Quarterly Report • Feb 29, 2016
Quarterly Report
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UNAUDITED FINANCIAL REPORT FOR THE QUARTER ENDED 31 DECEMBER 2015
Please find enclosed African Petroleum Corporation
Limited's (the "Company" or "African Petroleum")
unaudited financial report for the quarter ended 31
December 2015.
HIGHLIGHTS
- On 21 December 2015 the Company announced that it
had entered into a new Production Sharing Contract
("PSC") with Ophir Energy plc covering the Company's
CI-513 licence area in Côte d'Ivoire. Ophir Energy
will make a contribution of US$16.9 million towards
African Petroleum's back costs in relation to the
block and holds a 45% operated interest in the PSC.
African Petroleum holds a 45% interest and Petroci
(the National Oil Company of Côte d'Ivoire) holds a
10% carried interest in the PSC. The transaction
represents a significant achievement of a key
corporate milestone by the Company, particularly in
light of the persistently challenging environment in
the oil sector.
- Mr Jens Pace and Mr Stephen West were appointed to
the Board of the Company as Executive Directors, and
Mr Mark Ashurst, Mr Gibril Bangura and Mr Jeffrey
Couch resigned from the Board as Non-Executive
Directors.
- In October 2015 the Company completed a private
placement to certain existing and new investors
raising approximately US$2 million through the issue
of 9,691,937 new fully paid ordinary shares at a
subscription price of NOK 1.70 per share.
- Advanced farm-out discussions are progressing with
numerous interested parties across the Company's
assets, including The Gambia and Senegal. Recent
exploration success by third party operators in the
area has led to a significant increase in the level of
interest in these assets.
- On 2 December 2015 the Company announced that its
wholly owned subsidiary, European Hydrocarbons Limited
("EHL"), had entered into the First Extension Period
on the SL-03 licence, offshore Sierra Leone, with a
modified work programme, minimum expenditure
requirement and social obligations in favour of EHL.
- In accordance a the special resolution passed at the
Company's General Meeting held on 21 December 2015,
the Company's shares were voluntarily suspended from
quotation on the National Stock Exchange of Australia
("NSX"), prior to being removed from the CHESS sub-
register on 31 December 2015 and being formally de-
listed from the NSX before open of trading on 4
January 2016.
- Significant cost savings have been maintained during
the quarter through a reduced staff headcount,
reduction in salaries of remaining staff of 20-45%,
streamlining of the Board, reducing directors' fees
and by de-listing the Company's shares from the NSX.
- Approximately US$0.6 million cash at bank as at 31
December 2015, together with US$12.6 million
restricted cash.
- On 26 October 2015 the Company consolidated the
issued capital of the Company on the basis of one
share for every ten shares held, reducing the shares
on issue from 1,066,113,157 shares to 106,611,316
shares.
- During the quarter the Company changed its
accounting policy for exploration and evaluation
expenditure from the full cost method to the
successful efforts method.
COMPANY BACKGROUND
African Petroleum, listed on the Oslo Axess (APCL) and
the Open Market of the Frankfurt Stock Exchange
(A1C1G9), is an independent oil and gas exploration
company led by an experienced Board and management
team. The Company is a significant net acreage holder
in West Africa with estimated net unrisked mean
prospective oil resources in excess of 12.5 billion
barrels.
African Petroleum operates 10 licences in five
countries offshore West Africa (Côte d'Ivoire,
Liberia, Senegal, The Gambia and Sierra Leone). The
Company's assets are located in proven hydrocarbon
basins, where several discoveries have been made in
recent years, including significant discoveries by
Total in Côte d'Ivoire, Cairn Energy in Senegal and by
Kosmos Energy in Mauritania and Senegal.
The Company has acquired more than 18,500km2 of 3D
seismic data and drilled three exploration wells, one
of which was an oil discovery at Narina-1 in Liberia.
African Petroleum is the largest net acreage holder in
the West African Transform Margin, alongside industry
majors such as Anadarko Petroleum, Chevron
Corporation, ExxonMobil and Total.
CEO STATEMENT
"The transaction with Ophir Energy in Cote d'Ivoire
announced in December 2015 represents an important
milestone for the Company as it demonstrates we can
deliver on our business model of building partnerships
to explore attractive assets within our portfolio. We
continue to engage in a positive dialogue with other
potential industry partners, and some of these
discussions are in the advanced stages of commercial
negotiations. Clearly the market conditions for the
industry remain challenging; however, we firmly
believe that the quality of our acreage, and the
reduction in costs of exploration services currently
represents a world class opportunity for explorers
seeking a position in the West African Margin and as
such we are confident that we will complete more
transactions in the near future."
OPERATIONAL & CORPORATE UPDATE
FARM OUT PROCESS
African Petroleum continues to seek strategic partners
on its ten licences in Côte d'Ivoire, Liberia,
Senegal, The Gambia and Sierra Leone in order to share
risk and the potential reward of the Company's
exploration programme, and to fund a high impact
exploration drilling campaign. After successfully
bringing Ophir Energy plc as a partner on the
Company's CI-513 licence in Côte d'Ivoire, the
Company's focus is to farm out the Company's assets in
The Gambia and Senegal as ongoing discussions mature
with key potential partners. The quality of the
Company's acreage, coupled with the high level of
equity interest held in all of the licences, provides
management with confidence that agreements will be
concluded in due course.
Côte d'Ivoire
On 21 December 2015 the Company announced that it had
entered into a new Production Sharing Contract ("PSC")
with Ophir Energy plc covering the Company's CI-513
licence area in Côte d'Ivoire.
In accordance with the terms of the new PSC, Ophir
Energy holds a 45% interest and is Operator, African
Petroleum holds a 45% interest and Petroci (the
National Oil Company of Côte d'Ivoire) holds a 10%
carried interest. The new PSC incorporates adjustments
to fiscal terms and holding costs agreed with the
Government of Côte d'Ivoire that reflect the current
commodity price environment and outlook for
development of the deepwater prospects identified
through interpretation of the Company's 3D seismic.
The agreement has resulted in an extension to the
previous minimum work commitments on the block and now
requires that an exploration well be drilled within
two years of the signing of the new PSC.
On 29 June 2015 African Petroleum announced that it
had signed a binding joint bidding agreement ("JBA")
with a London listed oil and gas company to provide a
framework for the incoming party to secure a 45%
operated interest in a PSC covering the Company's CI-
513 licence area in Côte d'Ivoire. In accordance with
the terms of the JBA, Ophir Energy will make a
contribution of US$16.9 million towards African
Petroleum's historical investment in 3D seismic and
the transaction costs. In addition, Ophir Energy will
contribute an additional 10% (over and above their
participating interest share) towards the drilling of
the first exploration well to be drilled on the block.
The new PSC has been signed by African Petroleum,
Ophir Energy, Petroci, and two out of three of the
relevant government Ministries. The Company expects
the final Ministry signature to be imminent.
The Gambia & Senegal
The Company is in advanced farm-out discussions with
several interested parties across the Company's Gambia
and Senegal assets. This part of the Atlantic Margin
has become highly active with the recent exploration
success of third party operators, namely Cairn Energy
in Senegal and Kosmos in Mauritania and Senegal. A
significant level of activity in the region is ongoing
as Cairn and its partners commenced a multi-well
exploration and appraisal drilling programme across
their Senegal acreage in December 2015, with the first
appraisal well SNE-2 being announced a success in
January 2016. In addition, Kosmos extended their
Mauritania drilling campaign further south and
commenced drilling in Senegal in December 2015 to
follow-up their significant Tortue gas discovery with
exploration and appraisal drilling, and announced the
Guembeul-1 exploration well made a significant gas
discovery in January 2016.
African Petroleum's data room schedule remains active
with a high calibre of industry companies continuing
to view the data. A number of these parties have
confirmed their interest in pursuing a transaction and
have initiated detailed due diligence. The Company
seeks to attract binding offers as soon as possible.
Further announcements on progress will be made in due
course.
SIERRA LEONE LICENCE SL-03 - ENTRY INTO FIRST
EXTENSION PERIOD
On 2 December 2015 the Company announced that it's
wholly owned subsidiary European Hydrocarbons Limited
("EHL") had entered into the First Extension Period on
the SL-03 licence, offshore Sierra Leone. The expiry
date of the First Extension Period is 23 April 2017.
The initial exploration period on the SL-03 licence
expired on 23 April 2015 with EHL fulfilling all
obligations, including the acquisition of 2,500 km2 3D
seismic. In April 2015 EHL gave notice to the Sierra
Leone Petroleum Directorate of its intention to enter
into the First Extension Period on the SL-03 licence
and this has recently been approved. In accordance
with the requirements of the petroleum licence
agreement, EHL has relinquished 50% of the SL-03
licence area, reducing the licence area from 3,860 km2
to 1,930 km2.
Contemporaneously with the approval of the entry into
the First Extension Period, the Petroleum Directorate
agreed to modify the work programme, minimum
expenditure requirements and social obligations
("Licence Amendments") in favour of EHL during the
First Extension Period on the licence. The Licence
Amendments are subject to ratification by the
Parliament of Sierra Leone.
Detailed mapping of 3D seismic has identified a number
of prospects. The Altair Channel is the most easterly
of these and exhibits a high amplitude seismic
expression within a stratigraphic trap. Independently
assessed by ERC Equipoise, the estimated net unrisked
mean prospective oil resources attributable to the
Altair prospect is 434MMstb. The forward programme
provides an opportunity to analyse the seismic data
fully prior to making a commitment to drill an
exploration well.
BOARD RE-STRUCTURE
Subsequent to quarter end, on 18 November 2015 it was
announced that Mr Jens Pace and Mr Stephen West were
appointed to the Board of the Company as Executive
Directors, and that Mr Mark Ashurst had resigned from
the Board as a Non-Executive Director. In addition,
on 30 November 2015 it was announced that Mr Gibril
Bangura and Mr Jeffrey Couch had resigned from the
Board as Non-Executive Directors.
African Petroleum will continue its activities with a
highly experienced Board of Directors, which is now
more streamlined to reflect the size of the Company
and the current challenging market conditions.
CONSOLIDATION OF CAPITAL
On 21 October 2015 the Company held a General Meeting
of shareholders to consider, and if thought fit, pass
a resolution to consolidate the issued capital of the
Company on the basis that:
a) every ten (10) shares be consolidated into one
(1) share; and
b) every ten (10) options be consolidated into
one (1) option and the exercise price of each option
be amended in inverse proportion to this ratio.
The resolution was passed at the General Meeting on a
show of hands and the capital consolidation was
subsequently implemented, reducing the shares on issue
from 1,066,113,157 shares to 106,611,316 shares.
NSX DE-LISTING
On 22 September 2015, the Company announced that it
had elected to voluntarily de-list from the National
Stock of Exchange of Australia ("NSX"). The decision
to delist from the NSX was principally as a result of
limited trading liquidity on the exchange compared
with the Oslo Axess exchange, where African Petroleum
has had its primary listing since May 2014.
In accordance with the special resolution passed at
the Company's General Meeting held on 21 December
2015, the Company's shares were voluntarily suspended
from quotation on the National Stock Exchange of
Australia ("NSX"), prior to being removed from the
CHESS sub-register on 31 December 2015 and being
formally de-listed from the NSX before open of trading
on 4 January 2016.
COST-CUTTING INITIATIVE
During the quarter, in line with current industry
practice the Company has remained focused on
maintaining reduced overhead costs across the
business. Significant cost savings have recently been
implemented by reducing staff headcount, reducing
salaries of remaining staff by 20-45%, streamlining
the Board, reducing directors' fees and by voluntarily
de-listing the Company's shares from the NSX. The
Company continues to act prudently in light of current
challenging market conditions.
PRIVATE PLACEMENT
In October 2015 African Petroleum completed a private
placement to certain existing and new investors
raising NOK 16,476,293 (approximately US$2 million)
through the issue of 9,691,937 new fully paid ordinary
shares at a price of NOK 1.70 per share. The proceeds
from the private placement will be used to strengthen
the Company's balance sheet and liquidity position, to
fund the Company's ongoing working capital and for
general corporate purposes.
CHANGE IN ACCOUNTING POLICY - EXPLORATION AND
EVALUATION EXPENDITURE
During the quarter the Company changed its accounting
policy for exploration and evaluation expenditure from
the full cost method to the successful efforts method.
This is further described in Note 3 to the Interim
Financial Report.
LICENCE INFORMATION
Côte d'Ivoire: Blocks CI-509 & CI-513
In Côte d'Ivoire, African Petroleum holds:
i) 90% working interest in offshore licence CI-
509, with the remaining 10% held by Petroci, the
National Oil Company of Côte d'Ivoire. The Company was
awarded CI-509 in March 2012; and
ii) Subject to receipt of the final signature by
the Côte d'Ivoire government on the new PSC, a 45% non-
operated interest in offshore licence CI-513, with a
45% operated interest held by Ophir Energy plc and the
remaining 10% held by Petroci.
The two licence interests (referred to as the "Côte
d'Ivoire Licences") have a combined net acreage of
2,283km2.
Independent petroleum consultant ERC Equipoise
prepared an assessment of prospective oil resources
attributable to the Company's Côte d'Ivoire Licences
and estimates the net unrisked mean prospective oil
resources at 2,130MMStb.
Senegal: Rufisque Offshore Profond & Senegal Offshore
Sud Profond
In Senegal, African Petroleum Senegal Limited holds a
90% operated working interest in exploration blocks
Rufisque Offshore Profond ("ROP") and Senegal Offshore
Sud Profond ("SOSP") (together the "Senegal
Licences"). The National Oil Company Petrosen, holds
the remaining 10% equity. The Company's Senegal
Licences are located offshore southern and central
Senegal, with a net acreage of 14,216km2.
Independent petroleum consultant ERC Equipoise
prepared an assessment of prospective oil resources
attributable to the Company's Senegal Licences and
estimates the net unrisked mean prospective oil
resources at 1,779MMStb.
The Gambia: Blocks A1 & A4
African Petroleum holds a 100% operated working
interest in offshore licences A1 and A4 (the "Gambian
Licences"), with a combined net acreage of 2,672km2.
The Company has completed a 3D seismic survey with
data covering 2,500km2 and has found a number of
analogous leads and prospects in its acreage to that
of the recent SNE-1, SNE-2 and FAN-1 discoveries made
by Cairn Energy in Senegal.
Independent petroleum consultant ERC Equipoise
prepared an assessment of prospective oil resources
attributable to the Company's Gambian Licences and
estimates the net unrisked mean prospective oil
resources at 3,079MMStb.
Liberia: Blocks LB-08 & LB-09
African Petroleum, through its wholly owned subsidiary
European Hydrocarbons Limited, is both operator and
holder of a 100% working interest in production
sharing contracts LB-08 and LB-09 (the "Liberian
Licences"), which have a combined net acreage of
5,350km2. The Company has completed an extensive work
programme on its Liberian Licences with 5,100km2 of 3D
seismic acquired, three wells successfully drilled,
including the discovery at Narina-1, and identified
key prospects.
Independent petroleum consultant ERC Equipoise
prepared an assessment of prospective oil resources
attributable to the Company's Liberian Licences and
estimates the net unrisked mean prospective oil
resources at 4,192MMStb.
Sierra Leone: Blocks SL-03 & SL-4A-10
In Sierra Leone, the Company holds a 100% operated
working interest in offshore licences SL-03 and SL-4A-
10 (the "Sierra Leone Licences"). African Petroleum
was awarded a 100% interest in SL-03 in April 2010,
while licence SL-4A-10 was awarded as part of Sierra
Leone's third offshore licencing round in 2012. The
Company's Sierra Leone Licences cover a combined net
acreage of 3,925km2 and are located to the south of
Freetown, offshore Sierra Leone.
Independent petroleum consultant ERC Equipoise
prepared an assessment of prospective oil resources
attributable to the Company's Sierra Leone Licences
and estimates the net unrisked mean prospective oil
resources at 1,354MMStb.
HEALTH, SAFETY, ENVIRONMENT AND SECURITY
As an operator of offshore concessions, it is the duty
of African Petroleum to provide a safe working
environment and minimize any adverse impact on the
environment. Health, safety, environment and security
policies are embedded throughout all of the Company's
core operations. In this regard, we strive for
continuous improvement as lessons learnt from past
operations are incorporated into business practices
going forward.
PRINCIPAL RISKS AND UNCERTAINTIES
As an exploration company in the oil and gas industry,
the Company operates in an inherently risky sector.
Oil and gas prices are subject to volatile price
changes from a variety of factors, including
international economic and political trends,
expectation of inflation, global and regional demand,
currency exchange fluctuations, interest rates and
global or regional consumption patterns. These
factors are beyond control of the Company and may
affect the marketability of oil and gas discovered.
In addition, the Company is subject to a number of
risk factors inherent in the oil and gas upstream
industry, including operational and technical risks,
reserve and resource estimates, risks of operating in
a foreign country (including economic, political,
social and environmental risks) and available
resources. We recognise these risks and manage our
operations in order to minimise our exposure.
OUTLOOK
Having recently concluded the CI-513 transaction in
Côte d'Ivoire with Ophir Energy plc, the Company is
now focussed on farming out the Company's assets in
The Gambia and Senegal in order to align funding
opportunities for the upcoming drilling commitments in
areas with nearby significant discoveries. The
Company remains confident that it has an asset base
that is attractive to the industry and, despite the
sector backdrop of a low oil price environment, will
be in a position to announce further agreements during
H1 2016 and work towards recommencing our high impact
exploration drilling campaign.
STATEMENT OF RESPONSIBILITY
We confirm that, to the best of our knowledge, the
condensed set of financial statements for the fourth
quarter of 2015, which has been prepared in accordance
with IAS34 Interim Financial Statements, provides a
true and fair view of the Company's consolidated
assets, liabilities, financial position and results of
operations, and that the management report includes a
fair review of the information required under the
Norwegian Securities Trading Act section 5-6 fourth
paragraph.
For further information, please contact:
Jens Pace, Chief Executive Officer
Stephen West, Chief Financial Officer
Tel: +44 20 3761 6900
Angeline Hicks, Company Secretary
Tel: + 61 401 489 883
Media Contacts:
For UK and International media - Buchanan
Ben Romney/Helen Chan
Tel: +44 207 466 5000
For Norwegian media - First House
Geir Arne Drangeid
Tel: +47 913 10 458
This information is subject to disclosure requirements
pursuant to section 5-12 of the Norwegian Securities
Trading Act.
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