Final Results
Cardinal Resources plc
29 June 2005
CARDINAL RESOURCES PLC
('Cardinal' or 'the Company')
Final results for year ending 31 December 2004
Cardinal announces its Annual Report and Financial Statements for the year ended
31 December 2004 an extract of which follows .A full version of these accounts
will be posted to shareholders on 30 June 2005.
Directors resignation
At the Company's Annual General Meeting to be held on 25 July 2005 Andrew Seton
will not stand for re-election. Because of increasing personal commitments and
demands on his time from other business interests, Mr. Seton will resign from
the Board with effect from 30 June 2005.
Canadian oil and gas filing
Cardinal has filed its Statement of Reserves Data and Other Oil and Gas
Information, Report of Independent Qualified Reserves Evaluator and Report of
Management and Directors for the 2004 fiscal year, as required under Canadian
Securities Administrators National Instrument 51-101 Standards of Disclosure for
Oil and Gas Activities. These filings can be accessed electronically from the
SEDAR system at www.sedar.com.
Further information and full copies of the Annual Report and Financial
Statements, the Notice of the Annual General Meeting and a Circular to the
Shareholders pursuant to section 95 (2) of the Companies Act can be obtained
from the company at:
Cardinal Resources plc
Whitefriars House, 4th Floor, 6 Carmelite Street, London EC4Y 0BS, UK
Tel: 020 7936 5250
Fax: 020 7936 5251
Chief Financial Officer: Charles Green
Company Secretary: William Hayes
CHAIRMAN'S STATEMENT
I am very proud to have this opportunity to address the shareholders of Cardinal
Resources plc, in this, the Company's first annual report. The year 2004 was a
successful one for the Company as we achieved some of our key objectives and
made significant progress towards others. We do however, have much to accomplish
in the coming years and I thank all of you for your support thus far.
ACHIEVEMENTS IN 2004
Cardinal was incorporated in February 2004 as the vehicle to finance the
Ukrainian oil and gas operations of Carpatsky Petroleum Inc. We were able to
quickly establish a London-based headquarters and a presence in the City and the
London market. I was able to recruit former colleagues to the organization:
Charles Green our Vice Chairman and Chief Financial Officer, Cliff West our
Chief Operating Officer and William Hayes our General Counsel, who collectively
represent decades of upstream oil and gas experience.
In March 2004, Cardinal completed its first significant step in to the London
investment market with a private placement from a group of well established
emerging market fund managers in London and Europe. We were successful in
raising US$9.5 million, thereby realising the hopes of all you that have
believed in and supported Carpatsky for many years.
These private placement proceeds allowed Carpatsky to get its affairs in order
and, once again, comply with Canadian regulatory obligations and this required
significant legal and accounting efforts. As many of you know, Carpatsky had
been focused on maintaining the business in Ukraine at the expense of the
administrative side in Calgary and Houston. The proceeds enabled us to update
our financials and reserve report, pay our debts, complete a reorganisation of
the Cardinal group and continue with the recruitment of the Board and management
team.
With the Carpatsky reorganization and preparation for the AIM admission in the
final stages, the Ukrainian people gave the world the 'Orange Revolution'
beginning a similar process of reorganization for Ukraine's political and
economic affairs. The new Ukrainian government, led by President Viktor
Yushchenko and Prime Minister Yulia Tymoshenko, has a popular mandate to loosen
the grip of the corrupt, oligarchic interests that have dominated the Ukrainian
economy for much of the last decade. The new government appears to be committed
to ensuring that Ukraine acts independently in defining its regional economic
and security interests. However, Ukraine also suffers from an imbalance in
energy demand and supply, and imports 84% of its oil and gas from Russia and
Turkmenistan. Successful reform of the energy sector, with a comprehensive
strategy of energy security and emphasis on western investment to redevelop the
sector, will be a critical measure of the government's success in the eyes of
the Ukrainian people and of the West.
OUTLOOK FOR 2005
Cardinal successfully listed on the AIM on 15 April 2005, allowing the Company
to move forward on its strategy to create shareholder value. Cardinal is focused
on Ukraine, where we are an experienced operator with a solid reputation and
high moral and ethical standards. We value our relationships with our local
partners, the government and the local community. We've created a corporate
culture, shaped by our values, built on respect, mutual value creation, and a
commitment to excellence that we believe gives Cardinal an important competitive
advantage.
As we stated on our admission to AIM, we are evaluating opportunities to expand
our oil and gas assets through farm-ins or acquisitions. Cardinal will be able
to enhance the value of these properties for our partners and Cardinal by our
access and ability to utilise western equipment and technology which are not
readily available in Ukraine. I believe this should create a bridge to
additional projects as the Ukraine oil and gas sector sees Cardinal as being
able to develop properties more efficiently and faster. Consequently, we believe
there is a good chance in the near term to assemble an upstream portfolio of low
risk development assets in Ukraine that can impact the Ukraine internal supply,
enhance shareholder value and create a potential footprint investment in the
region.
The next 18 months to two years are critical for Cardinal. While we've assembled
a strong core of people, have a supportive board and enthusiastic and supportive
shareholders, we must execute on enhancing production in what we predict will be
an environment in Ukraine with increasing gas prices.
The next 18 months to five years are also critical for Ukraine. The energy
sector's problems, with opaque business relationships, unbalanced supply
agreements with Russia, inefficient exploration and production, and a lack of
Western investment, are serious challenges to the Yushchenko government as it
has to convince the Ukrainian people and the West that Ukraine can move forward
and become a reliable producer and transporter of oil and gas while
simultaneously coming into compliance with EU and WTO business standards.
Ukraine must attract Western investment and equipment and diversify its energy
supply sources and transit routes. I remain hopeful that the new government will
prevail, the energy sector will be reformed and these changes will provide a
good platform for Cardinal's endeavours in Ukraine and result in a substantial
increase in shareholder value.
Finally, I would be remiss if I did not thank everyone that has been a part of
the Cardinal and Carpatsky group for the past five years. It has been many
things over those years, but what it has never been is a failure; and the
Group's future rests on the efforts and support that you have provided to the
Company. So, the shareholders and I thank all of you and your families for all
that you have done.
CONSOLIDATED PROFIT AND LOSS ACCOUNT
Year ended 31 Year ended 31
Continuing Acquired December 2004 December 2003
$'000 $'000 $'000 $'000
Turnover
Group and share of joint 3,024 - 3,024 2,174
venture
Less: share of joint (1,429) - (1,429) (721)
venture turnover
1,595 - 1,595 1,453
Cost of sales (1,220) - (1,220)
(988)
Gross profit 375 - 375
465
Reorganisation expenses (384) (314) (698)
-
Other general and (1,668) (3,796) (5,464)
administrative expenses (656)
Total general & (2,052) (4,110) (6,162) (656)
administrative expenses
Operating loss (1,677) (4,110) (5,787) (191)
Share of operating (loss)/ (167) 224
profit of joint venture
Interest receivable 45 19
Interest payable 495 (149)
Loss on ordinary (5,414) (97)
activities before taxation
Taxation on profit on (179) (241)
ordinary activities
Loss on ordinary (5,593) (338)
activities transferred to
reserves
Basic loss per share ($) (0.11) (0.0087)
CONSOLIDATED BALANCE SHEET
As at As at 31
31 December 2004 December 2003
$'000 $'000
Fixed assets
Tangible fixed assets
2,604 3,056
Investments
Joint ventures
Share of gross assets 1,881 1,268
Share of gross liabilities (1,580) (800)
301 468
2,905 3,524
Current assets
Stocks 15 9
Debtors
3,453 482
Cash at bank and in hand 2,185 360
5,653 851
Creditors: amounts falling due within one
year (4,634) (4,167)
Net current assets / (liabilities) 1,019 (3,316)
Total assets less current liabilities 3,924 208
Creditors: amounts falling due after more (1,220) -
than one year
Provision for liabilities and charges (144) (171)
2,560 37
Capital and reserves
Called up share capital 5,825 8,134
Preferred share capital - 4,000
Share premium account 960
Additional paid up capital - 797
Reverse Acquisition Reserve (1,278) -
Shares to be issued 14,209 -
Other reserves 1,331
Profit and loss account (18,487) (12,894)
Total shareholders' funds 2,560 37
CONSOLIDATED CASHFLOW STATEMENT
Year ended 31 Year ended 31
December 2004 December 2003
$'000 $'000
Net cash (outflow)/ inflow from operating
activities (7,064) 473
Returns on investments and servicing of
finance
Interest received 45 19
Interest paid (146) -
Net cash (outflow)/ inflow from returns on
investments and servicing of finance (101) 19
Taxation (179) (358)
Capital expenditure and financial investment
Purchase of tangible fixed assets (156) (164)
Net cash outflow from capital expenditure
and financial investment (156) (164)
Acquisitions
Net cash from purchase of subsidiary 9,500 -
undertakings
Net cash inflow from acquisitions 9,500 -
Financing
Repayment of borrowings (175) (7)
Net cash outflow from financing (175) (7)
Increase/(decrease) in cash 1,825 (37)
COMPANY BALANCE SHEET
(of Cardinal Resources plc)
As at 31 December
2004
$'000
Fixed assets
Tangible fixed assets 80
Current assets
Debtors 7,244
Cash at bank and in hand 820
8,064
Creditors: amounts falling due within one
year (2,135)
Net current assets 5,929
Total assets less current liabilities 6,009
Provision for liabilities and charges -
6,009
Capital and reserves
Called up share capital 5,825
Share premium account 960
Other reserves 1,331
Profit and loss account (2,107)
Total shareholders' funds 6,009
This information is provided by RNS
The company news service from the London Stock Exchange