TIDMFEP

RNS Number : 9376B

Forum Energy Plc

10 March 2014

10 March 2014

FORUM ENERGY PLC

("Forum Energy" or the "Company")

Audited results for the year ended 31 December 2013

Forum Energy, the UK incorporated oil and gas exploration and production company with a focus on the Philippines, today announces its audited results for the year ended 31 December 2013.

OPERATIONAL Highlights

-- SC72 drilling programme commencement pending due to the on-going discussions between the Philippine and Chinese governments. An extension has been granted to August 2015 to complete the second sub-phase obligations of drilling wells on SC72 and the Philippine government remains supportive of Forum's entitlement to drill the area;

-- Galoc Phase II completed in November 2013, with the drilling of two additional wells, which resulted in increased production, at the Galoc Oil field from an average 4,720 barrels of oil per day (bopd) to an average daily rate of 9,800 bopd since Phase II commenced; and

-- Continued technical review of the SC40 onshore area to determine any potential drilling prospects.

Financial and Corporate Highlights

   --      Revenues of US$4.4 million in 2013 (2012: US$4.5 million) 
   --      Gross profit of US$1.5 million in 2013 (2012: US$0.9 million) 

-- Administrative expense reduced to US$2.5 million in 2013; including payments of US$0.5 million restructuring costs in 2013 (2012 - total administrative expense of US$2.8 million)

-- Impairment charge of US$1.3 million in 2013 (2012: US$25.4 million), mainly relating to the Libertad field

-- Net loss attributable to owners of the parent of US$2.9 million (2012: US$26.3 million after impairment)

-- Working capital of US$0.3 million at year end (2012 US$6.1 million - excluding the Philex loan facility)

-- Available funds of US$2.8m under the Philex loan facility as at 31 December 2013 (2012: Nil)

-- Capital spend on Galoc Phase II of US$4.2 million (2012: US$0.7 million) which will improve our future production and revenue stream

-- Increased loan facility from Philex Group to US$18 million and extended repayment date to 24 November 2016

Robin Nicholson, Chairman, commented: "Whilst it is disappointing that we have been unable, as a result of matters beyond our control, to carry out drilling under the second sub-phase of the Service Contract 72 contract, we remain committed to pursuing the project and continue to have the support of the Philippine Government as demonstrated by the extension awarded in respect of the second sub-phase. We remain financially committed to ensure the Company ultimately achieves its objectives at such time as government approval to proceed with work at SC72 is granted. Our producing Galoc field is performing well and our future revenue stream remains encouraging. We are also pleased to have recorded US$1.5m gross profit for the year and intend to explore other possible transactions for the Company. We thank our shareholders for their ongoing support and will update the market as developments occur."

The Company expects to announce, in due course, when it has posted its Annual Report and Accounts and AGM Notice.

For further information please contact:

Forum Energy Plc

   Andrew Mullins, Executive Director                                  Tel: +44 (0) 1932 445 344 

Execution Noble & Company Limited

Harry Stockdale Tel: +44 (0) 20 7456 9191

John Llewellyn-Lloyd

Or visit the Company's website:

www.forumenergyplc.com <http://www.forumenergyplc.com>

OVERVIEW

The Company's primary focus is on developing its current production and exploration licences.

The principal asset of the Company is a 70% interest in Service Contract 72 (SC72), an 8,800-square kilometre (Km(2) ) offshore petroleum licence situated west of Palawan Island in the West Philippine Sea. In 2006, results from a 250 Km(2) 3D seismic survey over the licence area indicated a mean volume of 3.4 trillion cubic feet (TCF) gas-in-place (GIP) with significant upside potential. It is a primary objective of the Company to establish the commerciality of the hydrocarbons within SC72.

In March 2011, a total of 565 Km(2) of 3D seismic data was acquired over the Sampaguita Gas Field and 2,202 Line-Km of 2D seismic data was acquired to further define additional leads identified within the SC72 acreage and to possibly upgrade existing leads to prospects. This work, which satisfied Forum's obligations with the Philippine Department of Energy under the first sub-phase of the SC72 contract, was primarily designed to provide a more comprehensive evaluation of the SC72 property and to identify potential sites for appraisal wells.

SC72 seismic interpretation and resources update was completed in April 2012, which showed

an improvement in the resources previously known and supported the case to proceed with the drilling programme.

During 2012, the increased territorial disputes between the Philippine and Chinese governments resulted in the Company being unable to obtain permission to deploy vessels to perform the planned drilling programme. Recognising that these matters were beyond the control of the Company, in January 2013

the Philippine Department of Energy granted an extension to August 2015 for the Company to complete

its second sub-phase work obligations which are expected to cost in excess of US$50 million.

Our largest producing asset is the Galoc oil field which accounts for 76% of our total income (2012 - 81%). We plan to continue participating in the continued development of the field to maximise our revenue stream.

ASSET SUMMARY

SC72 (70% interest)

The SC72 licence was awarded on 15 February 2010. It covers an area of 8,800 Km(2) and contains the Sampaguita Gas Discovery which has the potential to contain In-Place Contingent Resources of 2.6 TCF of gas plus another In-Place Prospective Resources totalling 5.5 TCF based on a resource assessment performed in 2012 by Weatherford Petroleum Consultants, an independent qualified competent person. The results of the study were used to define the location of two wells, to be named Sampaguita-4 and Sampaguita-5. The drilling of two wells is part of the work programme of the Company for the second sub-phase of SC72, which must be completed by 14 August 2015, having been granted an extension by the Philippine Department of Energy.

Galoc (2.27% interest)

Production from the Galoc development reached 1.72 million barrels gross in 2013 (1.48 million barrels gross in 2012) and is expected to produce 2.9 million barrels in 2014. The Company has a 2.27% interest in the field and received US$2.1 million (US$2.5 million in 2012) after deduction of share of operating costs from crude sales from the field during the year. The second phase of development was completed in November 2013 with the drilling of two additional production wells, which increased production from 4,720 gross bopd to an average 9,800 bopd from the second phase commencing. The Company secured US$2.58 million of financing from BNP Paribas in 2012 to help fund its share of development costs for this phase of the project.

SC40 (66.67% interest)

SC40 contains the producing Libertad gas field and the Maya field as well as several other prospects and leads. On 30 January 2009, the company entered into a Gas Sale & Purchase Agreement (GSPA) with Desco, Inc., for the development of the Libertad gas field for power generation. On 3 February 2012, commercial production at the Libertad Field commenced and, as at 31 December 2013, the field has produced 151 million cubic feet of gas gross. However these revenues are not material to the group's cash flow. Having received a resource assessment from Petroleum Geo-Services Asia Pacific Pte Ltd (PGS), an independent competent person, on 19 February 2013 the investment in SC40 was impaired in 2012 by US$25.4 million to US$3.25 million. An important factor in this assessment was that third parties had experienced a dry hole while drilling within the Tañon Straits which significantly reduced the likelihood of commercially viable hydrocarbon deposit in the offshore part of SC40. Further technical studies were undertaken in onshore prospects in Cebu and will continue in 2014 to determine whether an exploration well will be drilled.

LATEST RESOURCES AT SERVICE CONTRACT 72

In 2012, Weatherford Petroleum Consultants ("Weatherford") completed a report on SC72, which took into account the 2,202 Line-Km of 2D seismic data over SC72 and 565 Km(2) of 3D seismic data over the Sampaguita Gas Field in SC72. Weatherford produced the following summary of unrisked resources initially in place:

SC72 - In-Place Contingent Resources:

 
                                     Gross                         Net Attributable 
                      ---------  ---------  ---------  ---------  -----------------  --------- 
 Oil & Liquids              Low       Best       High        Low               Best       High 
  Contingent 
 Resources             Estimate   Estimate   Estimate   Estimate           Estimate   Estimate 
--------------------  ---------  ---------  ---------  ---------  -----------------  --------- 
 Sampaguita segment 
  2                          34         59        103         24                 41         72 
 Sampaguita segment 
  4                           3          6         12          2                  4          8 
--------------------  ---------  ---------  ---------  ---------  -----------------  --------- 
 Total for Oil 
  & Liquids 
  (OOIP) MMbbls              37         65        115         26                 45         80 
--------------------  ---------  ---------  ---------  ---------  -----------------  --------- 
 Sampaguita segment 
  2                       1,348      2,354      4,110        944              1,648      2,877 
 Sampaguita segment 
  4                         127        249        488         89                174        342 
--------------------  ---------  ---------  ---------  ---------  -----------------  --------- 
 Total for Gas 
  (GIIP) BCF              1,475      2,603      4,598      1,033              1,822      3,219 
--------------------  ---------  ---------  ---------  ---------  -----------------  --------- 
 

SC72 - In-Place Prospective Resources:

 
                                      Gross                         Net Attributable 
                       ---------  ---------  ---------  ---------  -------------------- 
 Oil & Liquids               Low       Best       High        Low       Best       High 
  Prospective 
 Resources              Estimate   Estimate   Estimate   Estimate   Estimate   Estimate 
---------------------  ---------  ---------  ---------  ---------  ---------  --------- 
 Sampaguita segment 
  1                           40         76        146         28         53        102 
 Sampaguita segment 
  3                           34         61        110         24         43         77 
 North Bank prospect          43         83        160         30         58        112 
---------------------  ---------  ---------  ---------  ---------  ---------  --------- 
 Total Oil & 
  Liquids (OOIP) 
  MMbbls                     117        220        416         82        154        291 
---------------------  ---------  ---------  ---------  ---------  ---------  --------- 
 Sampaguita segment 
  1                        1,603      3,055      5,821      1,122      2,139      4,075 
 Sampaguita segment 
  3                        1,357      2,441      4,393        950      1,709      3,075 
 North Bank prospect       1,706      3,303      6,398      1,194      2,312      4,479 
---------------------  ---------  ---------  ---------  ---------  ---------  --------- 
 Total for Gas 
  (GIIP) BCF               4,666      8,799     16,612      3,266      6,160     11,629 
---------------------  ---------  ---------  ---------  ---------  ---------  --------- 
 

The net attributable amounts in respect of SC72 represent the company's 70% interest in the estimated resources. These pre-drill estimates of resources are based on certain assumptions and the information and interpretations currently available. There can be no assurances that these assumptions or estimates will prove to be accurate as future technical evaluations and results, including drilling results, could lead to variations or differ materially from those included in Weatherford's report.

The methods and terms used in the preparation of these summaries are in accordance with Society of Petroleum Engineers guidelines. For more details please refer to www.spe.org.

LATEST RESOURCE ESTIMATES AT SERVICE CONTRACT 40

On 19 February 2013, the company was presented with a new competent persons report, prepared by PGS on the SC40 contract area. SC40 contains a developed gas field, two tested oil prospects and nine untested oil and gas exploration leads and prospects. This report included probabilistic resource estimates for the gas field and all of the leads and prospects, as follows:

SC40 - In-Place Reserves:

 
                                 Gross                         Net Attributable 
                  ---------  ---------  ---------  ---------  -----------------  --------- 
                       (1P)       (2P)       (3P)       (1P)               (2P)       (3P) 
                        Low       Best       High        Low               Best       High 
 Gas Reserves      Estimate   Estimate   Estimate   Estimate           Estimate   Estimate 
----------------  ---------  ---------  ---------  ---------  -----------------  --------- 
 
 Libertad Field         0.9        1.2        4.1        0.6                0.8        2.7 
----------------  ---------  ---------  ---------  ---------  -----------------  --------- 
 Total for Gas 
  (GIIP) BCF            0.9        1.2        4.1        0.6                0.8        2.7 
----------------  ---------  ---------  ---------  ---------  -----------------  --------- 
 

SC40 - In-Place Contingent Resources:

 
                                 Gross                         Net Attributable              Risk Factor 
                  ---------  ---------  ---------  ---------  -----------------  ---------  ------------ 
                       (1C)       (2C)       (3C)       (1C)               (2C)       (3C) 
 Oil & Liquids          Low       Best       High        Low               Best       High 
 Contingent        Estimate   Estimate   Estimate   Estimate           Estimate   Estimate          (RF) 
  Resources 
----------------  ---------  ---------  ---------  ---------  -----------------  ---------  ------------ 
 
 Toledo                 1.1        1.6        2.4        0.7                1.1        1.6            8% 
 Maya                   7.2       12.5       20.2        4.8                8.3       13.5           <5% 
----------------  ---------  ---------  ---------  ---------  -----------------  ---------  ------------ 
 Total for 
  Oil & Liquids 
  (OIIP) MMbbls         8.3       14.1       22.6        5.5                9.4       15.1 
----------------  ---------  ---------  ---------  ---------  -----------------  ---------  ------------ 
 

SC40 - In-Place Prospective Resources:

 
                                        Gross                       Net Attributable          Risk 
                                                                                               Factor 
                           -------------------------------  -------------------------------  -------- 
 Oil & Liquids                   Low       Best       High        Low       Best       High 
 Prospective Resources      Estimate   Estimate   Estimate   Estimate   Estimate   Estimate      (RF) 
-------------------------  ---------  ---------  ---------  ---------  ---------  ---------  -------- 
 
 Prospects 
 Tambongon Clastics            115.0      237.0      410.0       76.7      158.0      273.3        9% 
 Tambongon Limestone            90.0      219.0      427.0       60.0      146.0      284.7        9% 
 Sabil Point                    23.0       50.0       90.0       15.3       33.3       60.0        7% 
 Batbatan South                 22.0       44.0       76.0       14.7       29.3       50.7        9% 
 Jibitnil Island                20.0       38.0       61.0       13.3       25.3       40.7        8% 
 
 Leads 
 Batbatan SE                    19.0       37.0       63.0       12.7       24.7       42.0       <5% 
 Central Tañon              4.0        7.8       13.7        2.7        5.2        9.1       <5% 
 North Maya                      6.5        9.8       14.3        4.3        6.5        9.5       <5% 
 Agojo                           0.8        1.6        2.7        0.5        1.1        1.8       <5% 
 Total for Oil & Liquids 
  (OIIP) MMbbls                300.3      644.2    1,157.7      200.2      429.5      771.8 
-------------------------  ---------  ---------  ---------  ---------  ---------  ---------  -------- 
 

The net attributable amounts in respect of SC40 represent the Company's 66.67% interest in the estimated resources. These pre-drill estimates of resources are based on certain assumptions and the information and interpretations currently available. There can be no assurances that these assumptions or estimates will prove to be accurate as future technical evaluations and results, including drilling results, could lead to variations or differ materially from those included in PGS' report.

The methods and terms used in the preparation of these summaries are in accordance with Society of Petroleum Engineers guidelines. For more details please refer to www.spe.org.

In accordance with AIM Guidelines, Mr A.J. Williams, BSc (Hons) in Geology, a distinguished member of the Petroleum Exploration Society of Australia (PESA) and a member of the American Association of Petroleum Geologists (AAPG) is the qualified person that reviewed the technical information in relation to SC40. Mr Williams has 32 years of varied petroleum geology, geophysics and resource management experience and is a manager of Reservoir Group at PGS, an independent consultancy specialising in petroleum reservoir evaluation and economic analysis.

EXECUTIVE CHAIRMAN STATEMENT

Dear Shareholder,

Service Contract 72

The encouraging results of the resource assessment study conducted in early 2012 by Weatherford Petroleum Consultants supported the case to proceed with the drilling of the Sampaguita-4 and Sampaguita-5 wells in 2013. However, we were unable to commence our drilling programme due to the on-going territorial disputes between the Philippine and Chinese governments. In the meantime, we carried out a seismic reprocessing program involving close to 3,000 line-km of 2D data with Compagnie Generale De Geophysique Veritas as contractor, which was completed in November 2013. This aims to further assess the prospectivity of SC72 outside the Sampaguita field. The required environmental and local government permits, including the strategic environmental plan clearance from the Palawan Council for Sustainable Development were secured during the year. These will enable us to conduct our exploration activities should the Philippines Department of Energy (DOE) grant approval.

Galoc

The company has a 2.27% interest in the Galoc oil field. Gross production during the year averaged 4,720 bopd (2012: 4,060 bopd); this has increased to an average 9,800 bopd since Phase II production commenced. Production reached 1.72 million barrels gross in 2013 (2012: 1.48 million barrels gross). Receipts totalled US$2.1 million (2012: US$2.5 million) after deduction of share of operating costs. A second phase of development commenced in June 2013 with the drilling of two additional production wells, Galoc 5 and Galoc 6. From the four wells, daily output increased to 14,500 bopd before stabilizing to 9,800 bopd. Total oil production from the four wells is expected to be around 2.9 million barrels in 2014. The company secured a US$2.58 million loan in 2012 from BNP Paribas to fund 60% of the development costs for this phase of the project. Galoc development may yet go into Phase III in the near future, with an exploration well being planned to test another prospect adjacent to the Galoc field. However, it remains a contingent programme up to this time.

Service Contract 40

On 3 February 2012, commercial production at the Libertad Field commenced and, as at 31 December 2013, the field had produced around 151 million (2012: 72.5 million) cubic feet of gas gross representing net revenues of US$115,000 (2012: US$88,000). The Libertad Field was impaired by $729,000 in 2013 as reservoir pressure decline rate forecasts show ultimate recoverable gas resource will be lower than earlier estimated.

In early 2013, the land gravity survey in northern Cebu was concluded and the gravity data processing and interpretation were completed in May 2013. Also, reprocessing of approximately 500 line-km of vintage 2D seismic data was completed by Fairfield Vietnam in October 2013.

As reported last year, the results of the resource assessment study undertaken PGS in early 2013 downgraded previously identified leads and prospects within SC40. This led to the carrying value of the investment in SC40 to be impaired by US$25.4 million to US$3.25 million in 2012. This carrying value reflects the potential of a number of smaller onshore locations within SC40. In view of this, much of the activities that were carried out in 2013 have concentrated on the onshore portion of SC40, where chances of finding commercially viable hydrocarbons are expected to be higher.

Further technical evaluation studies on the SC40 block are planned for 2014, which will also incorporate results from previous studies. Depending on the results, we may undertake further geophysical surveys to identify areas where an exploration well could be drilled.

Financial Results and Key Financial Indicators

Our revenues decreased by 2% to US$4.4 million due to a reduction in the oil price compared to 2012.

The gross profit increased 66% to US$1.5m due to the increased level of reserves at the Galoc Oil Field as Phase II started production in December 2013, which resulted in a lower depletion charge.

The administrative expense reduced 9% to US$2.5 million, despite the company paying US$0.5 million of restructuring costs during the year. The restructuring costs will reduce the company's employment costs in future years.

The group recorded a net loss attributable to equity holders of the parent of US$2.9 million, compared with a net loss of US$26.3 million in 2012 which generated a loss per share of US8.3 cents (2012: loss per share US73.9 cents).

During the year, the cost of the development of SC72 reduced to US$0.4 million (2012: US$2.3 million) as permission to start the second sub-phase has not been obtained, due to the territorial dispute between the Philippine and Chinese governments.

Our capital spending on the Galoc oil field increased to US$4.2 million (2012: US$0.7 million), as Phase II of its development was completed in November 2013.

The company's working capital, excluding the loan from Philex Petroleum Corporation decreased from US$6.1 million to US$0.3 million principally due to the spending on Phase II of the Galoc oil field development which is anticipated to increase cash flow from 2014 to 2017.

Cash and cash equivalents at the end of the period stood at US$0.2 million. The outstanding amount of the loan with Philex Mining Corporation was US$15.2 million.

During the year, payments totalling US$1 million (2012: US$4.3 million) were made to Basic Energy under the 2006 purchase agreement of the company's Northwest Palawan assets, which included Galoc. There are no further liabilities due to Basic Energy.

Outlook for 2014

We remain focused on our goal of establishing the commerciality of the potential hydrocarbon resources within the SC72, but recognise that we face significant challenges in the West Philippine Sea where SC72 is located. We appreciate that this goal can only be realised with the continuing support of the Philippine Government.

I would like to take this opportunity once again to thank our shareholders, our staff and members of the Board of Directors, for their continuing support and commitment.

Robert Nicholson

Executive Chairman

7 March 2014

Consolidated statement of comprehensive income

for the year ended 31 December 2013

 
                                                                     Year ended    Year ended 
                                                                    31 December   31 December 
                                                                           2013          2012 
                                                             Note       US$'000       US$'000 
----------------------------------------------------------  -----  ------------  ------------ 
 
 Revenue                                                                  4,426         4,522 
 
 Cost of sales                                                          (2,906)       (3,604) 
----------------------------------------------------------  -----  ------------  ------------ 
 
 Gross profit                                                             1,520           918 
----------------------------------------------------------  -----  ------------  ------------ 
 
 Other income                                                                 -         1,804 
----------------------------------------------------------  -----  ------------  ------------ 
 
 Administrative expenses                                                (2,507)       (2,750) 
 Impairment charge                                           3          (1,298)      (25,359) 
----------------------------------------------------------  -----  ------------  ------------ 
 
 Total operating expenses                                               (3,805)      (28,109) 
----------------------------------------------------------  -----  ------------  ------------ 
 
 Loss from operations                                                   (2,285)      (25,387) 
 
 Finance income                                                             248             1 
 Finance expenses                                                       (1,271)       (1,038) 
----------------------------------------------------------  -----  ------------  ------------ 
 
 Loss before tax                                                        (3,308)      (26,424) 
 
 Taxation                                                                 (337)             - 
 
 Loss for the year from continuing operations                           (3,645)      (26,424) 
 
 Other comprehensive Income                                                  60             - 
 
 
 Total comprehensive loss for the year                                  (3,585)      (26,424) 
----------------------------------------------------------  -----  ------------  ------------ 
 
 Loss and total comprehensive loss attributable 
  to: 
 Owners of the parent                                                   (2,938)      (26,256) 
 Non-controlling interest                                                 (647)         (168) 
----------------------------------------------------------  -----  ------------  ------------ 
 
                                                                        (3,585)      (26,424) 
----------------------------------------------------------  -----  ------------  ------------ 
 
                                                                       US Cents      US Cents 
----------------------------------------------------------  -----  ------------  ------------ 
 
 Loss earnings per Ordinary Share (US Cents) attributable 
  to equity holders of the Company 
 Basic and diluted                                           4            (8.3)        (73.9) 
----------------------------------------------------------  -----  ------------  ------------ 
 

All of the results of the group during the year relate to continuing activities.

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

at 31 December 2013

 
                                                       2013        2012        2011 
                                            Note    US$'000     US$'000     US$'000 
-----------------------------------------  -----  ---------  ----------  ---------- 
                                                              Restated*   Restated* 
 Assets: 
 Non-current assets 
 Exploration, evaluation and development 
  assets                                    5        27,534      27,567      50,246 
 Oil and gas properties                     6         8,863       5,771       4,624 
 Other property, plant and equipment                     56         136          67 
 Deferred tax                                           287           -           - 
 Other receivables                                      117           -           - 
 Investments                                              9          11          24 
-----------------------------------------  -----  ---------  ----------  ---------- 
 
 Total non-current assets                            36,866      33,485      54,961 
-----------------------------------------  -----  ---------  ----------  ---------- 
 
 Current assets 
 Inventories                                            307          70          57 
 Trade and other receivables                          2,398       2,351       1,862 
 Derivative asset                                        22           -           - 
 Cash and cash equivalents                              242       5,760       2,761 
-----------------------------------------  -----  ---------  ----------  ---------- 
 
 Total current assets                                 2,969       8,181       4,680 
-----------------------------------------  -----  ---------  ----------  ---------- 
 
 Total assets                                        39,835      41,666      59,641 
-----------------------------------------  -----  ---------  ----------  ---------- 
 
 Liabilities: 
 Non-current liabilities 
 Loans                                      7        16,438           -       6,000 
 Deferred tax                                            23           -           - 
 Other liabilities and provisions           7         3,917       4,181       3,929 
-----------------------------------------  -----  ---------  ----------  ---------- 
 
 Total non-current liabilities                       20,378       4,181       9,929 
-----------------------------------------  -----  ---------  ----------  ---------- 
 
 Current liabilities 
 Loans                                                1,239      15,000           - 
 Trade payable and other payables                     1,198       2,105       3,964 
 Income tax payable                                     225           -           - 
-----------------------------------------  -----  ---------  ----------  ---------- 
 
 Total current liabilities                  7         2,662      17,105       3,964 
-----------------------------------------  -----  ---------  ----------  ---------- 
 
 Total liabilities                                   23,040      21,286      13,893 
-----------------------------------------  -----  ---------  ----------  ---------- 
 
 Total Net assets                                    16,795      20,380      45,748 
-----------------------------------------  -----  ---------  ----------  ---------- 
 
 Capital and reserves attributable 
  to equity holders of the company 
 Share capital                                        6,322       6,322       5,982 
 Share premium                                       51,061      51,061      50,345 
 Share option reserve                                     -           -         438 
 Retained deficit                                  (41,070)    (38,132)    (12,314) 
-----------------------------------------  -----  ---------  ----------  ---------- 
                                                     16,313      19,251      44,451 
 
 Non-controlling interest                               482       1,129       1,297 
-----------------------------------------  -----  ---------  ----------  ---------- 
 
 Total capital and reserves                          16,795      20,380      45,748 
-----------------------------------------  -----  ---------  ----------  ---------- 
 

* Certain amounts shown here do not correspond to the 2012 financial statements and reflect adjustments made.

The Financial Statements of Forum Energy Plc (registered number 05411224) were approved by the Board of Directors and authorised for issue on 7 March 2014. They were signed on behalf of the Board of Directors by:

Paul Wallace

Finance Director

Statement of changes in equity

for the year ended 31 December 2013 (restated*)

 
                                               Share                                 Non-      Total 
                                                                                             capital 
                           Share     Share    option    Retained              controlling        and 
                         capital   premium   reserve     deficit      Total      interest   reserves 
 Group                   US$'000   US$'000   US$'000     US$'000    US$'000       US$'000    US$'000 
----------------------  --------  --------  --------  ----------  ---------  ------------  --------- 
 
 Balance as at 
  1 January 2012           5,982   *50,345       438   *(12,314)    *44,451         1,297    *45,748 
 Loss for the year             -         -         -    (26,256)   (26,256)         (168)   (26,424) 
 Other comprehensive           -         -         -           -          -             -          - 
  income 
----------------------  --------  --------  --------  ----------  ---------  ------------  --------- 
 Total comprehensive 
  income for the 
  year                         -         -         -    (26,256)   (26,256)         (168)   (26,424) 
 Transfer to retained 
  deficit                      -         -     (438)         438          -             -          - 
 Issue of shares 
  (net of costs)             340       716         -           -      1,056             -      1,056 
----------------------  --------  --------  --------  ----------  ---------  ------------  --------- 
 
 Balance as at 
  31 December 2012         6,322    51,061         -    (38,132)     19,251         1,129     20,380 
 Loss for the year             -         -         -     (2,998)    (2,998)         (647)    (3,645) 
 Other comprehensive 
  income                       -         -         -          60         60             -         60 
----------------------  --------  --------  --------  ----------  ---------  ------------  --------- 
 Total comprehensive 
  income for the 
  year                         -         -         -     (2,938)    (2,938)         (647)    (3,585) 
 
 Balance as at 
  31 December 2013         6,322    51,061         -    (41,070)     16,313           482     16,795 
----------------------  --------  --------  --------  ----------  ---------  ------------  --------- 
 

*Certain amounts shown here do not correspond to the 2012 financial statements and reflect adjustments made.

Share capital represents the nominal value of shares issued. The share premium account holds the balance of consideration received in excess of the par value of the shares.

The share option reserve relates to the cumulative fair value of options charged to the statement of comprehensive income adjusted for transfer on exercise, cancellation or expiry. The transfer of US$438,000 between share option reserve and retained deficit during 2012 is due to the exercise of all options during 2012.

The retained deficit is the cumulative net gains and losses recognised in the statement of comprehensive income adjusted for transfer on exercise, cancellation or expiry of options from the share option reserve.

No interim of final dividend has been paid or proposed during the year.

CONSOLIDATED STATEMENT OF CASH FLOWS

for the year ended 31 December 2013

 
                                                      Year ended    Year ended 
                                                     31 December   31 December 
                                                            2013          2012 
                                                         US$'000       US$'000 
                                                                     Restated* 
--------------------------------------------------  ------------  ------------ 
 
 Cash flows from operating activities 
 
 Loss before tax from operations                         (3,308)      (26,424) 
 Adjustments for: 
 Depletion and depreciation                                  938         2,039 
 Impairment charge                                         1,298        25,359 
 Loss on investments                                           2            13 
 Finance income                                              (1)           (1) 
 Interest charge on loan facility                          1,120           569 
 Hedging losses and charge                                   149             - 
 Working capital adjustment 
     Increase in trade and other receivables               (186)         (489) 
     Increase in inventories                                (60)          (13) 
     (Decrease)/increase in trade and other 
      payables                                           (1,119)           633 
     Increase in provisions and employee benefits             26            57 
 
 Cash flows from operating activities                    (1,141)         1,743 
 Tax paid                                                  (393)             - 
--------------------------------------------------  ------------  ------------ 
 Net cash used in operating activities                   (1,534)         1,743 
 
 Investing activities: 
 Purchase of property, plant and equipment                  (27)       (4,329) 
 Disposal of property, plant and equipment                    45             - 
 Purchase of intangible assets                           (4,766)       (3,903) 
 Loss on sale of exploration equipment                     (569)             - 
 Interest received                                             1             1 
 
 Net cash used in investing activities                   (5,316)       (8,231) 
 
 Financing activities: 
 Issue of ordinary share capital (net of 
  issue costs)                                                 -         1,056 
 Loan facility drawn down                                  2,677         9,000 
 Hedging losses and charges                                (149)             - 
 Interest paid                                           (1,196)         (569) 
--------------------------------------------------  ------------  ------------ 
 
 Net cash from financing activities                        1,332         9,487 
--------------------------------------------------  ------------  ------------ 
 
 Net (decrease)/increase in cash and cash 
  equivalents                                            (5,518)         2,999 
 
 Cash and cash equivalents at beginning of 
  the year                                                 5,760         2,761 
 
 Cash and cash equivalents at end of the 
  year                                                       242         5,760 
--------------------------------------------------  ------------  ------------ 
 

* Certain amounts shown here do not correspond to the 2012 financial statements and reflect adjustments made.

Notes to the financial statements

for the year ended 31 December 2013

1 ACCOUNTING POLICIES

1.1 Basis of preparation

The accounting policies have been consistently applied to all the years presented, unless otherwise stated. The Group financial statements have been prepared and approved by the Directors in accordance with International Financial Reporting Standards IFRSs and IFRIC interpretations, issued by the International Accounting Standards Board ('IASB') as endorsed for use in the EU ('IFRSs') and those parts of the Companies Act 2006 that are applicable to companies that prepare their financial statements under IFRS.

The financial information for the years ended 31 December 2013 and 31 December 2012 does not constitute statutory accounts as defined by section 435 of the Companies Act 2006 but is extracted from the audited accounts for those years. The 31 December 2012 accounts have been delivered to the Registrar of Companies. The 31 December 2013 accounts will be delivered to Companies House within the statutory filing deadline. The auditor's report on those financial statements was unqualified and did not contain a statement under s498 (2) - (3) of Companies Act 2006.

1.2 Going concern

The Group is currently conducting exploration and development activities using existing funds including those generated by the Group's interests in producing assets, including Galoc and SC14. In the absence of a defined timetable for further activity related to the appraisal and development of SC 72, the Group's cash flow forecasts are mostly dependent on the performance of the Galoc field and prices achieved from the sale of the associated production.

The Directors are currently reviewing various funding options to fund the continued development of SC72 once the territorial dispute between the Philippine and Chinese governments has been resolved. To-date the Directors have successfully renegotiated the terms of the loan facility with Philex Mining Corporation by extending the date of repayment until 24 November 2016 and increasing the size of the loan facility from $15 million to $18 million; at the date of approval of these financial statements $2.7 million remains undrawn.

The Directors are of the opinion that the Group currently has sufficient funds to meet their obligations and commitments as they fall due in the foreseeable future and has therefore adopted the going concern basis in preparing the financial statements.

2 SEGMENT ANALYSIS

The Group's costs and sales are based on geographic areas and they are not larger than a segment. The Group currently has one pool, the Philippines.

Geographical information

 
                    Revenues from external 
                           customers            Non-current assets 
                          2013         2012        2013       2012 
                       US$'000      US$'000     US$'000    US$'000 
----------------  ------------  -----------  ----------  --------- 
 United Kingdom              -            -         170         68 
 Philippines             4,426        4,522      36,696     33,417 
----------------  ------------  -----------  ----------  --------- 
                         4,426        4,522      36,866     33,485 
----------------  ------------  -----------  ----------  --------- 
 

Non-current assets for this purpose consist of property, plant and equipment, exploration and evaluation assets and oil and gas properties.

All of the 2013 revenues (2012: 100%) were generated from Philippine based assets including the Galoc, Libertad, Nido and Matinloc fields.

 
 Annual revenue from major customers is detailed below:     Year ended    Year ended 
                                                           31 December   31 December 
                                                                  2013          2012 
                                                               US$'000       US$'000 
 Shell Petroleum corporation                                       912           769 
 MT Bei Hai Ming Wand                                              872             - 
 MT Bang Gong Hu                                                   839             - 
 MT Pacific Bridge                                                 762             - 
 MT Xuan Wu Hu                                                     697             - 
 GS Caltex Singapore Pte Ltd                                         -         1,752 
 Hyundai Oil Singapore Pte Ltd                                       -         1,272 
 SK Energy Company Ltd                                               -           632 
 
 

Revenue of US$344,000 (2012: US$97,000) is attributable to external customers with individual revenue amounts less than 10% of the Group's revenue.

3 impairment Charge

 
                                                     Year ended    Year ended 
                                                    31 December   31 December 
                                                           2013          2012 
                                                        US$'000       US$'000 
-------------------------------------------------  ------------  ------------ 
 
 Impairment of exploration and evaluation assets              -        25,359 
 Impairment of oil and gas property                         729             - 
 Loss on sale of exploration equipment                      569             - 
-------------------------------------------------  ------------  ------------ 
 
                                                          1,298        25,359 
-------------------------------------------------  ------------  ------------ 
 

The Libertad gas field has been written down by US$729,000 due to a reduction in the fields estimated ultimate recoverable gas reserves.

The impairment of inventories is based on the amount received for the sale of exploration equipment during 2013.

Having received a resource assessment from Petroleum Geo-Services Asia Pacific Pte Ltd, an independent competent person, the investment in SC40 was impaired by US$25.4 million to US$3.25 million in 2012. The remaining balance of US$3.25 million is based upon the potential recovery from the Maya, Toledo and Jibitnil projects.

4. LOSS PER SHARE

Basic earnings per share amounts are calculated by dividing the loss for the year attributable to ordinary equity holders of the parent by the weighted average number of ordinary shares outstanding during the year.

Loss for the group attributable to the equity holders of the company for the year US$2.94 million (2012: Loss US$26.26 million).

 
                                              Year ended    Year ended 
                                             31 December   31 December 
                                                    2013          2012 
 
 Weighted average number of equity shares 
  for the period in issue                     35,549,533    34,647,930 
 Fully dilutes number of equity shares 
  for the period in issue                     35,549,533    35,549,533 
------------------------------------------  ------------  ------------ 
 

The effect of the share options in issue under the Share Option Plan is anti-dilutive.

5 EXPLORATION, EVALUATION AND DEVELOPMENT ASSETS

 
                                        Unevaluated    Unevaluated 
                                            oil and        oil and 
                                            gas and        gas and 
                                        development    development 
                                              costs          costs 
                                               2013           2012 
 Group                                      US$'000        US$'000 
 
 Cost and net book value 
 At 1 January                                27,567         50,246 
 Additions                                    4,841          3,903 
 Transfer to Oil and gas properties         (4,874)        (1,223) 
 Impairment                                       -       (25,359) 
------------------------------------  -------------  ------------- 
 
 At 31 December                              27,534         27,567 
------------------------------------  -------------  ------------- 
 

The unevaluated oil, gas and mining costs relate to the acquisition of the group's assets in the Philippines.

The net book values of assets included within intangible fixed assets are as follows:

   SC40 -        US$3.51 million (2012: US$3.25 million) 
   SC72 -        US$23.67 million (2012: US$23.27 million) 
   SC6   -        US$0.35 million (2012 includes SC14: US$1.04 million) 

The group has considered the intangible assets for indications of impairment and in 2012 impaired the SC40 assets to reflect their recoverable amount.

6 OIL AND GAS PROPERTIES

 
 
                                                                  Oil and 
                                                                      gas 
                                                                    costs 
                                                                  US$'000 
---------------------------------------------------------------  -------- 
 
 Cost 
 At 1 January 2013                                                 16,790 
 Additions                                                             25 
 Impairment                                                         (729) 
 Transfer from exploration, evaluation and development assets       4,874 
---------------------------------------------------------------  -------- 
 At 31 December 2013                                               20,960 
---------------------------------------------------------------  -------- 
 
 Depreciation 
 At 1 January 2013                                                 11,019 
 Charge for the year                                                1,078 
---------------------------------------------------------------  -------- 
 At 31 December 2013                                               12,097 
---------------------------------------------------------------  -------- 
 
 Cost 
 At 1 January 2012                                                 13,633 
 Additions                                                          1,934 
 Transfer from exploration, evaluation and development assets       1,223 
---------------------------------------------------------------  -------- 
 At 31 December 2012                                               16,790 
---------------------------------------------------------------  -------- 
 
 Depreciation 
 At 1 January 2012                                                  9,019 
 Charge for the year                                                2,000 
---------------------------------------------------------------  -------- 
 At 31 December 2012                                               11,019 
---------------------------------------------------------------  -------- 
 
 Net book value 
 At 31 December 2013                                                8,863 
---------------------------------------------------------------  -------- 
 At 31 December 2012                                                5,771 
---------------------------------------------------------------  -------- 
 

7 LIABILITIES

 
                                 Group              Company 
                              2013      2012      2013      2012 
 Current                   US$'000   US$'000   US$'000   US$'000 
------------------------  --------  --------  --------  -------- 
 
 Loans                       1,239    15,000         -         - 
 Trade payables                  5       272         4        14 
 Other payables                943     1,619        75        55 
 Employee benefits             122       175         -         - 
 Deferred premium               79         -         -         - 
 Derivative liabilities         40         -         -         - 
 Tax payable                   234        39         3         9 
------------------------  --------  --------  --------  -------- 
 
                             2,662    17,105        82        78 
------------------------  --------  --------  --------  -------- 
 

The US$15m loan in 2012 from Philex Mining Corporation was originally due for repayment on 24 November 2013, but has been assigned to Philex Petroleum Corporation and the repayment date extended to 24 November 2016.

Included in other payables is an amount of Nil for the year (2012: US$1 million) relating to additional costs on the acquisition of Basic Petroleum & Mineral Inc. (now Forum Energy Philippines Corporation) payable out of future Galoc oil field revenues.

All amounts fall due for payment within one year.

 
 
                                  Group              Company 
                               2013      2012      2013      2012 
 Non-current liabilities    US$'000   US$'000   US$'000   US$'000 
-------------------------  --------  --------  --------  -------- 
 
 Loan facility               16,438         -         -         - 
 Provisions                   3,866     4,181         -         - 
 Deferred premium                51         -         -         - 
-------------------------  --------  --------  --------  -------- 
 
                             20,355     4,181         -         - 
-------------------------  --------  --------  --------  -------- 
 

Included in loan facility is a loan from Philex Petroleum Corporation of US$15.2 million repayable on 24 November 2016, Philex Petroleum Corporation is one of the Companies major shareholders.

Included in provisions is the following:

Under the share purchase agreement for Forum Exploration Inc. dated 11 March 2003, amounts of up to US$3.87 million (2012: US$4.18 million) are due to the vendor out of the group's share of future net revenues generated from licence SC40. The liability is in Philippine Pesos and any movement during the year is due to changes in exchange rate only. The timing and extent of such payments is dependent upon future field production performance and cannot be accurately determined at this stage.

 
 Interest - bearing loans and 
  borrowings 
-------------------------------------  --------------------------  ------------  ------------ 
                                        Effective interest             2013          2012 
                                         rate 
-------------------------------------  --------------------------  ------------  ------------ 
 Current                                %              Maturity     US$ million   US$ million 
 US$2.4 million BNP Paribas facility    Libor + 6.0    31-Dec-14            1.2             - 
-------------------------------------  -------------  -----------  ------------  ------------ 
                                                                            1.2             - 
-------------------------------------  -------------  -----------  ------------  ------------ 
 Non-current 
 US$2.4 million BNP Paribas facility    Libor + 6.0    31-Dec-15            1.2             - 
 US$15.2 million Philex Petroleum 
  facility                              Libor + 4.5    24-Nov-16           15.2            15 
-------------------------------------  -------------  -----------  ------------  ------------ 
                                                                           16.4            15 
  ---------------------------------------------------------------  ------------  ------------ 
 
 

US$2.4 million BNP Paribas facility

This loan is secured by a share mortgage consisting over 100% of the share capital of Forum Energy Philippines Corporation and security agreement for the rights and interests in Project Accounts, Hedging Agreements, Agreed Insurances, Offtake Agreement and intercompany loans.

US$15.2 million Philex Petroleum Corporation

This loan is unsecured and is repayable on 24 November 2016.

Total interest expense for the year on the interest bearing loans and borrowings was US$801,773 (2012: US$540,361), of which US$75,324 (2012 - nil) has been capitalised.

8 COMMITMENTS

At 31 December 2013, the group and company had commitments totalling US$4.2 million in operational and exploration expenditure, for the second sub-phase programme over Service Contract 72 (SC72) (31 December 2012: US$2.9 million). This is subject to permission being granted by the Philippine Department of Energy.

9 RELATED PARTY TRANSACTIONS

During the year the following related party transactions occurred within the group and company:

Philex Mining Corporation is the majority shareholder and ultimate controlling party of the group.

In 2010, Forum Philippines Holdings Ltd, a wholly-owned subsidiary of the company, entered into a US$10 million Facility Agreement ("the Facility") with Philex Mining Corporation on 24 November 2010. The facility was increased to US$15 million during 2012. The Facility was available for a three year period from 24 November 2010 and funds were borrowed at an interest rate of US LIBOR + 4.5%. As at 31 December 2012 the full US$15 million was drawn down to enable the company to fund its 70% share of the work programme over Service Contract 72 (SC72).

On 21 November 2013, the following amendments were made to the Facility:

   -       Increase the Facility to US$18 million 
   -       Extended repayment date to 24 November 2016, and 

- Philex Mining Corporation assigned the facility to Philex Petroleum Corporation, a major shareholder of the company and wholly owned subsidiary of Philex Mining Corporation.

All other terms of the Facility agreement remain the same.

Under the amended Facility agreement an additional $200,000 was drawn down during 2013.

The following transactions in relation to the Facility occurred during the year:

- Loan amount due to Philex Petroleum Corporation as at 31 December 2013 US$15.2 million (2012 - Philex Mining corporation - 2012 - US$15 million)

- Interest charge for use of facility payable to Philex Petroleum Corporation year ended 31 December 2013 US$76,971 (2012 - Nil)

- Interest charge for use of facility payable to Philex Mining Corporation year ended 31 December 2013 US$649,478 (2012 - US$569,347)

   -       Interest due to Philex Petroleum Corporation as at 31 December 2013 US$76,971 (2012 - Nil) 

- Interest due to Philex Mining Corporation as at 31 December 2013 US$685,873 (2012 - US$463,512)

10 CONTINGENT LIABILITIES

The company and group have no contingent liabilities.

11 RETROSPECTIVE RESTATEMENT

The prior year consolidated statement of financial position and company statement of financial position have been adjusted to reflect the following:

1) The reduced costs of the acquisition of Basic Petroleum and Minerals Inc. (BPMI) in 2006 which was subsequently renamed as Forum Energy Philippines Corporation (FEPCO). The acquisition element paid in Forum Energy Plc, shares should have been based on market value as date of acquisition and the post-acquisition legal and other costs should have been included in the consolidated statement of comprehensive income.

2) The reduced costs of the acquisition of SC72, the post-acquisition cost should have been included in the consolidated statement of comprehensive income.

3) The impairment of SC40 was not properly reflected in the Company's investments' carrying value as stated In the Statement of Financial Position in 2012

The effect of these adjustments on the Consolidated and Company statement of financial position and Consolidated and Company statement of changes in equity are set out below:

 
 Effect on Consolidated Statement                   US$'000      US$'000 
  of Financial Position                           Effect on    Effect on 
                                                       2012         2011 
----------------------------------------------  -----------  ----------- 
 
 Total non-current assets as previously 
  reported                                           35,166       56,642 
 Reduction in FEPCO costs post 
  acquisition in 2011                                 (578)        (578) 
 Reduction in SC72 costs post acquisition 
  in 2011                                             (484)        (484) 
 Reduction In acquisition costs of BPMI based 
  on market value of shares at date of issue          (619)        (619) 
 
 Total non-current assets as restated                33,485       54,961 
----------------------------------------------  -----------  ----------- 
 
 
 Effect on Consolidated Statement of                 Share    Retained       Total 
  Changes in Equity                                Premium    Earnings 
                                                   US$'000     US$'000 
-------------------------------------------      ---------  ----------  ---------- 
 
 As at 31 December 2011 previously 
  reported                                          50,964    (11,252)      39,712 
 Reduction in FEPCO costs post acquisition               -       (578)       (578) 
 Reduction in SC72 costs post acquisition                -       (484)       (484) 
 Reduction In acquisition costs of 
  BPMI based on market value of shares 
  at date of issue                                   (619)           -       (619) 
 
 As at 31 December 2011 as restated                 50,345    (12,314)      38,031 
-----------------------------------------------  ---------  ----------  ---------- 
 
 
 

- END -

This information is provided by RNS

The company news service from the London Stock Exchange

END

FR EALDEFSELEFF

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