Interim Results
Tower Resources PLC
31 March 2006
TOWER RESOURCES PLC
INTERIM RESULTS FOR THE SIX MONTHS ENDED 31 DECEMBER 2005
Chairman's Statement
At year-end, the programme to acquire the complete shareholding of Neptune
Petroleum and to relist the shares of the combined entity on the Alternative
Investment Market (AIM) was at a final stage. Shareholder approval was given to
the transaction on 16th January 2006 and the shares began renewed trading on
AIM. These Interim Accounts reflect the financial position of the Company prior
to the relisting.
As part of the relisting programme, additional funds amounting to £2.0 million
before expenses were raised by the issue of 133.3 million new shares to provide
adequate working capital for the immediate future. The consideration payable for
the acquisition of Neptune shares was in the form of 200.0 million new shares
issued to the shareholders of Neptune. As a consequence, Tower Resources is
currently 46% owned by the former Neptune shareholders, Peter Blakey, Peter
Taylor and Mark Savage (through Bayview Investments LLC). They have become
non-executive directors of the Company from the date of relisting. Russell
Langusch, former Chairman of Tower Resources, remains on the Board as an
executive director. Hugh Warner and Ross Warner, former directors of Tower
Resources, have resigned and I thank them for their contribution to the
acquisition transaction. I joined the Board as non-executive Chairman on 1st
February 2006 and very much look forward to helping deliver growth in value to
shareholders over the coming months and years. I strongly welcome all of the
shareholders of the new business and look forward to meeting many of you soon to
discuss the forward strategy of the Company.
There is little of note to report on activities prior to year-end but I would
like to provide a short summary of subsequent activities in early 2006. Tower
has acquired 100% interests in two areas in Africa, one being a substantial
acreage position offshore Namibia and the other an onshore licence in Uganda. We
are making rapid progress in evaluating all of the available technical
information, including about 10,000 kilometres of seismic data in Namibia newly
licensed from a major seismic contractor. Early technical evaluation work on
this Namibian seismic data is producing encouraging results. A number of very
large structures have been mapped and possible hydrocarbon signatures have been
identified.
Our immediate objective is to complete all the initial evaluation work and bring
on board industry partners to mitigate the risk and to take over much of the
financial licence commitments. We shall report on progress in this respect as
developments occur. Our current focus is on opportunities in Africa and this
currently reflects our strategy. Notwithstanding, as the Company grows
opportunities outside this core area will be considered if they meet our quality
standards.
I am pleased to draw shareholders attention to the recent successes of Hardman
Resources and Tullow Oil with their drilling programme in Uganda. Oil was
recovered from the first two wildcat wells drilled in the Hardman-Tullow
acreage. This means that there is oil present in favourable technical
environments approximately 150 km to the south of our Ugandan licence in
addition to oil finds to the north in Sudan. These discoveries have raised the
likelihood that reservoir sands, seal and the presence of oil may be encountered
in the Tower acreage.
These are early days but your Board is excited at the potential of the
opportunities available to the Company and looks forward to delivering further
news as events unfold.
Enquiries:
Tower Resources Plc
Russell Langusch 07840 523 771
Corporate Synergy Plc
Rhod Cruwys 020 7448 4400
TOWER RESOURCES PLC
INCOME STATEMENT
FOR THE SIX MONTHS ENDED 31 DECEMBER 2005
31 December
2005
(Unaudited)
Note £
CONTINUING OPERATIONS
Administrative expenses (174,191)
Operating loss (174,191)
Interest receivable 8,167
Loss before taxation (166,024)
Taxation 3 -
Retained loss for the period (166,024)
Loss per ordinary share:
Basic 2 (0.13)p
Diluted (0.13)p
TOWER RESOURCES PLC
BALANCE SHEET
AS AT 31 DECEMBER 2005
31 December
2005
(Unaudited)
Note £
ASSETS
Current assets
Cash and cash equivalents 449,445
Total assets 449,445
LIABILITIES
Current liabilities
Trade and other payables (63,057)
Total liabilities (63,057)
Net assets 386,388
EQUITY
Share capital 4 125,000
Share premium 5 585,000
Retained earnings 5 (323,612)
Total equity 6 386,388
TOWER RESOURCES PLC
CASH FLOW STATEMENT
FOR THE SIX MONTHS ENDED 31 DECEMBER 2005
31 December
2005
(Unaudited)
Note £
Net cash outflow from operating activities 7 (111,134)
Investing activities
Interest received 8,167
Net decrease in cash and cash equivalents (102,967)
Cash and cash equivalents as at 1 July 2005 552,412
Cash and cash equivalents as at 31 December 2005 449,445
TOWER RESOURCES PLC
NOTES TO THE FINANCIAL INFORMATION
FOR THE SIX MONTHS ENDED 31 DECEMBER 2005
1: Accounting policies
Basis of accounting
The interim financial information for the six months ended 31 December 2005 is unaudited and does
not constitute statutory accounts as defined in section 240 of the Companies Act 1985.
The financial information has been prepared under the historical cost convention and in accordance
with International Financial Reporting Standards as adopted by the European Union.
The interim financial information for the six months ended 31 December 2005 has been prepared
pursuant to AIM rule 18 and represents the half-yearly report for the six months then ended. AIM
rule 18 states: 'An AIM company must prepare a half yearly report in respect of the six month period from
the
end of the financial period for which financial information has been disclosed in its admission document
and at
least every subsequent six months thereafter (apart from the final period of six months preceding its
accounting
reference date for its audited accounts).'
The previous half yearly report prepared by the Company covered the period ended 31 July 2005.
As the Company's accounting reference date is 30 June, its first statutory accounts will be for the
period ending 30 June 2006. This interim financial information therefore needs to reflect the six
month period to 31 December 2005.
Foreign currencies
Transactions in foreign currencies are translated into Sterling at the rate of exchange ruling at the
date of the transaction. Monetary assets and liabilities denominated in foreign currencies are
translated at the rate of exchange ruling at the balance sheet date. The resulting exchange gain or
loss is dealt with in the profit and loss account.
2: Loss per ordinary share
The basic and diluted losses per ordinary share have been calculated using the loss for the six months of
£166,024 and the weighted average number of ordinary shares in issue of 125,000,000.
3: Taxation
No liability to UK or overseas taxation has arisen during the period and no provision for deferred tax
was considered necessary.
4: Share capital
31 December
2005
Authorised £
10,000,000,000 Ordinary shares of £0.001 each 10,000,000
Allotted and fully paid
125,000,000 Ordinary shares 125,000
5: Reserves
The movement in the share premium and profit and loss account in the period was as follows:
Share Premium Profit &
Loss
£ £
At 1 July 2005 585,000 (157,588)
Retained loss for the period - (166,024)
At 31 December 2005 585,000 (323,612)
6: Reconciliation of movements in shareholders' equity
31 December
2005
£
Opening shareholders' equity 552,412
Retained loss for the period (166,024)
Closing shareholders' equity 386,388
7: Reconciliation of operating loss to net cash outflow from operations
31 December
2005
£
Operating loss (174,024)
Increase in creditors 63,057
Net cash outflow from operating activities (111,134)
8: Subsequent events
The major events subsequent to 31 December 2005 are set out in the Chairman's Statement.
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