Interim Results
SOCO INTERNATIONAL PLC
21 September 1999
SOCO International plc ('SOCO' or 'the Company')
Interim Results for six months ended 30 June 1999
SOCO is an international oil and gas exploration and production
company, headquartered in London with operations in Mongolia,
Yemen, European Russia, the UK, Thailand, Tunisia and North Korea
and a concession pending government approval in Vietnam. SOCO
today announces its interim results for the 6 months ended 30 June
1999.
HIGHLIGHTS
* Turnover increased 10 per cent. to £8.5 million (1998: £7.8
million)
* Gross profit almost trebled to £1.1 million (1998: £0.4
million), during period of unprecedented low oil prices
* Continued growth in oil production: 6,985 BOPD, (1998: 6,700
BOPD), with Yemeni production expected to double upon
completion of drilling programme
* Continued reduction in per barrel operating costs: US$5.95,
as compared with US$6.75
* £8.7 million cash injection to a debt free balance sheet
* Significant network of new industry relationships
established, offering potential access to a range of
development opportunities
* Poised to resume full scale exploration activities: Mongolia,
Vietnam and Thailand
Ed Story, Chief Executive of SOCO, said:
'SOCO is poised to enter the new millennium in a position of
unprecedented strength for a company of its size. The Torobex
transaction has enhanced a balance sheet that was already strong
but, of greater importance, has resulted in a network of
relationships that will provide access to significant oil
exploitation projects and low cost production opportunities.
' Improved oil prices support the resumption of our exploration
activities in Mongolia, Thailand and Vietnam at a time when oil
service costs remain low, thereby offering the possibility of
exponential growth for the Company.'
21 September 1999
Enquiries:
SOCO International plc Tel: 0171 457 2020 (today)
Ed Story, Chief Executive 0171 399 3300 (thereafter)
Roger Cagle, Chief Financial Officer
College Hill Tel: 0171 457 2020
James Henderson
Archie Berens
SOCO INTERNATIONAL PLC
Interim Results for six months ended 30 June 1999
CHAIRMAN'S AND CHIEF EXECUTIVE'S STATEMENT
INTRODUCTION
Whilst the oil price recovery has undoubtedly been a significant
development for SOCO and for a majority of oil companies this
year, the most important step taken by the Company in advancing
the objective of building long term shareholder value was the
acquisition of Torobex, which was completed in July 1999. This
acquisition materially strengthened the Company's already debt-
free balance sheet (net cash of approximately £7 million), adding
approximately £8.7 million in cash and no debt or additional
liabilities. Further details of this transaction are set out
below.
Of greater importance to the long term future of the Company are
the established relationships of the new investor group, which
will provide access to new areas of operations and allow SOCO the
opportunity to capture lucrative exploitation/development projects
with significant reserves. Such projects represent a key element
in building a more balanced portfolio by providing a bridge
between the Group's excellent exploration portfolio and its high
quality, but relatively short-life production assets. Such
balance will be achieved by adding long term reserves and near
term, low cost production. Completion of this transaction
brought to an end approximately ten months of intensive
discussions to put a key element of our strategy in place.
RESULTS
The price of crude oil began a recovery in April, which has been
sustained to date. As a result primarily of production gains, but
also reflecting some improvement in realisations, turnover was up
for the first six months of 1999 to £8.5 million, as compared to
£7.8 million for the same period last year (1998 results have been
restated to reflect the treatment of Comeco, as more fully
described in the Notes section of this report). Operating costs
excluding depletion and abandonment decreased over the same period
last year dropping from £5.1 million to £4.5 million. On a US$
per barrel basis direct operating costs continue to improve,
declining from approximately $6.75 to $5.95. Gross profits were
up significantly from £0.4 million reported for the first half of
1998 to £1.1 million for the first six months of 1999. Net
profits doubled for the period over the same period last year,
rising from £0.3 million to £0.6 million, although the increase
was tempered by an almost 70% decline (£0.6 million) in earned
interest due to the combination of a lower interest rate
environment and lower cash balances.
OTHER DEVELOPMENTS
Two other transactions in which SOCO has been involved for an
extensive period of time reached milestones or were concluded in
the first half of 1999. The financing facility of up to US$45
million from the European Bank for Reconstruction and Development
(EBRD) for Permtex, the 50% SOCO owned Russian joint venture, was
signed by all parties on 12 May 1999. With the execution of the
loan documents, the process of clearing the final hurdles
prerequisite to first disbursement, such as obtaining approval by
the Central Bank of Russia to establish offshore bank accounts,
was initiated. First drawdown on the facility is expected by the
end of October, in time for the pipeline construction to begin in
the winter.
In May 1999, SOCO, Petrovietnam and other minority participants
signed Heads of Agreement for the exploration rights to Block 16-
1, offshore Vietnam, in the Cuu Long Basin. The Agreement
confirmed SOCO Vietnam Ltd's 30% interest in the Block. SOCO
Vietnam Ltd is 70% owned by SOCO. Negotiations continue toward
the finalisation of a Joint Operating Contract, which is expected
to be finalised before the end of September 1999. Ratification by
the government of Vietnam is expected to follow the Ministry of
Planning and Investment's review sometime before the end of this
year.
OPERATIONS
Exploration/Development
The first half of 1999 was not eventful from a drilling
perspective, as most exploration projects were deferred to reflect
the low oil price environment at the close of last year and the
first three months of this period. The development drilling
program in Yemen, which was originally anticipated to begin in
May, was delayed due to the lack of availability of a drilling
rig. The seven well program began in July and is expected to be
substantially complete by the end of this year.
Exploration operations continued in North Korea, where well number
401 was drilled to a total depth of 4,301 metres. The well,
drilled entirely by a North Korean drilling crew, was logged in
July by a logging crew contracted to SOCO Koryo from Huabei
Oilfield, a Chinese production, services and refining subsidiary
of China National Petroleum Corporation. Results of the logging
operation indicate a 25 metre fractured zone from 3,775 to 3,800
metres which warrants further investigation. This well appeared
to confirm the geological thesis that this region in West Korea
Bay is analogous to the Bohai Bay area of China.
Although a moratorium on Mongolian Production Sharing Contracts'
work commitments has been in effect since agreed in January of
this year, discussions have been underway to attract other parties
to farm-in to SOCO's acreage in Mongolia's Tamtsag Basin and thus
reduce the Company's almost 100% interest there. Although these
discussions continue, the Company recently executed an eight well
drilling contract with Huabei Oilfield, under which it will drill
additional wells on Contract Area 19 at a substantially reduced
cost per well and earn up to a 20% interest in Contract Area 19.
The Company anticipates that Huabei will resume drilling in
Contract Area 19 later this year.
Production
Production net to the Group's working interest averaged 6,985
barrels of oil per day (BOPD) for the first six months of 1999,
compared to an average of approximately 6,700 BOPD for the same
period last year. The only major change from prior period
production statistics occurred in Tunisia. Production from the
Didon field in Tunisia, which averaged approximately 3,530 gross
BOPD during the first six months of 1999 (approximately 2,090 BOPD
1998 full year average gross production), stabilised during the
latter part of this period at approximately 4,050 gross BOPD, as
many of the initial problems typically associated with start-up
were eliminated. Currently the well is producing steadily at more
than 5,800 gross BOPD. There has been no pressure decline in the
well since production began approximately one year ago. ETAP, the
Tunisia state owned oil company, did not exercise its option to
back-in to the Didon development, which means that SOCO's interest
in that project will continue at 22.22%.
SUBSEQUENT EVENTS
Torobex Acquisition
At an Extraordinary General Meeting held on 12 July 1999, the
shareholders of SOCO overwhelmingly voted to approve the
acquisition of the entire issued share capital of Torobex. As a
result, SOCO issued 17,277,058 ordinary shares plus warrants to
subscribe for 3,109,870 additional shares at prices from 55p to
65p to acquire Torobex. Torobex was a special purpose entity,
established by an oil and gas investor group to hold operating
rights, which the group expected to acquire, for various
exploitation and development projects in the Middle East and north
and west Africa. The investor group formed an entity to hold its
interest in Torobex, Tobex, which is majority owned (in excess of
75%) by Chemsa Limited, Pontoil Intertrade Limited and Societe
Internationale d'Investissements Financiers. These entities are
in turn owned or controlled by Patrick Maugein, Doctor Mario
Contini and the family of Paris Mouratoglou, respectively.
As a result of the acquisition, the investor group owned 25% of
the enlarged share capital of SOCO. Subsequent to the completion
of the acquisition, the investor group has purchased 950,000
additional shares in the market, bringing its ownership interest
to 18,227,058 shares or approximately 26.4% of the 69,140,732
total shares issued. The investor group added three members,
including the non-executive chairman, to the Board of Directors of
the Company. These directors replace retiring directors Pierre
Simandoux, Dan Mercier and Tim Taylor, all of whom continue an
association with the Company, as described below. The new
members of the Board are Patrick Maugein (Chairman), Rui de Sousa
and Olivier Barbaroux, all of whom bring additional strength
through their experience in the oil and gas industry or related
activities and through their extensive contacts in significant oil
producing regions.
Management
Management changes accompanied the operational and transactional
developments described above. SOCO's new major shareholding group
added three non-executives, including the Chairman, to the Board
of Directors, bringing added strength to the non-executive
Director group. Peter Kingston becomes Deputy Chairman and
continues as the senior independent non-executive and as chairman
of the audit and remuneration committees. We wish to acknowledge
the tremendous contribution Peter made to the Company and the
leadership he provided from the initial listing of the Company,
through the formation stages, to the severe industry downturn and
the most recent repositioning.
We would also like to acknowledge the contributions of three
directors who have resigned from the Board-Pierre Simandoux, Tim
Taylor and Dan Mercier-to make way for our new incoming Directors.
All three will continue as associate directors of the Company.
Pierre will remain an advisor to the Company. Tim and Dan will
continue to serve as Company executives and regular Board
attendees.
Associated with the change in the composition of the Board and as
the Company gains more balance between exploration and operational
activities, the executive group responsibilities have been
realigned to allow the Company to take greater advantage of the
available expertise. Tim Taylor becomes Vice President of
Engineering, while Dan Mercier, who joined from Territorial with
the acquisition of that company in 1998, will continue as Vice
President of Operations. This realignment will ensure that
executives' complementary skills are more effectively employed on
all projects, rather than on geographical areas of responsibility.
Prospects
In the near term, the Company expects a considerable amount of
operational activity within its existing portfolio. The Yemen
phase II programme consisting of drilling five production wells
and two water injection wells should be substantially complete by
this year end. It is anticipated that gross production will
almost double upon successful completion of this programme.
Completion of the northern pipeline in Russia which is expected by
the end of the first quarter next year will also favourably impact
production but significant increases will likely not be seen until
near the year end 2000 as additional wells connected to the
contract area pipeline are brought on-stream.
On the exploration front, drilling activity in Mongolia is
expected to commence soon on Block 19 with the possibility of two
wells being drilled this year out of an eight well total. A well
is expected to be drilled in Thailand on Block B8/38 before the
end of the first quarter of next year. The well will test a large
structure on the block which was identified through
reinterpretation of existing seismic data. The award on Block 16-
1 offshore Vietnam is expected to be approved by the Vietnamese
government before the end of this year. Operational activity
should commence early next year.
OUTLOOK
There is good reason for renewed optimism in the prospects for
SOCO. The acquisition of Torobex and the establishment of a new
network of individuals who can both supplement and complement
SOCO's existing pool of talent gives the Company the platform to
enhance shareholder value significantly in the near term. The
intervening period since the transaction has been particularly
eventful with a number of initiatives underway. All the Directors
and executives are working in concert to bring successful, quality
projects to fruition.
The Torobex transaction was the first step in repositioning SOCO
in the market. It has made SOCO a stronger company with the
potential to be a significant force in the independent oil and gas
exploration and production sector. The Company will in the future
be less exposed to the vagaries of the oil price or other
variables beyond the control of management. Shareholders'
patience with the process and their support in the meantime are
most appreciated.
Patrick Maugein Ed Story
Chairman Chief Executive
21 September 1999
SOCO INTERNATIONAL PLC
Interim Results for six months ended 30 June 1999
Consolidated Profit and Loss Account
(unaudited)
(unaudited) (restated) (restated)
six months six months
ended ended year to
30 Jun 99 30 Jun 98 31 Dec 98
£000 £000 £000
Turnover 8,526 7,757 15,519
Cost of sales (7,445) (7,375) (15,896)
Gross profit / (loss) 1,081 382 (377)
Administrative expenses (750) (609) (1,413)
Operating profit / (loss) 331 (227) (1,790)
Investment income 581 899 1,570
Interest payable and similar (85) (207) (381)
charges
Profit / (loss) on ordinary
activities before taxation 827 465 (601)
Tax on profit on ordinary (202) (138) (235)
activities
Profit / (loss) for the 625 327 (836)
financial period
Earnings / (loss) per share
Basic 1.2p 0.7p (1.7)p
Diluted 1.2p 0.7p (1.7)p
Consolidated Statement of Total Recognised Gains and Losses
(unaudited)
(unaudited) (restated) (restated)
six months six months
ended ended year to
30 Jun 99 30 Jun 98 31 Dec 98
£000 £000 £000
Profit / (loss) for the 625 327 (836)
financial period
Unrealised currency 3,970 (338) (295)
translation differences
Total recognised gains / 4,595 (11) (1,131)
(losses) for the period
SOCO INTERNATIONAL PLC
Interim Results for six months ended 30 June 1999
Consolidated Balance Sheet
(unaudited)
(unaudited) (restated) (restated)
30 Jun 99 30 Jun 98 31 Dec 98
£000 £000 £000
Fixed assets
Tangible assets 73,145 71,534 69,944
Investments 368 - 368
73,513 71,534 70,312
Current assets
Stocks 1,002 613 489
Debtors 8,139 6,875 6,370
Investments 4,230 11,734 7,769
Cash at bank and in hand 2,754 3,222 1,563
16,125 22,444 16,191
Creditors: Amounts falling due (2,639) (4,382) (4,295)
within one year
Net current assets 13,486 18,062 11,896
Total assets less current 86,999 89,596 82,208
liabilities
Provisions for liabilities and (2,951) (2,660) (2,776)
charges
Minority interests (175) (7,945) (157)
Net assets 83,873 78,991 79,275
Capital and reserves
Called-up equity share capital 10,366 9,870 10,365
Share premium account 38,360 37,449 38,358
Other reserves 29,933 29,933 29,933
Profit and loss account 5,214 1,739 619
Shareholders' funds 83,873 78,991 79,275
SOCO INTERNATIONAL PLC
Interim Results for six months ended 30 June 1999
Consolidated Cashflow Statement
(unaudited)
(unaudited) (restated) (restated)
six months six months
ended ended year to
30 Jun 99 30 Jun 98 31 Dec 98
£000 £000 £000
Net cash inflow from operating 1,040 1,675 4,088
activities
Returns on investments and
servicing of finance
Interest received 268 821 1,243
Interest paid (10) (137) (38)
258 684 1,205
Taxation paid (70) (190) (686)
Capital expenditure and
investment in associate
Purchase of tangible fixed (3,969) (12,377) (20,480)
assets
Sale of tangible fixed assets - 14 20
Investment in associate - (2,928) (2,928)
(3,969) (15,291) (23,388)
Acquisitions
Purchase of subsidiary - - (114)
undertaking
Cash acquired with subsidiary - 17 54
undertakings
- 17 (60)
Cash outflow before management
of liquid resources and
financing ( 2,741) (13,105) (18,841)
Management of liquid resources
Decrease in cash on short term 3,590 12,978 17,035
deposit
Advance to Comeco Petroleum, - (2,681) (2,681)
Inc.
3,590 10,297 14,354
Financing
Issue of ordinary share 2 - 2
capital
Issue of preference shares to 8 155 184
minority interests
10 155 186
Increase / (decrease) in cash 859 (2,653) (4,301)
in the period
SOCO INTERNATIONAL PLC
Interim Results for six months ended 30 June 1999
Notes
Accounting policy change
Effective 1 January 1999 the Group adopted Financial Reporting
Standard 12 ('FRS 12'), which sets out the principles of
accounting for provisions, contingent liabilities and contingent
assets, resulting in a change in the accounting policy under which
the Group recognises a provision for decommissioning costs.
The Group now recognises a decommissioning asset within tangible
fixed assets, calculated at the net present value of the estimated
future cost of decommissioning and site restoration required as a
result of facilities in place. An associated decommissioning
provision is recognised. The decommissioning asset is amortised
for each cost pool on a unit of production basis in accordance
with the Group's policy for depletion and depreciation of tangible
fixed assets. Period charges for changes in the net present
value of the decommissioning provision are included in interest
expense. Prior to the adoption of FRS 12, the Group recognised a
provision for the estimated cost of decommissioning and site
restoration which may be incurred at the end of the producing life
of a field over the producing life as calculated for each
geographical pool on a unit of production basis.
Prior period figures as at 30 June 1998 and 31 December 1998 have
been restated to reflect the accounting policy change, including
an increase of £1.2 million in fixed assets, an increase of £1.5
million in provisions and a decrease of £0.3 million in
shareholders' funds. Results for 30 June 1998 and 31 December
1998 reflect an increase in interest payable of £0.07 million and
£0.14 million, respectively.
Comeco Petroleum, Inc.
The dispute arising in November 1998 with the Group's co-venturer
in Comeco was unresolved at 30 June 1999. Accordingly the Group's
results continue to consolidate its share of the assets,
liabilities and cashflows at the current equity interest of 50%,
and the amount of $4.4 million contributed to Comeco in excess of
the Group's 50% share has been included within debtors.
The issued interim statement as at 30 June 1998 was prepared on
the basis that Comeco was a subsidiary undertaking. The
comparative information for that period has been restated to be
consistent with the presentation adopted for the Group accounts as
at 31 December 1998 as described above. The effects of this
restatement on key profit and loss and balance sheet lines are
summarised in the table below and are presented before taking into
effect the period's restatement for a change in accounting policy,
as described above.
(unadjusted) (as adjusted)
six months six months
ended ended
30 Jun 98 30 Jun 98
£000 £000
Turnover 10,196 7,757
Gross profit 1,241 382
Minority interest (865) -
Profit for the financial period 397 397
(unadjusted) (as adjusted)
30 Jun 98 30 Jun 98
£000 £000
Fixed assets 85,046 70,360
Minority interests (22,649) (7,945)
Net assets 79,242 79,242
Earnings per share
The calculation of basic earnings per share is based on the profit
for the financial period and on 51,230,967 ordinary shares, being
the weighted average number of ordinary shares in issue and
ranking for dividend during the period.
The calculation of diluted earnings per share is based on the
profit for the financial period and on 51,830,967 ordinary shares,
being the weighted average number of ordinary shares in issue and
ranking for dividend during the period, including 600,000 ordinary
shares of the Company held by the Group.
Reconciliation of operating profit to operating cash flows
six months six months
ended ended year to
30 Jun 99 30 Jun 98 31 Dec 98
£000 £000 £000
Operating profit (loss) 331 (227) (1,790)
Depreciation and depletion 2,901 2,195 5,740
Decommissioning provision 48 85 105
Profit on sale of fixed - (11) (6)
assets
Movement in stocks (314) 102 233
Movement in debtors (1,283) (93) 613
Movement in creditors (643) (376) (807)
Net cash inflow from 1,040 1,675 4,088
operating activities
Subsequent events
Acquisition of Torobex Limited
On 12 July 1999 the Group acquired the entire share capital of
Torobex for consideration of 17,277,058 new ordinary shares of the
Company with a nominal value of £0.20 ('Shares') and warrants to
subscribe for 3,109,870 Shares. The acquisition of Torobex, whose
net assets solely comprised US$13.9 million cash on the date of
acquisition, provides the Group with new associations through an
investor group with the potential to introduce new assets or
projects into the Group.
Comeco litigation
The Company has entered into settlement negotiations with the
litigating co-venturer in Comeco. This dispute centres around
certain interests in, and other rights and obligations of, Comeco.
Pending the uncertainty associated with conclusion of these
negotiations, the Company continues to carry its interest in
Comeco at 50% resulting in a 14.285% indirect interest in the
Yemeni East Shabwa Development Area. The outcome of these
negotiations will determine the form in which the Group receives
value for its US$4.4 million advance to Comeco.
Year 2000
The Directors believe that the Company has taken prudent steps as
reported in the 1998 Annual Report and Accounts to identify,
isolate and address any material potential problems in its
operations associated with systems failure as a result of
shortcomings in year 2000 date/time rollover programmes. As the
exact nature of problems is subject to considerable uncertainty
and the correction of problems not directly within the Company's
control cannot be assured, the Company is also developing a
comprehensive action plan in an attempt to minimise any residual
problems which may arise. As most of the Company's operations are
in developing nations and a substantial portion is independent of
automatic system intervention, the estimated cost to the Company
to correct identified deficiencies and to initiate appropriate
responses is immaterial to the Group.
Dividend
The Directors do not recommend the payment of a dividend.
Basis of preparation
The financial information presented above does not constitute
statutory accounts within the meaning of section 240 of the
Companies Act 1985. The financial information for the year ended
31 December 1998 has been derived from the statutory accounts for
that year. Those statutory accounts, upon which the auditors'
issued an unqualified opinion, were delivered to the Registrar of
Companies.
The interim accounts, which are unaudited, have been prepared on
the basis of the accounting policies set out in the Group's
statutory accounts for the year ended 31 December 1998 with the
exception of the change in accounting policy resulting from the
adoption of FRS12.