the remainder totalling approximately $10.2 million is included in non-current liabilities in the consolidated balance sheet at 30 June 2008. The provision for decommissioning was as follows: $'000 At 1 January 2008 11,987 Liabilities settled during the period (398) Unwinding of discount on decommissioning provision 1,128 At 30 June 2008 12,717 Less: current portion (2,520) Non-current portion 10,197 NOTES TO THE HALF-YEARLY FINANCIAL REPORT FOR THE SIX MONTHS ENDED 30 JUNE 2008 9. Share capital 30 June 30 June 31 December 2008 2007 2007 Number Number Number Authorised: Ordinary Shares (par value 5.714 pence per share) 175,000,000 175,000,000 175,000,000 175,000,000 175,000,000 175,000,000 30 June 30 June 31 December 2008 2007 2007 $'000 $'000 $'000 Allotted, called up and fully paid: 117,472,500 (30 June 2007 - 103,018,750; 31 December 2007 - 111,178,750) ordinary shares of 5.714 pence each 12,709 11,047 11,997 The movements in share capital and options are summarised below: Number of Number of ordinary shares share options At 1 January 2008 111,178,750 5,413,750 Shares issued for cash 5,500,000 - Share options granted - 5,193,750 Share options 793,750 (793,750) exercised for cash Share options expired - (568,750) At 30 June 2008 117,472,500 9,245,000 10. Share based payments 30 June 30 June 31 December 2008 2007 2007 $'000 $'000 $'000 Charge in respect of share options 11,878 328 882 granted A charge of $11.8 million was recognised during the period in respect of the grant of 5,193,750 options under its Share Option Plan. Given that approximately 90% of the options granted vested immediately, the aggregate fair value of those options was expensed during the period as required by IFRS 2. The estimated fair value of the options was calculated using a Black-Scholes option pricing model, using an underlying share price volatility of 68.63% and a risk-free rate of 4.42% NOTES TO THE HALF-YEARLY FINANCIAL REPORT FOR THE SIX MONTHS ENDED 30 JUNE 2008 10. Share based payments (continued) The share options granted during the period were as follows: Number of options Grant date Option price Fair value Maturity 1,000,000 8 May 2008 £1.75 $2.30 5 years 3,625,000 13 May 2008 £1.88 $2.37 5 years 568,750 17 May 2008 $0.43 $4.23 1 month The options granted on 17 May 2008 were issued to Nordman Continental SA, a company owned by a discretionary trust of which the children of Mr. Mahdi Sajjad, a director of the company, are potential beneficiaries. They were granted to replace a like number of options which expired unexercised on 1 January 2008. These options were not exercised in the two months prior to expiry because Mr. Sajjad was in possession of unpublished price sensitive information throughout that period (i.e. close period under AIM rules). The replacement options were exercised immediately upon granting of the options. 11. Post balance sheet events Subsequent to 30 June 2008, a further 1,745,000 share options were granted, of which 1,500,000 were to Richard Malcolm conditional upon him taking up his appointment as Chief Executive Officer of the Group. 175,000 options have also been exercised since 30 June 2008 raising cash proceeds of $99,750. ---END OF MESSAGE---
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