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TALIUS GROUP LIMITED Annual Report 2008

Mar 1, 2009

65893_rns_2009-03-01_3da63b9d-2e50-4a97-9a4e-0ffb30096218.pdf

Annual Report

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ADVANCE ENERGY LIMITED ACN 111 823 762

Appendix 4E Preliminary final report (Unaudited)

Financial year ended 31 December 2008

Appendix 4E Preliminary Final Report

Financial year ended 31 December 2008

Contents

Page
1. Results for announcement to the Market 2
2. Commentary 3
3. Consolidated Income Statement 6
4. Consolidated balance sheet 7
5. Consolidated cash flow statement 8
6. Consolidated statement of changes in equity 9
7. Notes to the financial statements 10
8. Compliance statement 15

ADVANCE ENERGY LIMITED Preliminary Final Report ASX CODE: AVD www.advanceenergyltd.com.au

pg. 1

Appendix 4E Preliminary Final Report

Financial year ended 31 December 2008

1. RESULTS FOR ANNOUNCEMENT TO THE MARKET

Revenues from continuing
operations
Loss from continuing
operations after tax
attributable to members
Net loss for the period
attributable to ordinary
shareholders
Net tangible assets
Net tangible assets per
security
Year ended
31 December
Change
Up/Down
Percentage
change
2008
2007
A$’000
A$’000
5,071
3,630
1,441
Up
88.4%
(1,329)
(1,789)
460
Down
25.7%
(1,329)
(1,789)
460
Down
25.7%
9,184
2,986
6,198
Up
207.6%
0.077
0.043
0.034
Up
79.1%

No dividends were paid or are proposed for the current or corresponding period.

ADVANCE ENERGY LIMITED Preliminary Final Report ASX CODE: AVD www.advanceenergyltd.com.au

pg. 2

Appendix 4E Preliminary Final Report

Financial year ended 31 December 2008

2. COMMENTARY

Operational Overview

In the year ended 31 December 2008 the group posted unaudited earnings before interest, depreciation/depletion and tax of $2.431 million and operational net cash inflows of $1.61 million. After accounting for depletion and depreciation charges in respect of its oil and gas properties of $1.71 million, interest charges of $1.64 million and a tax charge of $0.41 million it recorded an unaudited loss after tax of $1.3 million. In the light of volatile commodity and currency markets, and the considerable level of pain being experienced in the wider business community, the Board is encouraged by the result.

Divestments

During the year the Company sold its Lone Camp project for US$2 million, representing a profit in the order of US$570,000. After taking account of operational net cash inflows from the project since acquisition of more than US$900,000, this represents an IRR in excess of 58% and a return on investment of 112% over a 35 month period, an outstanding result in the current financial climate and a validation of the original business model.

Acquisitions

The Company made one major acquisition and one smaller consolidating acquisition during the year. These projects enhanced the existing asset base and production, enabled it to assume operatorship and contributed towards the marketability of the Lone Camp asset before divestment.

In April 2008, Advance increased its working interest in the Mother Lode 1 project from 22.5% to 90%. In August 2008, Advance made a number of minor acquisitions from North America Energy Inc including an additional 2.5% working interest on Mother Lode 1 and the remaining 10% working interests of the Lone Camp and Possum Kingdom projects bringing ownership of these two projects up to 100%.

Enhancement Activities

Throughout the course of 2008, Advance Energy Ltd participated in:

  • a) The drilling of 3 new wells; and

  • b) The major workover of 8 of its existing wells.

The activity was designed to consolidate an incremental increase in daily production and consolidate proven reserves.

The following table summarises the major operational and production factors in play in the 2008 and 2007 years.

ADVANCE ENERGY LIMITED Preliminary Final Report ASX CODE: AVD www.advanceenergyltd.com.au

pg. 3

Appendix 4E Preliminary Final Report

Financial year ended 31 December 2008

2008 versus 2007 Operational Comparison

2007 2008
Net Gas Production 284,755 213,311
Net Oil Production 13,615 21,230
Revenue US$3,066,406 US$4,373,835
Wells Drilled 4 3
Workovers Performed 9 8
Acquisitions $1,400,000 $4,480,000
Sales - $2,000,000

Rights Issue

The Company completed a 5 for 7 non-renounceable rights issue at 8 cents per share to raise $3.9 million before costs. The issue was fully underwritten, and was also sub-underwritten by several parties including director related companies. The underwriter is currently pursuing an amount of $260,000 from a non associated overseas sub-underwriter. The Company now has issued capital of 118,798,222 fully paid ordinary shares.

Loan and Debt Facilities

In the US the debt facility with Sterling Bank of Texas was renegotiated in March 2008 with interest now payable at US Prime (currently 3.25%) plus 1.0%. Advance is therefore currently paying interest at the rate of 4.25% per annum on the outstanding balance (or less than US$20,000) per month based on its current balance of US$5.4m. This balance has reduced by a net US$740,000 during the year.

Advance reduced the balance of its issued convertible notes from $8.025m to $4.3m largely as a result of the rights issue.

Risk Management Activities

In 2008, Advance Energy entered the following risk management (hedging) activities achieved through costless collar contracts with MF Global Ltd:

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  • 1,000 barrels per month for 12 months from March 2008 at a floor price of US$90.00 per barrel and a ceiling price of US$100.75 per barrel;

  • 1,000 barrels per month for 24 months from May 2008 at a floor price of US$95.00 per barrel and a ceiling price of US$105.00 per barrel. An additional call option at US$120 per barrel caps the hedging exposure at US$15 per barrel and provides the company with upside above this price; and

  • 15,000 million British Thermal Units (MMBTU) per month hedged for 12 months from February 2008 at a floor price of US$7.75 per MMBTU and a ceiling price of US$10.50 per MMBTU.

ADVANCE ENERGY LIMITED Preliminary Final Report ASX CODE: AVD www.advanceenergyltd.com.au

pg. 4

Appendix 4E Preliminary Final Report

Financial year ended 31 December 2008

In September 2008, in anticipation of the sale of the Lone Camp project, the company closed 10,000 MMBTU of its gas hedging commitment leaving it with a monthly hedged volume of 5,000 MMBTU.

As at 31 December 2008, Advance Energy’s mark to market gain on these contracts was in excess of US$810,000, demonstrating once again the benefits of a sound hedging position in volatile commodity markets.

Likely Developments

Advance Energy has deferred any development activities in order to take advantage of anticipated falling prices for goods and services. Once the pricing for goods and services reaches equilibrium with current commodity prices, the development work will recommence. At this stage, the company anticipates development to recommence in late second quarter/early third quarter of calendar year 2009.

Subsequent Events

There were no material events subsequent to the end of the financial year.

ADVANCE ENERGY LIMITED Preliminary Final Report ASX CODE: AVD www.advanceenergyltd.com.au

pg. 5

Appendix 4E Preliminary Final Report

Financial year ended 31 December 2008

3. CONSOLIDATED INCOME STATEMENT FOR THE YEAR ENDED 31 DECEMBER 2008

Note
Revenue from continuing operations
3
Cost of Oil & Gas sold
Gross profit
Other revenue
Depreciation
Depletion of oil and gas properties
Exploration written off
Staff costs
Administrative expenses
Operating result before interest and tax
Net finance costs
Finance charges earned
Finance costs
Loss before tax
Income tax benefit/(expense)
Net loss for the year attributable to the ordinary
shareholders of the Company
Earnings per share
Basic (cents per share)
6
Group Group
2008
$’000
2007
$’000
5,071
(1,348)
3,630
(735)
3,723
1,154
(323)
(1,385)
-
(157)
(2,288)
2,895
266
(319)
(793)
(292)
(629)
(1,641)
724
(1,639)
(513)
(1,210)
3
(1,642)
56
(1,266)
(915)
(414)
(1,723)
(66)
(1,329) (1,789)
(1.56) (2.61)

The Income Statement should be read in conjunction with the accompanying notes to the financial statements.

ADVANCE ENERGY LIMITED Preliminary Final Report ASX CODE: AVD www.advanceenergyltd.com.au

pg. 6

Appendix 4E Preliminary Final Report

Financial year ended 31 December 2008

4. CONSOLIDATED BALANCE SHEET AS AT 31 DECEMBER 2008

Note
Current Assets
Cash and cash equivalents
Receivables
Current Portion of Commodity Financial Instruments
Total current assets
Non current Assets
Property, plant and equipment
Oil and gas properties
Non Current Portion of Commodity Financial Instruments
Total non current assets
Total Assets
Current Liabilities
Payables
Provisions
Interest bearing liabilities
Mark-to-Market Escrowed Funds
4
Total current liabilities
Non current liabilities
Deferred tax liability
Interest bearing liabilities
4
Total non current liabilities
Total Liabilities
Net Assets
Equity
Issued share capital
5
Reserves
Accumulated losses
Total Equity
Group Group
2008
$’000
2007
$’000
2,421
943
1,056
1,936
740
-
4,420 2,676
1,472
22,964
254
1,327
14,484
-
-
24,690 15,811
29,110 18,487
2,438
-
5,985
1,213
418
28
5,800
-
9,636 6,246
556
9,734
37
9,218
10,290 9,255
19,926 15,501
9,184 2,986
12,694
4,444
(7,954)
9,029
581
(6,624)
9,184 2,986

The Balance Sheet should be read in conjunction with the accompanying notes to the financial statements.

ADVANCE ENERGY LIMITED Preliminary Final Report ASX CODE: AVD www.advanceenergyltd.com.au

pg. 7

Appendix 4E Preliminary Final Report

Financial year ended 31 December 2008

5. CONSOLIDATED CASH FLOW STATEMENT FOR THE YEAR ENDED 31 DECEMBER 2008

Note
Cash flows from operating activities
Receipts from customers
Payments to suppliers and staff
Interest received
Interest and borrowing costs
Other income
Net cash provided by/ (used in) operating activities
7
Cash flows from investing activities
Purchase of oil and gas properties
Sale of oil and gas properties
Purchase of plant and equipment
Net cash provided by/ (used in) investing activities
Cash flows from financing activities
Proceeds from issues of shares
Financing costs
Proceeds from borrowings
Repayments of borrowings
Net cash flows provided by financing activities
Net increase in cash held
Cash and cash equivalents at the beginning of the financial period
Foreign exchange adjustment
Cash and cash equivalents at the end of the financial period
Group Group
2008
$’000
2007
$’000
5,666
(2,595)
3
(1,314)
(151)
3,267
(2,711)
56
(1,259)
115
1,609 (532)
(5,831)
2,850
(65)
(2,643)
-
(348)
(3,046) (2,991)
3,190
(95)
4,687
(4,449)
400
(135)
5,285
(1,818)
3,333 3,732
1,896
1,936
(1,411)
209
1,727
-
2,421 1,936

The statement of Cash Flows should be read in conjunction with the accompanying notes to the financial statements.

ADVANCE ENERGY LIMITED Preliminary Final Report ASX CODE: AVD www.advanceenergyltd.com.au

pg. 8

Appendix 4E Preliminary Final Report

Financial year ended 31 December 2008

6. CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

Year ended
31 December 2008
$’000
Issued
Capital
Equity
Reserve
Option
Reserve
Foreign
Currency
Translated
Reserve
Accumulated
losses
TOTAL
Balance at beginning of
period
9,029 150 1,821 (1,391) (6,624) 2,985
Issues of share capital 3,960 - - - - 3,960
Capital Raising Costs (295) - - - - (295)
Value of conversion
rights – convertible note
- - - - - -
Currency translation
difference
- - - 3,863 - 3,863
Loss for period - - - - (1,329) (1,329)
12,694 150 1,821 2,472 (7,953) 9,184
Year ended
31 December 2007
$’000
Issued
Capital
Equity
Reserve
Option
Reserve
Foreign
Currency
Translated
Reserve
Accumulated
losses
TOTAL
Balance at beginning of
period
8,764 150 1,778 (414) (4,835) 5,443
Issues of share capital 265 - 44 - - 309
Cost of share based
payments
- - - - - -
Value of conversion
rights – convertible note
- - - - - -
Currency translation
difference
- - - (977) - (977)
Loss for period - - - - (1,789) (1,789)
9,029 150 1,821 (1,391) (6,624) 2,986

The above Consolidated Statement of Changes in Equity should be read in conjunction with the accompanying notes to the financial statements

ADVANCE ENERGY LIMITED Preliminary Final Report ASX CODE: AVD www.advanceenergyltd.com.au

pg. 9

Appendix 4E Preliminary Final Report

Financial year ended 31 December 2008

7 . NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2008

1. BASIS OF PREPARATION OF PRELIMINARY FINAL REPORT

This preliminary final report for the year ended 31 December 2008 has been prepared in accordance with Australian Accounting Standards, other authoritative pronouncements of the Australian Standards Board, Urgent Issues Group Interpretations and the Corporations Act 2001.

The accounting policies adopted and methods of computation have been consistently applied in this preliminary final report as compared to all years presented unless otherwise stated. Reference should be made to previous financial reports.

This report is based on financial statements which are subject to audit.

2. SEGMENT REPORTING

Business Segment

The consolidated entity operates solely in the exploration and development of properties for the development of oil and gas. Therefore only geographical segment information is provided.

Geographical Segments

All operational activities are located in Texas in the USA. The head office is based in Perth, Australia.

2007
Geographical segment
Revenues from continuing operations
Segment result (loss)
Segment assets
Segment liabilities
Acquisition of plant & equipment,
exploration & evaluation and other non-
current assets
Depreciation and amortisation
2008
Geographical segment
Revenues from continuing operations
Segment result (loss)
Segment assets
Segment liabilities
Acquisition of plant & equipment,
exploration & evaluation and other non-
current assets
Depreciation and amortisation
USA
$’000
Australia
$’000
Eliminations
$’000
Consolidated
$’000
5,071 - - 5,071
824 1,273 (3,426) (1,329)
28,120 16,996 (16,006) 29,110
27,082 8,849 (16,005) 19,926
5,831 - - 5,831
1,661 48 1,709
USA
$’000
Australia
$’000
Eliminations
$’000
Consolidated
$’000
3,630 - - 3,630
(21) (2,545) 777 (1,789)
16,839 11,615 (9,967) 18,487
16,819 8,406 (9,724) 15,501
2,858 133 - 2,991
1,053 59 - 1,112

3. REVENUE FROM CONTINUING OPERATIONS

Oil and gas sales **GROUP ** **GROUP **
2008
$’000
2007
$’000
5,071 3,630

ADVANCE ENERGY LIMITED Preliminary Final Report ASX CODE: AVD www.advanceenergyltd.com.au

pg. 10

Appendix 4E Preliminary Final Report

Financial year ended 31 December 2008

ADVANCE ENERGY LTD ACN 111 823 762

NOTES TO THE FINANCIAL STATEMENTS (Continued) FOR THE YEAR ENDED 31 December 2008

4. INTEREST BEARING LOANS AND BORROWINGS

Current
Convertible Notes – unsecured
Comprising:
Face value of the note
Interest accrued on all notes
Short term loans –
secured
-
unsecured
**GROUP ** **GROUP **
2008
$’000
2007
$’000
2,365 5,800
2,300
65
5,725
75
2,365
2,900
720
5,800
-
-
5,985 5,800
Non-current
Convertible Notes – unsecured
Face value of the note
Interest accrued
Bank loan – secured
GROUP GROUP
2008
$’000
2007
$’000
2,000 2,300
2,000 2,300
-
2,000
7,734
2,300
6,918
9,734 9,218

ADVANCE ENERGY LIMITED Preliminary Final Report ASX CODE: AVD www.advanceenergyltd.com.au

pg. 11

Appendix 4E Preliminary Final Report

Financial year ended 31 December 2008

ADVANCE ENERGY LTD ACN 111 823 762

NOTES TO THE FINANCIAL STATEMENTS (Continued)

FOR THE YEAR ENDED 31 December 2008

5. ISSUED CAPITAL

5.1 Ordinary shares
118,798,222 fully paid ordinary shares (2007: 69,299,099)
Movements in shares on issue
Beginning of period
Shares issued during the period
Convertible note conversion 100,000 @ $0.50
1,000,000 shares issued @ $0.35
49,499,123 shares issued @ $0.08¢
Less capital raising costs
End of period
**GROUP ** **GROUP **
2008
$’000
2007
$’000
12,694
9,029
3,960
9,029
9,961
50
350
-
12,989
(295)
10,361
(1,332)
12,694 9,029
  • (a) Effective 1 July 1998 the Corporations Legislation in place abolished the concepts of authorised capital and par value of shares. Accordingly the Parent does not have authorised capital or par value in respect of issued shares.

  • (b) Ordinary shares participate in dividends and the proceeds on winding up of the parent entity in proportion to the number of shares held.

  • (c) At shareholders meetings each ordinary share is entitled to one vote when a poll is called, otherwise each shareholder has one vote on a show of hands.

5.2 Options

The movements in options over ordinary shares during the year were as follows:

2008 Number at
Exercise beginning of Number at end
Expiry Date Price period Issued Exercised ofperiod
31 December 2010 $0.25 13,850,000 - - 13,850,000
15 December 2009 $0.60 5,000,000 - - 5,000,000
29 December 2009 $0.65 250,000 - - 250,000
31 December 2010 $0.40 250,000 - 250,000
19,350,000 - - 19,350,000

ADVANCE ENERGY LIMITED Preliminary Final Report ASX CODE: AVD www.advanceenergyltd.com.au

pg. 12

Appendix 4E Preliminary Final Report

Financial year ended 31 December 2008

ADVANCE ENERGY LTD ACN 111 823 762

NOTES TO THE FINANCIAL STATEMENTS (Continued) FOR THE YEAR ENDED 31 December 2008

5.2 Options (Cont.)

2007 Number at
Exercise beginning of Number at end
Expiry Date Price period Issued Exercised ofperiod
31 December 2010 $0.25 13,850,000 - - 13,850,000
15 December 2009 $0.60 5,000,000 - - 5,000,000
29 December 2009 $0.65 250,000 - - 250,000
31 December 2010 $0.40 - 250,000 250,000
19,100,000 250,000 - 19,350,000

No options have expired or have been cancelled since incorporation.

5.3 Converting Preference Shares

All convertible preference shares were issued during the period ended 31 December 2005. The movement in Converting Preference Shares during the year were as follows:

2008
Class
No. at beginning
Issued Converted No. at end of
ofperiod into ords period
CPS - B 5 - - 5
CPS - C 2 - - 2
CPS - D 2 - - 2
9 - 9
2007
Class
No. at beginning
Issued Converted No. at end of
ofperiod into ords period
CPS - B 5 - - 5
CPS - C 2 - - 2
CPS - D 2 - - 2
9 - 9

Each Converting Preference Share (CPS) converts into 1,000,000 ordinary shares as follows: CPS-A – upon the Company’s shares being listed on the main board of the ASX; these were converted into ordinary shares on date of listing, being 2 June 2006.

CPS-B – upon the Company achieving production of 500 BOEPD CPS-C – upon the Company achieving production of 1000 BOEPD CPS-D – upon the Company achieving production of 1500 BOEPD

ADVANCE ENERGY LIMITED Preliminary Final Report ASX CODE: AVD www.advanceenergyltd.com.au

pg. 13

Appendix 4E Preliminary Final Report

Financial year ended 31 December 2008

ADVANCE ENERGY LTD ACN 111 823 762

NOTES TO THE FINANCIAL STATEMENTS (Continued)

FOR THE YEAR ENDED 31 December 2008

6. EARNINGS PER SHARE

6. EARNINGS PER SHARE
Reconciliation of earnings to net loss
Net loss
Earnings/(loss) used in the calculation of basic and
dilutive EPS
Weighted average number of ordinary shares
outstanding during the period used in calculation of
basic and dilutive EPS
**GROUP **
2008
$’000
2007
$’000
(1,329)
(1,329)
(1,788)
(1,788)
Number
85,270,405
Number
68,506,496

Details of the shares issued are included under note 5. Dilutive EPS is not reflected as it would result in the reduction of the loss per share.

7. CASH FLOW INFORMATION

Reconciliation of cash flow from operations with loss from continuing operations after income tax.

Loss from ordinary activities after income tax
Non cash flows in loss from continuing operations
Depletion and depreciation
Exploration assets written off
Increase/(decrease) in provisions
Option cost expensed
Loss on sale of asset
Commodity financial instrument
Foreign exchange difference
Changes in assets and liabilities
Increase/(decrease) in trade creditors and accruals
(Increase)/decrease in trade and other receivables
(Increase)/decrease in deferred tax assets
Increase/(decrease) in deferred tax liabilities
Cash flows from (used in) operations
**GROUP ** **GROUP **
2008
$’000
2007
$’000
(1,329)
1,708
-
-
-
1
1,310
1,596
(1,542)
384
(519)
(1,789)
1,112
292
(16)
43
-
-
3
36
(275)
110
(48)
1,609 (532)

ADVANCE ENERGY LIMITED Preliminary Final Report ASX CODE: AVD www.advanceenergyltd.com.au

pg. 14

Appendix 4E Preliminary Final Report

Financial year ended 31 December 2008

ADVANCE ENERGY LTD ACN 111 823 762 NOTES TO THE FINANCIAL STATEMENTS (Continued) FOR THE YEAR ENDED 31 December 2008

8. SUBSIDIARIES

The Company has the following Subsidiaries at all times during the year.

Name of Subsidiary Place of Percentage held Percentage held
**Incorporation ** 2008 **2007 **
Advance Exploration and Production,
Inc Texas USA 100% 100%
AEPI Midstream,Inc Texas USA 100% 100%

Advance Exploration and Production, Inc was incorporated on 1 July 2005 with initial issued capital of US$1,000 (A$1,282).

AEPI Midstream was incorporated on 20 September 2006 to hold the Group’s midstream assets, with initial issued capital of US$1,000. (A$1,282).

There were no movements in subsidiaries during the current year.

9. COMPLIANCE STATEMENT

  • 9.1 This report is based on accounts which are currently in the process of being audited.

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____ Date: 27 February 2009 David Ballantyne Company Secretary

ADVANCE ENERGY LIMITED Preliminary Final Report ASX CODE: AVD www.advanceenergyltd.com.au

pg. 15