Interim Results
Xtract Energy plc
28 September 2006
XTRACT ENERGY PLC ('Xtract Energy' or the 'Company')
Interim Results for the six months ended 30 June 2006
The Directors have pleasure in presenting the Company's unaudited results for
the six months ended 30 June 2006.
HIGHLIGHTS
•In February 2006 the Company completed the acquisition of the remaining
78.3% of Xtract Oil Limited not already owned.
•John Newton appointed to the board of the Company as Chief Executive
Officer with effect from 10 March 2006. John Newton has a background in
international stockbroking, accounting and corporate finance and has been a
director of a number of quoted companies in Australia and Canada.
POST PERIOD HIGHLIGHTS
•Appointment of WH Ireland Limited as the Company's broker.
•The Company becomes a subsidiary of Cambrian Mining Plc.
•Xtract Energy agrees to acquire substantial shareholdings in Cambrian Oil
& Gas Plc, Wasabi Energy Limited and Aviva Corporation Limited.
•Initial validation tests show that recovery of light crude oil products
from the Company's Julia Creek oil shale deposits may be much higher than
could be achieved using conventional retort methods.
For further information, please contact:
Sue Wickerson John Newton
Xtract Energy Plc Xtract Energy Plc
Tel: +44 (0) 20 8466 0406 Tel: +61 (3) 9654 1776
Chairman's Statement
For the six months ended 30 June 2006
In February 2006, Xtract Energy completed the acquisition of Australian unlisted
company Xtract Oil Limited ('Xtract'). Xtract intends to develop the technology
for oil extraction from oil shale minerals. Xtract Energy has a significant
portfolio of oil shale resource tenements in Australia and has applied for an
exploration permit in New Zealand.
Subsequent to the acquisition the name of the Company was changed to Xtract
Energy Plc (formerly Resmex plc). Development of new extraction technologies
and the rising world demand for oil have re-awakened interest in oil shale.
The development of Xtract's technology could produce liquid hydrocarbons to
address the global decline of conventional oil reserves with significant
environmental benefits and higher yields over previously tried extraction
methods.
In order for Xtract to bench test and commercially develop a technology for
hydrocarbon extraction access to an oil shale is required as this is not a
commodity which is commercially traded. Xtract Energy has acquired mining
tenements in Queensland from Intermin Resources Limited, mainly in an area known
as Julia Creek. The Julia Creek deposits are estimated to contain substantial
quantities of oil.
Xtract recently announced that initial validation tests have shown that the
recovery of light crude oil products from the Company's Julia Creek deposits may
be much higher than could be achieved using conventional retort recovery
techniques.
The tests are being conducted by the Australian national research organisation,
the CSIRO, and by Monash University under research agreements entered into with
Xtract. The initial validation tests have demonstrated that recovery from Julia
Creek shales would be in order of 150 litres of light crude oil per tonne of
shale. Applying this yield rate increase to the yields of 50-65 litres per tonne
used earlier this year in relation to certain of the Company's Julia Creek
leases results in estimated in situ shale oil resources of over 1.6 billion
barrels of oil.
Subsequent to end of the period the Company agreed to acquire substantial
holdings in Cambrian Oil & Gas Plc ('COIL'), Wasabi Energy Limited ('Wasabi')
and Aviva Corporation Limited ('Aviva') in September this year. These
acquisitions have significantly extended the range of Xtract's energy and
resource related investments.
COIL has several oil & gas projects in the Kyrgyz Republic including exploration
(2D seismic programme recently completed) and water injection (with
Kyrgyzneftegas, the state oil company). It has recently acquired a 12.6%
interest in Methanol Australia Limited ('MEO'). MEO is an Australian company
with a 50% interest in the Tassie Shoal Methanol project and 100% interest in
the Timor Sea LNG Project along with exploration licences off the Northern Coast
of Australia
Wasabi is a diversified energy group with investments in uranium exploration,
coal, power generation and renewable energy technology. Aviva is quoted on the
ASX market and its main business is an iron, coal and cogeneration project in
Western Australia.
We are pleased to have Cambrian Mining as the major shareholder of the Company
and remain focused on the business of overseeing the development of the Xtract
Technology and the related kerogen extraction at the Xtract Tenements and
developing and expanding the energy portfolio.
With an experienced board and sound investment strategy, we believe there is
potential for significant growth in the short to medium term.
Robert J. Annells
Chairman
27 September 2006
INCOME STATEMENT
For the period ended 30 June 2006
Unaudited Unaudited Audited
Group Group Group
6 months 6 months Year
ended ended ended
30 June 30 June 31 December
2006 2005 2005
£'000 £'000 £'000
Administrative and operating expenses
Amortisation of intangibles 41 - 21
Consulting fees 15 5 37
Directors fees 26 3 12
Share -based payments expense 108 - 79
Office general 87 - 32
Professional fees 158 8 33
Corporate and advisory fees 29 - -
Other 11 6 8
Foreign exchange loss/(gain) 3 - (1)
-------- -------- ---------
Operating Loss (478) (22) (221)
Share of loss of associates - - (24)
Investment Revenues 8 7 25
-------- -------- ---------
Loss before taxation (470) (15) (220)
Income tax expense - - -
-------- -------- ---------
Loss for the period (470) (15) (220)
======== ======== =========
Basic and diluted loss per
share (Note 2) (0.31)p (0.02)p (0.21)p
BALANCE SHEET
As at 30 June 2006
Unaudited Unaudited Audited
Group Group Group
As at 30 June As at 30 June As at 31 December
2006 2005 2005
£'000 £'000 £'000
Assets
Non-current assets
Intangible assets (Note 3) 4,155 - 81
Investment in associates - - 412
-------- -------- ---------
4,155 - 493
-------- -------- ---------
Current assets
Cash and cash equivalents 348 836 1,321
Trade and other receivables 34 1 13
-------- --------- ---------
382 837 1,334
-------- --------- ---------
Total assets 4,537 837 1,827
======== ========= =========
Equity and liabilities
Capital and reserves
Share capital (Note 5) 287 142 199
Share premium reserve 4,644 706 1,756
Share based payments reserve 123 - 33
Retained earnings (690) (15) (220)
-------- --------- ---------
Total equity 4,364 833 1,768
-------- --------- ---------
Current liabilities
Trade and other payables 173 4 59
-------- --------- ---------
173 4 59
-------- --------- ---------
Total equity and liabilities 4,537 837 1,827
======== ========= =========
CASH FLOW STATEMENT
For the period ended 30 June 2006
Unaudited Unaudited Audited
6 months ended 6 months ended Year ended
30 June 2006 30 June 2005 31 December 2005
£'000 £'000 £'000
Operations
Operating loss for the period (478) (22) (221)
--------- --------- ---------
Adjustments for:
Amortisation of intangible assets 41 - 21
Share based payment expense 108 - 79
Foreign exchange difference 3 - -
--------- --------- ---------
Operating cash flows before
movement in working capital (326) (22) (121)
Changes in working capital
Increase in receivables (21) (1) (12)
Increase in payables 114 4 59
--------- --------- ---------
Net cash used in operating
activities (233) (19) (74)
========= ========= =========
Investing activities
Interest and similar income received 8 7 25
Acquisition of intangible assets - - (21)
Acquisition of associate - - (436)
Acquisition of subsidiary (Note 4) (748) - (82)
--------- --------- ---------
(740) 7 (514)
--------- --------- ---------
Financing activities
Proceeds on issue of shares - 938 2,010
Share issue expenses - (90) (101)
--------- --------- ---------
Net cash from financing
activities - 848 1,909
--------- --------- ---------
Net increase in cash and cash
equivalents (973) 836 1,321
Cash and cash equivalents at
the beginning of the period 1,321 - -
--------- --------- ---------
Cash and cash equivalents at
the end of the period 348 836 1,321
========= ========= =========
NOTES
1. Preparation
The interim financial information has been prepared on the basis of the
accounting policies set out in the 2005 statutory accounts. The Interim Report
is unaudited and does not constitute statutory financial statements.
2. Net loss per share
The calculation of the basic and diluted net deficit per share attributable to
the ordinary equity holders of the parent is based on the following data:
Earnings
Group Group Group
6 Months 6 Months Year ended
ended 30 June ended 30 June 31 December
2006 2005 2005
£000 £000 £000
Earnings for the purposes of basic
and diluted earnings per share
- loss for the period attributable
to equity holders of the parent (470) (15) (220)
Numbers of shares
Group Group Group
6 Months 6 Months Year ended
ended 30 June nded 30 June 31 December
2006 2005 2005
Weighted average number of
ordinary shares for the purposes
of basic and diluted earnings
per share: 149,993,385 57,273,617 102,744,761
No adjustment has been made to basic earnings per share because the effect of
including the 124,613,634 outstanding warrants (31 December 2005: 97,848,209;
30 June 2005: 55,337,362) would dilute the net loss per share.
Since the end of the reporting period an additional 68,500,000 shares were
issued as the result of warrants exercised.
3. Intangible assets
Group Group Group
6 Months 6 Months Year Ended
ended 30 June ended 30 June 31 December
2006 2005 2005
£000 £000 £000
Cost
At beginning of period 102 - -
Additions
- Acquisition of mining rights 338 - 21
- Acquired on acquisition
of subsidiary 3,777 - 81
-------- -------- --------
Total 4,217 - 102
-------- -------- --------
Amortisation
At beginning of period 21 - -
Charge for the period 41 - 21
-------- -------- --------
Total 62 - 21
-------- -------- --------
Carrying amount
-------- -------- --------
At end of period 4,155 - 81
======== ======== ========
Intangible assets acquired as part of an acquisition are capitalised at their
fair value where this can be measured reliably. The above intangibles relate to
mining exploration rights and are amortised over the tenement period (generally
5 years).
4. Subsidiaries and associates
The principal activities and operations of the Group include the investment in
oil shale technologies and various exploration mining tenements in Australia and
Mexico.
Name of Place of incorporation Proportion of Proportion of Principal
subsidiary (or registration) and ownership voting power activity
operation interest held
% %
Sermines de
Mexico S.A.
de Mexico 100 100 Mining
C.V. exploration
Xtract Oil
Ltd Australia 100 100 Mining
Exploration &
Oil Technologies
The net assets acquired with the purchase of the Company's new subsidiary,
Xtract Oil Ltd, during the period are as follows:
Acquiree's
carrying amount Fair value
before combination adjustments Fair value
£000 £000 £000
Net assets acquired:
Trade receivables 69 - 69
Bank and cash balances 65 - 65
Mining rights - 3,777 3,777
----- ----- -----
134 3,777 3,911
===== ===== =====
Net cash outflow arising on acquisition:
Cash and cash equivalents acquired 65
Cash consideration paid (813)
-----
(748)
=====
Xtract Oil Ltd contributed £67,666 to the Group's loss before tax for the
period between the date of acquisition and the balance sheet date.
5. Share capital
Group
30 June 2006
£000
The issued and fully paid share capital of the Company is as follows:
286,809,800 ordinary shares of 0.1p each 287
====
The authorised share capital of the Company is as follows:
1,000,000,000 ordinary shares of 0.1p each 1,000
=====
Shareholders' Funds
Share Share Premium Share Based Profit & Loss
Capital Account Payments Reserve Account
£000 £000 £000 £000
Group
At 1 January 2006 199 1,756 33 (220)
Issue of shares 88 2,870 (18)
Share Based Payment
Expense 108
Loss for the period (470)
-------- --------- ---------- ----------
As at
30th June 2006 287 4,644 123 (690)
-------- --------- ---------- ----------
Warrants
The following unlisted warrants issued on 29 March 2005 remain outstanding at 30
June:
- 184,088,550 exercisable at £0.010 per share
- 3,000,000 exercisable at £0.015 per share
- 5,000,000 exercisable at £0.055 per share
Each warrant expires within three years of issue and entitles the holder to one
fully paid share in the Company upon payment of the warrant exercise price per
share.
6. Events after the balance sheet date
Warrants were exercised at a price of £0.010 per share on 30 July 2006
(46,100,000 shares), 5 August 2006 (14,400,000 shares) and 11 September 2006
(8,000,000 shares).
Xtract Energy Plc announced on 27 July 2006 that it allotted 2,000,000 new
Ordinary Shares to Intermin Resources Limited in connection with the assignment
of certain mining rights.
On 1 September 2006 it was announced that Xtract Energy has agreed to acquire
substantial shareholdings in Cambrian Oil & Gas plc, Wasabi Energy Limited and
Aviva Corporation Limited from Cambrian Mining plc and Cambrian's wholly owned
subsidiaries Deepgreen Minerals Corporation Limited and Cambrian Investment
Holdings Limited for a total of approximately £3.8 million. This consideration
is in the form of an issue to the respective sellers of convertible unsecured
loan notes totalling approximately £3.3 million and a payment of £450,000 in
cash to Cambrian.
7. Other matters
The financial information provided for the year ended 31 December 2005 does not
constitute statutory accounts, as defined in Section 240 of the Companies Act
1985, but is based on the statutory accounts for the year then ended. Those
accounts, upon which the auditors issued an unqualified opinion, have been
delivered to the Registrar of Companies.
The Interim Report for the six months ended 30 June 2006 was approved by the
Directors on 27 September 2006
Copies of the interim report are available from the Company's website
www.xtractenergy.com or on written request to the Company Secretary,
Xtract Energy Plc, 27 Albemarle Street, London, W1S 4DW.
This information is provided by RNS
The company news service from the London Stock Exchange