TIDMEXI

RNS Number : 2804L

Exillon Energy Plc

31 August 2012

The following amendements have been made to the "Half Yearly Results" announcement released on 31 August at 7.35am under RNS number 1763L

1. Report on Review of Interim Condensed Consolidated Financial Statements was replaced with the INDEPENDENT REVIEW REPORT TO EXILLON ENERGY PLC including the full text document.

2. Cash flow statements page was re-titled to "INTERIM CONSOLIDATED STATEMENT OF CASH FLOWS"

3. Footnote 23, Capital commitments, "other" category was corrected to 43 (vs 42).

4. Footnote 6, Operating segments, "Total assets" line, "Exillon WS" column was corrected to 349,799 (vs 349,979) and "Total" column was corrected to 711,711 (vs 711,891).

All other details remain unchanged.

The full amended text is shown below.

Exillon Energy plc

Interim results for the first six months of 2012

31 August 2012

31 August 2012 - Exillon Energy plc (EXI.LN), a London Premium listed independent oil producer with assets in two oil-rich regions of Russia, Timan-Pechora ("Exillon TP") and West Siberia ("Exillon WS"), today issues its interim results for the first six months to 30 June 2012.

Highlights

Production Growth

-- Oil production increased 48% from 1.42 million to 2.1 million barrels. Production guidance of 17,000 bpd by end of 2012 reiterated

Financials

-- EBITDA increased 98% from US$7.8 million to US$15.5 million. Net profit fell from US$5.9 million to net loss of US$1.7 million. The fall in net profit arose primarily because of the absence of non-cash FX gains made in 2011, and a write-off of the up-front costs of increasing our debt facility

-- US$138.5 million of cash and cash equivalents as at 30 June 2012. Net cash position was US$38.3 million

Operations

   --      Excellent drilling results in the first six months of the year: 

o Drilling speeds in Exillon WS reduced to around 20 days per well

o New strategy of drilling wells at 60 degree angle doubles exposed net pay

o Lack of oil water contact in wells drilled to North East of the EWS I field suggests substantial reserves increase likely in this area of the field

o Improved completion and cementing procedures across portfolio

Infrastructure

   --      Significant infrastructure progress: 

o Completion of oil treatment and power generation facilities in both Exillon TP and Exillon WS

o Completion of Exillon's own entry point into Transneft pipeline network expected to improve EBITDA per barrel going forward

Mark Martin, Chief Executive Officer, commented:

"I am very pleased with the progress that Exillon has made in the first six months of the year. We have increased oil production by 48% and EBITDA by 98% compared to the same period in 2011.

The completion of our oil treatment and power generation facilities combined with our new entry point into Transneft pipeline network is expected to further improve EBITDA per barrel going forward and our new strategy of drilling wells at a 60 degree angle has materially increased each well's exposure to net pay resulting in higher average production levels from these wells.

Our strong cash position leaves us ideally placed to progress our development plans and I look forward to meeting investors in September to detail our plans to continue to expand our production, drive up our EBITDA per barrel and increase our audited reserves."

Contact Details:

Tom Blackwell

Email: Blackwell@mcomgroup.com

Tel: +44 207 920 2330

A conference call with the Exillon Energy management to discuss this announcement will be held on Monday 3(rd) September 2012, at 12:00 BST. In order to register for participation in this call and to receive dial-in details, please contact Chris McMahon at M: Communications on +44 20 7920 2358 or mcmahon@mcomgroup.com.

Production[1]

We publish monthly production data, and therefore have already announced details of our production for the period. For reference we summarise below the monthly data published during the six month period, and also for July. Our production data for August will be published by 5(th) September.

 
                Jan      Feb      March    April    May      June     July 
 PLC peak       11,836   12,106   12,177   12,810   12,247   12,528   13,381 
 PLC average    10,972   11,584   11,785   11,463   11,320   12,131   12,330 
 ETP average     3,094    3,103    3,261    2,884    3,434    3,069    3,148 
 EWS average     7,877    8,481    8,525    8,579    7,886    9,062    9,182 
 

Drilling

We announce wells when completed and tested. During the reporting period we announced the following wells: North EWS I - 61, East EWS I-51, East EWS I - 52, East EWS I - 54 and East EWS I - 53.

In addition we have drilled but not yet completed or announced three wells in ETP (Well 7601 on ETP III, Wells 5 and 2003 on ETP IV). We will announce the results of these well once they have been completed.

"Completion" of a well involves various procedures such as casing, cementation, perforation and testing.

Dear Shareholders,

Exillon has enjoyed a very successful first six months to 2012, increasing oil production by 48% to 2.1 million barrels. Based on our drilling results, we reiterate our previous guidance that we expect to reach a daily production rate of 17,000 barrels per day by the end of 2012.

During the reporting period, our revenue increased 58% from US$88.4 million to US$140.0 million. Mainly as a result of rising production and improved efficiency, our netback (which we define as revenue less Mineral Extraction Tax, Export Duty and Transneft charges) rose 55% from US$28.7 million to US$44.5 million.

EBITDA increased 98% from US$7.8 million to US$15.5 million, whilst net profit fell from US$5.9 million to net loss of US$1.7 million. The growth in EBITDA was a result of continuing investment in our surface infrastructure and the success of our drilling and workover programme. EBITDA was equivalent to US$7.4 per barrel, compared to our budgeted figure of US$7.8. The fall in net profit was due to the lack of foreign exchange gains made in 2011, increased depreciation charges and the amortisation of shares awards made in 2011. No share awards have been made in 2012.

Our balance sheet is stronger than expected with US$138.5 million of cash and cash equivalents as at 30 June 2012, which is ahead of our originally budgeted cash balance. On 3rd February we increased our loan with Credit Suisse to US$100 million, at a reduced interest margin and with an extended maturity of 5 years. This 5 year facility is our only debt. As at 30 June 2012, debt was US$100.2 million, so our net cash position was US$38.3 million.

Operationally we have seen excellent results from our drilling programme this year. Drilling speeds in Exillon WS have been reduced to around 20 days per well. Our new strategy of drilling wells at a 60 degree angle has been successful, exposing double the net pay compared to vertical wells, and we have also begun to drill Exillon's first horizontal sidetrack wells. Our completion and cementing procedures have improved, and we have substantially increased our water injection rates to sustain the productivity of our fields.

In terms of infrastructure, we have completed our oil treatment and power generation facilities in both Exillon TP and Exillon WS, and in August we completed our own entry point into the Transneft pipeline network. The latter did not contribute to these 6 month results but will improve our EBITDA per barrel further in the second half of 2012, as well as guaranteeing our operational independence.

Drilling results in Exillon WS continue to exceed our expectations. The high natural flow rates, achieved without any well stimulation, demonstrate that the newly developed areas of our reservoir are thick and of high quality. The lack of any oil water contact to date in the North East of the EWS I field also indicates that a substantial increase in reserves in this area of the licence is likely when we conduct our annual reserves audit at the end of the year.

Strategically, on 12th January we announced the acquisition of the ETP VII licence in Timan Pechora, increasing our contiguous licence area at ETP by 61% to 344km(2) . We have completed our initial seismic exploration and modelling of these areas and are currently finalising our exploration plans for ETP VII and also for the ETP VI licence area that we acquired in 2011. We are also in the late stages of acquiring another substantial contiguous licence area for a modest acquisition cost which will increase our exploration potential further.

We have also made progress in controlling our central overhead costs. For example we have reduced our financial audit costs by 40%, and made a variety of other administrative savings.

We look forward to meeting investors and analysts on our forthcoming roadshow in September, during which we will set out our medium term plans in further detail. This will set out how we intend to continue to 1) expand our production 2) drive up our EBITDA per barrel and 3) increase our audited reserves.

Mark Martin

Chief Executive Officer

MATERIAL EVENTS AND TRANSACTIONS

Drilling Update

The following material events and transactions were announced relating to activity during the period:

Drilling Update - East EWS I - 51

Well East EWS I-51, which was spudded on 7 May 2012, was drilled in 20 days on the northern part of the East EWS I field. This was the first development well drilled from pad 5 following the success of exploration well 50 drilled last year.

The well flowed water-free oil naturally to the surface with a flow rate of 892 bbl/day on an 8 mm choke and 1,218 bbl/day on a 10 mm choke. The well encountered the Jurassic P reservoir at 1,861 meters, confirming 15.0 meters of effective vertical net pay within the Jurassic. Due to the trajectory of the well bore this exposed 30.7 meters of effective net oil pay for production.

Oil water contact in this area of the field was previously assumed at 1,872 meters, and well 51 was designed to test this assumption. The new well has not encountered an oil water transition zone and confirmed presence of oil at least 4 meters below the previously assumed oil water contact.

Drilling Update - North EWS I - 61

Well North EWS I - 61, which was spudded on 30 April 2012, was drilled in 31 days on the North EWS I field.

The well encountered the Jurassic P reservoir at 1,856m, confirming 9.5 meters of net oil pay. The well was drilled directionally with a high level of deviation (1.6km) to the north of Pad 6.

Drilling Update - East EWS I - 52

Well East EWS I - 52 was spudded on 18 June 2012 and drilled in 19 days on the northern part of the East EWS I field. The well flowed water-free oil naturally to the surface with a test flow rate of 692 bbl/day on an 8 mm choke. Only part of the net pay zone has so far been perforated. The well encountered the Jurassic P reservoir at 1,865 metres, confirming 21.7 metres of effective vertical net pay. Due to the angled trajectory of the well bore this exposed 40.6 metres of effective net oil pay for production.

The oil water contact in this area of the field had originally been assumed to be at 1,872 metres. The new well has not encountered an oil water transition zone and has confirmed the presence of oil at least 21 metres below the originally assumed oil water contact.

Drilling Update - East EWS I - 54

Well East EWS I - 54 was spudded on 29 May 2012 and drilled in 18 days on the northern part of the East EWS I field. The well flowed water-free oil naturally to the surface with a combined test flow rate of 721 bbl/day on an 8 mm choke.

The well encountered the Jurassic P reservoir at -1,857 metres sub-sea, confirming 14.9 metres of effective vertical net pay and 30 metres of effective measured net pay for production due to the angled trajectory of the wellbore. In addition the well encountered 4.5 metres of effective vertical net pay of pre-Jurassic reservoir. This was tested separately, and resulted in the natural flow rate to surface of 263 bbl/day on an 8 mm choke.

The oil water contact in this area of the field had originally been assumed to be at -1,872 metres sub-sea. The new well has not encountered an oil water transition zone and has flowed oil from a zone that is 10 meters below previously assumed oil water contact.

Drilling Update - East EWS I - 53

Well East EWS I - 53 was spudded on 19th July 2012 and drilled and cemented in 24 days on the northern part of the East EWS I field. The well encountered the Jurassic P reservoir at 1,875 metres, confirming 20.3 metres of effective vertical net pay. Due to the angled trajectory of the well bore, this exposed 38.4 metres of effective net oil pay for production.

The combined well flowed water-free oil naturally to the surface with a test flow rate of 828 bbl/day on a 8mm choke.

Financial

On 3rd February 2012 our wholly owned subsidiary Exillon Finance Limited ("Exillon Finance") signed a new term loan with Credit Suisse. Further details are given in Note 19 of these financial statements.

Acquisition

On 30 December 2011, Exillon acquired the Sinatiyskoye exploration and production licence in a state auction for a total consideration of USD 1.3 million. The licence is valid until 30 December 2036, and has been designated "ETP VII".

ETP VII borders the southern boundary of the Group's existing ETP II field, with its existing oil production infrastructure. The licence covers an area of 130.4 km(2). For reference, our existing six Exillon TP fields cover an area of approximately 214 km(2).

ETP VII is already largely covered by 2D seismic data which has identified eight significant geological structures. Tectonically the eastern part of ETP VII is located in the Khoreiverskaya depression, and the western part is at the intersection of Khoreiverskaya depression and Kolvinskiy swell. The potential of the licence relates to sediments in the lower Silurian period.

FINANCIAL REVIEW

The interim condensed consolidated financial information of Exillon Energy plc for the six month period ended 30 June 2012 has been prepared in accordance with IAS 34 "Interim Financial Statements". The condensed consolidated financial information and notes on pages 8 through to 23 should be read in conjunction with this review which has been included to assist in the understanding of the Group's financial position at 30 June 2012.

Summary

EBITDA for the six months ended 30 June 2012 increased by 98% to US$15.5 million compared to US$7.8 million for the six months ended 30 June 2011.

Net loss for the period, which includes depreciation costs, foreign exchange loss and share-based compensation amounted to US$1.7 million compared to net profit of US$5.9 million for the six months ended 30 June 2011.

Revenue

Our revenue for the six months ended 30 June 2012 increased by 58% year-on-year, reaching US$140.0 million (2011: US$88.4 million), of which US$83.9 million or 60% came from export sales of crude oil and US$56.1 million or 40% came from domestic sales of crude oil. This increase in revenue is attributable to:

-- An increase in production leading to a 43% increase in sale volumes from 1,374,536 bbl in 2011 to 1,966,861 bbl; and

-- An increase in average commodity prices: we achieved an average oil price of US$113/bbl (2011: US$107/bbl) for export sales and US$46/bbl (2011: US$42/bbl) for domestic sales.

Our netbacks for domestic and export sales are similar because of the effect of Export Duty. The increase is 55% from US$28.7 million to US$44.5 million year-on-year.

Operating Results

Operating costs excluding depreciation, depletion and amortisation increased to US$58.4 million (2011: US$35.5 million) following an increase in production of 48% to 2,100,162 bbl (2011: 1,423,276 bbl). The difference between the production volumes and sales volumes is due to the change in the oil inventory balance during the year. The increase in production costs is mainly related to the growth of mineral extraction tax from US$28.1 million in 2011 to US$45.0 million in 2012, as a result of both higher production volumes and increased average commodity prices in 2012 used in the calculation of the tax.

Depreciation, depletion and amortisation costs primarily relate to the depreciation of proven and probable reserves and other production and non-production assets. These costs totalled US$8.2 million (2011: US$5.8 million). The increase in DD&A costs is driven by higher production volumes and our increasing asset base.

Selling expenses for the six months ended 30 June 2012 of US$55.7 million (2011: US$36.5 million) is comprised of export duties of US$44.1 million (2011: US$27.5 million), transportation services of US$10.8 million (2011: US$8.1 million) and other selling expenses of US$0.8 million (2011: US$0.9 million). Transportation services include services provided by Transneft and transportation services from oil field to oil filling station. Export duty rates increased from the beginning of the period by 13%, from US$397.5 per tonne to US$448.6 per tonne reflecting the increase in crude oil prices. Export duty is reviewed by the Russian government on a monthly basis and is based on a formula that takes into account the average Urals price prevailing in the market between the 15(th) and 15(th) of the two months prior to the month of delivering the crude.

Administrative expenses (excluding share-based compensation expenses and share issuance costs) totalled US$10.7 million (2011: US$8.0 million). This is explained by an increase in headcount leading to an ensuing increase in salaries.

In 2012, interest income increased to US$1.6 million (2011: US$0.2 million) resulting from surplus cash being held on short-term deposits and VTB credit-linked deposits.

It should be noted that - in accordance with IFRS - a foreign exchange loss of US$0.04 million has been included in our net expense arising from the revaluation of foreign currency monetary items (cash and cash equivalents, accounts receivable and payable, other assets) using the closing rate at the reporting date. A larger foreign exchange loss of US$10.1 million has been applied directly to the consolidated statement of financial position as the part of translation reserve being the result of the translation of our net investment in our foreign operations.

As a result of the above, the Group reported a net loss after tax of US$1.7 million compared to a profit of US$5.9 million for the six months ended 30 June 2011.

Financial position

In February 2012 we received proceeds of US$14.3 million comprising the nominal value and accrued interest in relation to Eurobonds issued by EBRD.

In March 2012 we replaced our existing US$50 million loan facility by US$100 million facility with a LIBOR plus 6% interest rate and a term of 5 years. The previous loan had an interest rate of LIBOR plus 7% and a term of 3.5 years.

We ended the period in a strong financial position with US$138.5 million of cash and cash equivalents (2011: US$117.6 million) with outstanding borrowings of US$100.2 million, equivalent to a net cash position of US$38.3 million.

The increase in the cost of property, plant and equipment has been driven by the drilling of wells and further development of field infrastructure in Exillon WS and the launch of extensive field development in Exillon TP.

Principal risks and uncertainties

The principal risks and uncertainties affecting the business activities of the Group are set out on pages 18 to 19 of the Directors' Report section of the Annual Report for the year ended 31 December 2011, a copy of which is available on the Company's website at www.exillonenergy.com. The Board continually assesses and monitors the key risks of the business. The principal risks and uncertainties that could have a material impact on the Group's performance over the remainder of the financial year have not changed from those which are set out in the Group's 2011 Annual Report.

In accordance with DRT 4.2.7, we summarise below the principal risks that could have a material impact on our business for the remaining six months of the year:

Directors

A full list of Directors is maintained on the Group's website: exillonenergy.com.

Related parties

Related party transactions are given in note 24.

Statement of directors' responsibilities

The Directors of the Company hereby confirm that to the best of their knowledge:

(a) the condensed consolidated interim financial statements have been prepared in accordance with IAS 34 and give a true and fair view of the assets, liabilities, financial position and profit and loss of the Group as required by DTR 4.2.10(4); and

(b) the interim management report includes a fair review of the information required by DTR 4.2.7 (being an indication of important events that have occurred during the first six months of the financial year and their impact on the condensed set of financial statements; and a description of the principal risks and uncertainties for the remaining six months of the year) and DTR 4.2.8 (being related party transactions that have taken place in the first six months of the current financial year and that have materially affected the financial position or performance of the entity during that period).

On behalf of the board of directors of Exillon Energy plc.

Mark Martin

Chief Executive Officer

Disclaimer

This statement may contain forward-looking statements concerning the financial condition and results of operations of the Group. Forward-looking statements are statements of future expectations that are based on the management's current expectations and assumptions and involve known and unknown risks and uncertainties that could cause actual results, performance or events to differ materially from those expressed or implied in these statements. No assurances can be given as to future results, levels of activity and achievements and actual results, levels of activity and achievements may differ materially from those expressed or implied by any forward-looking statements contained in this report. The Company does not undertake any obligation to update publicly or revise any forward-looking statement as a result of new information, future events or other information.

INDEPENDENT REVIEW REPORT TO EXILLON ENERGY PLC

Introduction

We have been engaged by Exillon Energy plc (the "Company") to review the interim condensed consolidated set of financial statements in the half-yearly financial report for the six months ended 30 June 2012 which comprises the interim consolidated statement of comprehensive income, interim consolidated statement of financial position, interim consolidated statement of changes in equity, interim consolidated statement of cash flows and the related notes 1 to 25. We have read the other information contained in the half yearly financial report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the interim condensed consolidated set of financial statements.

This report is made solely to the Company in accordance with guidance contained in International Standard on Review Engagements 2410 (UK and Ireland) "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" issued by the Auditing Practices Board. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company, for our work, for this report, or for the conclusions we have formed.

Directors' Responsibilities

The half-yearly financial report is the responsibility of, and has been approved by, the directors. The directors are responsible for preparing the half-yearly financial report in accordance with the Disclosure and Transparency Rules of the United Kingdom's Financial Services Authority.

As disclosed in note 2, the annual consolidated financial statements of the Company are prepared in accordance with IFRS. The interim condensed consolidated set of financial statements included in this half-yearly financial report has been prepared in accordance with International Accounting Standard 34, "Interim Financial Reporting".

Our Responsibility

Our responsibility is to express to the Company a conclusion on the interim condensed consolidated set of financial statements in the half-yearly financial report based on our review.

Scope of Review

We conducted our review in accordance with International Standard on Review Engagements (UK and Ireland) 2410, "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" issued by the Auditing Practices Board for use in the United Kingdom. A review of interim financial information consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK and Ireland) and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Conclusion

Based on our review, nothing has come to our attention that causes us to believe that the interim condensed consolidated set of financial statements in the half-yearly financial report for the six months ended 30 June 2012 is not prepared, in all material respects, in accordance with International Accounting Standard 34.

Ernst & Young LLC

Chartered Accountants

Douglas

Isle of Man

31 August 2012

exillon energy plc

INTERIM consolidated statement of comprehensive income

 
                                                    Six months ended 30 June 
                                                   -------------------------- 
                                        Note           2012          2011 
                                                   ------------  ------------ 
                                                                  Unaudited, 
                                                    Unaudited     as restated 
                                                   ------------  ------------ 
                                                     US$'000       US$'000 
 
Revenue                                   7             139,960        88,438 
Cost of sales                             8            (66,446)      (41,141) 
 
GROSS PROFIT                                             73,514        47,297 
                                                   ------------  ------------ 
 
Selling expenses                          9            (55,695)      (36,455) 
Administrative expenses                  10            (16,384)       (8,655) 
Other income, net                        11                  72         4,067 
 
OPERATING PROFIT                                          1,507         6,254 
                                                   ------------  ------------ 
 
Finance income                                            1,551           201 
Finance cost                             19             (3,932)         (748) 
 
(LOSS)/profit BEFORE INCOME TAX                           (874)         5,707 
 
Income tax (expense)/credit                               (863)           166 
                                                   ------------  ------------ 
 
(LOSS)/PROFIT FOR THE PERIOD                            (1,737)         5,873 
                                                   ------------  ------------ 
 
OTHER COMPREHENSIVE (EXPENSE)/INCOME: 
 
Currency translation differences                       (10,092)        30,279 
                                                   ------------  ------------ 
 
TOTAL COMPREHENSIVE (LOSS)/INCOME 
 FOR THE PERIOD                                        (11,829)        36,152 
                                                   ============  ============ 
 
 
 
(Loss)/earnings per share for 
 profit attributable to owners 
 of the Parent (EPS) 
 
 
  *    Basic ($)                         12              (0.01)          0.04 
 
  *    Diluted ($)                       12              (0.01)          0.04 
 
 

The notes on pages 12 to 24 are an integral part of this interim consolidated financial information.

exillon energy plc

INTERIM consolidated statement of FINAncial Position

 
                                                        As at 
                                             ---------------------------- 
                                       Note  30 June 2012   31 December 
                                                                2011 
                                             ------------  -------------- 
                                              Unaudited 
                                               US$'000        US$'000 
ASSETS: 
 
  Non-current assets: 
     Property, plant and equipment      13        551,334         523,423 
     Intangible assets                                112             127 
                                                  551,446         523,550 
                                             ------------  -------------- 
 
  Current assets: 
     Inventories                        14          4,823           2,823 
     Trade and other receivables        15         15,620          13,686 
     Other assets                       16          1,315          16,648 
     Cash and cash equivalents                    138,507         117,567 
                                                  160,265         150,724 
                                             ------------  -------------- 
 
 
TOTAL ASSETS                                      711,711         674,274 
                                             ============  ============== 
 
LIABILITIES and equity: 
 
  Equity: 
     Share capital                      20              1               1 
     Share premium                      20        272,116         272,116 
     Other invested capital                        68,536          68,536 
     Retained earnings                            174,741         170,780 
     Translation reserve                             (71)          10,021 
                                                  515,323         521,454 
                                             ------------  -------------- 
 
  Non-current liabilities: 
     Provision for decommissioning      17          6,542           5,153 
     Deferred income tax liabilities               63,256          65,592 
     Long-term borrowings               19        100,000          45,767 
                                                  169,798         116,512 
                                             ------------  -------------- 
 
  Current liabilities: 
     Trade and other payables           18         17,853          22,796 
     Taxes payable                                  8,503          10,241 
     Short-term borrowings              19            234           3,271 
                                                   26,590          36,308 
                                             ------------  -------------- 
 
 
TOTAL LIABILITIES AND EQUITY                      711,711         674,274 
                                             ============  ============== 
 

The notes on pages 12 to 24 are an integral part of this interim consolidated financial information.

exillon energy plc

INTERIM consolidated statement of changes in equity

 
                         Note  Share      Share      Other      Retained   Translation  Total equity 
                                capital    premium    invested   earnings   reserve 
                                                      capital 
                               ---------  ---------  ---------  ---------  -----------  ------------ 
 
                                 US$'000    US$'000    US$'000    US$'000     US$'000      US$'000 
Balance at 1 
 January 2011                          1    126,034     68,536    177,051       36,394       408,016 
                               =========  =========  =========  =========  ===========  ============ 
 
Comprehensive 
 income 
Profit for the 
 period as restated                    -          -          -      5,873            -         5,873 
Other comprehensive 
 income 
Translation difference 
 as restated                           -          -          -          -       30,279        30,279 
                               ---------  ---------  ---------  ---------  -----------  ------------ 
Total comprehensive 
 income                                -          -          -      5,873       30,279        36,152 
                               ---------  ---------  ---------  ---------  -----------  ------------ 
 
Ordinary shares 
 issued for cash          20           -    153,406          -          -            -       153,406 
Share based payment 
 charge                   21           -          -          -        438            -           438 
Share issue costs                      -    (7,324)          -          -            -       (7,324) 
Transactions 
 with owners              20           -    146,082          -        438            -       146,520 
 
Balance at 30 
 June 2011 (unaudited, 
 as restated)                          1    272,116     68,536    183,362        66673       590,688 
                               =========  =========  =========  =========  ===========  ============ 
Balance at 1 
 January 2012                          1    272,116     68,536    170,780       10,021       521,454 
Comprehensive 
 income 
Net loss for 
 the period                            -          -          -    (1,737)            -       (1,737) 
Other comprehensive 
 income 
Translation difference                 -          -          -          -     (10,092)      (10,092) 
                               ---------  ---------  ---------  ---------  -----------  ------------ 
 
Total comprehensive 
 income                                -          -          -    (1,737)     (10,092)      (11,829) 
                               ---------  ---------  ---------  ---------  -----------  ------------ 
 
Share based 
 payment charge           21           -          -          -      5,698            -         5,698 
                               ---------  ---------  ---------  ---------  -----------  ------------ 
Transactions 
 with owners                           -          -          -      5,698            -         5,698 
 
Balance at 30 
 June 2012 (unaudited)                 1    272,116     68,536    174,741         (71)       515,323 
                               =========  =========  =========  =========  ===========  ============ 
 

The notes on pages 12 to 24 form an integral part of this interim consolidated financial information.

exillon energy plc

INTERIM consolidated statement of cash flow

 
                                                                 Six months ended 30 June 
                                                             --------------------------------- 
                                                     Note        2012             2011 
                                                             ------------  ------------------- 
                                                                                   Unaudited, 
                                                              Unaudited            as restated 
                                                             ------------  ------------------- 
                                                               US$'000           US$'000 
CASH FLOWS FROM OPERATING ACTIVITIES: 
     (Loss)/profit before income tax                                (874)                5,707 
     Adjustments for: 
          Depreciation, depletion and amortisation    13            8,242                5,798 
          Loss on disposal of property, plant 
           and equipment                                              156                    - 
          Finance income                                          (1,551)                (201) 
          Finance cost                                              3,932                  748 
          Share based payment charge                                5,698                  438 
          Foreign exchange loss                                        42              (4,654) 
     Operating cash flow before working 
      capital changes                                              15,645                7,836 
     Changes in working capital: 
          Increase in inventories                                 (2,207)              (1,503) 
          Increase in trade and other receivables                   (496)              (2,323) 
          (Decrease)/increase in trade and 
           other payables                                         (4,932)                6,574 
          Increase in taxes payable                                 1,166                3,990 
                                                             ------------  ------------------- 
     Cash generated from operations                                 9,176               14,574 
                                                             ------------  ------------------- 
          Interest received                                           817                   73 
          Income tax paid                                         (2,821)              (1,547) 
     Net cash generated from operating 
      activities                                                    7,172               13,100 
CASH FLOWS FROM INVESTING ACTIVITIES: 
          Purchase of property, plant and 
           equipment                                             (44,842)             (46,085) 
          Interest paid (capitalised portion)                     (2,637)                (957) 
          Proceeds from Eurobonds                     16           14,313                    - 
          Purchase of Eurobonds                       16                -             (15,399) 
 
     Net cash used in investing activities                       (33,166)             (62,441) 
                                                             ------------  ------------------- 
CASH FLOWS FROM FINANCING ACTIVITIES: 
          Proceeds from borrowings                    19           49,761                    - 
          Repayment of loan                           19          (2,500)                    - 
          Proceeds from share issuance, net                             -              146,081 
          Interest paid                                                 -                (888) 
     Net cash generated from financing 
      activities                                                   47,261              145,193 
                                                             ------------  ------------------- 
NET INCREASE IN CASH                                               21,267               95,852 
          Translation difference                                    (327)                  575 
Cash at beginning of the period                                   117,567               56,297 
Cash at end of the period                                         138,507              152,724 
                                                             ============  =================== 
 
 

The notes on pages 12 to 24 form an integral part of this interim consolidated financial information.

exillon energy plc

notes to INTERIM condensed consolidated financial statements (UNAUDITED)

   1.       Background 

The principal activity of Exillon Energy plc (the "Company" or the "Parent") and its subsidiaries (together "the Group") is exploration, development and production of oil. The Group's production facilities are based in the Republic of Komi and the Khanty-Mansiysk Region of the Russian Federation. The Group's structure is provided in Note 24.

Exillon Energy plc is a public limited company which is listed on the London Stock Exchange and is incorporated and domiciled in the Isle of Man. The Company was formed on 27 March 2008. Its registered address is Fort Anne, South Quay, Douglas, Isle of Man, IM1 5PD.

As at 30 June 2012, the largest shareholder has 30.2% (2011: 30.2%) in the Company's outstanding issued share capital.

The Group's operations are conducted primarily through its subsidiaries, Exillon TP and Exillon WS.

   2.       basis of preparation 

This condensed consolidated interim financial information for the six months ended 30 June 2012 has been prepared in accordance with International Accounting Standard ("IAS") 34, "Interim financial reporting". The condensed consolidated interim financial information should be read in conjunction with the annual financial statements for the year ended 31 December 2011, which have been prepared in accordance with International Financial Reporting Standards ("IFRSs"). The operations carried out by the Group are not subjected to the seasonality or cyclicality factors.

   3.       going concern 

The Group's business activities, together with the factors likely to affect its future development, performance and position including financial risk factors are set out on pages 5 and 6. In carrying out their assessment, the Directors have considered the Company and the Group budgets, the cash flow forecasts, trading estimates, contractual arrangements, committed financing and exposure to contingent liabilities. The Directors believe that the Group's forecasts and projections, taking account of reasonably possible changes in trading performance, show that the Group is adequately financed and the Group therefore continues to adopt the going concern basis in preparing its consolidated interim financial statements.

   4.     Retrospective restatement of errors 

Foreign exchange gain of US$5,318 thousand for the six months ended 30 June 2011 attributable to the loans issued to the foreign subsidiaries of the Company the settlement of which is neither planned nor likely to occur in the foreseeable future, was reclassified from profit or loss to other comprehensive income through the retrospective restatement in accordance with IAS 8, "Accounting Policies, Changes in Accounting Estimates and Errors."

   5.       ACCOUNTING POLICIES 

Accounting policies - the accounting policies applied are consistent with those of the annual consolidated financial statements for the year ended 31 December 2011.

The following amendments to the standards did not have any impact on the accounting policies, financial

position or performance of the Group:

-- IFRS 7, "Financial instruments: Disclosures" (amendment, effective on or after 1 July 2011);

-- IFRS 1, "Severe Hyperinflation and Removal of Fixed Dates for First-time Adopters" (amendment, effective on or after 1 July 2011).

During the six months ended 30 June 2012 the Group has not early adopted any other standard, interpretation or amendment that has been issued but is not yet effective.

Critical accounting judgements and key sources of estimation uncertainty:

The preparation of interim financial statements requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, income and expense. Actual results may differ from these estimates.

In preparing these condensed consolidated interim financial statements, the significant judgements made by management in applying the Group's accounting policies and the key sources of estimation uncertainty were the same as those that applied to the consolidated financial statements for the year ended 31 December 2011.

   6.       OPERATING SEGMENTS 

Management has determined the operating segments based on the reports reviewed by Directors that are used to make strategic decisions, who are deemed to be the chief operating decision maker ("CODM").

The Company manages its business as three operating segments, Exillon TP, Exillon WS and

Regional Resources.

-- Exillon TP is an oil company based in the Timan-Pechora basin in the Komi Republic in the Russian Federation. The revenue is derived from extraction and sale of crude oil.

-- Exillon WS is an oil company based in Western Siberia in the Russian Federation. The revenue is derived from extraction and sale of crude oil.

   --        Regional Resources is an oil trading company based in Moscow in the Russian Federation. 

Segmental information for the Group for the six months ended 30 June 2012 is presented below:

 
                          Exillon   Exillon    Regional    Unallocated  Intersegment    Total 
                             TP        WS      Resources                 eliminations 
                          --------  --------  ----------   -----------  -------------  -------- 
                          US$'000   US$'000    US$'000       US$'000       US$'000     US$'000 
 
Gross segment revenue       23,606   116,354       1,269             -              -   141,229 
                          --------  --------  ----------   -----------  -------------  -------- 
Inter-segment revenues           -         -     (1,269)             -              -   (1,269) 
Revenue                     23,606   116,354           -             -              -   139,960 
Minerals extraction 
 tax                      (12,040)  (32,915)           -             -              -  (44,955) 
Export duties                    -  (44,078)           -             -              -  (44,078) 
Transportation services 
 - Transneft                     -   (6,407)           -             -              -   (6,407) 
Net back                    11,566    32,954           -             -              -    44,520 
                          --------  --------  ----------   -----------  -------------  -------- 
EBITDA                       2,857    17,254         167       (4,789)              -    15,489 
                          --------  --------  ----------   -----------  -------------  -------- 
Depreciation and 
 depletion                   3,100     5,004          60            78              -     8,242 
Finance income                 (8)      (29)       (207)       (1,307)              -   (1,551) 
Finance cost                    48       210           -         3,674              -     3,932 
Operating profit/(loss)      (243)    12,492         103      (10,845)              -     1,507 
                          --------  --------  ----------   -----------  -------------  -------- 
Capital expenditures        19,059    25,708          75             -              -    44,842 
                          --------  --------  ----------   -----------  -------------  -------- 
Total assets               230,483   349,799       3,210       128,219              -  711, 711 
                          --------  --------  ----------   -----------  -------------  -------- 
 
 

Segmental information for the Group for the six months ended 30 June 2011 is presented below (as restated):

 
                          Exillon   Exillon    Regional    Unallocated  Intersegment     Total 
                             TP        WS      Resources                 eliminations 
                          --------  --------  ----------   -----------  -------------   -------- 
                          US$'000   US$'000    US$'000       US$'000       US$'000      US$'000 
 
Gross segment revenue       34,007    54,431         479             -              -     88,917 
                          --------  --------  ----------   -----------  -------------   -------- 
Inter-segment revenues           -         -       (479)             -              -      (479) 
Revenue                     34,007    54,431           -             -              -     88,438 
Minerals extraction 
 tax                      (11,304)  (16,820)           -             -              -   (28,124) 
Export duties             (10,139)  (17,339)           -             -              -   (27,478) 
Transportation services 
 - Transneft               (1,361)   (2,804)           -             -              -    (4,165) 
                          --------  --------  ----------   -----------  -------------   -------- 
Net back                    11,203    17,468           -             -              -     28,671 
                          --------  --------  ----------   -----------  -------------   -------- 
EBITDA                       4,146     7,871       (163)       (4,018)              -      7,836 
                          --------  --------  ----------   -----------  -------------   -------- 
Depreciation and 
 depletion                   2,914     2,774          46            64              -      5,798 
Finance income                (28)      (37)           -         (136)              -      (201) 
Finance cost                    48       159           -           541              -        748 
Operating profit/(loss)      1,182     5,095       (184)           161              -      6,254 
                          --------  --------  ----------   -----------  -------------   -------- 
Capital expenditures         3,341    42,062         233           449              -     46,085 
                          --------  --------  ----------   -----------  -------------   -------- 
Total assets               232,677   352,075       3,945       149,068              -    737,765 
                          --------  --------  ----------   -----------  -------------   -------- 
 
 

Unallocated category represents costs of corporate companies that are managed at the Group level.

Management assesses performance of the operating segments based on EBITDA (Earnings before interest, tax, depreciation and depletion and exploration expenses) which is calculated as operating result plus depletion and depreciation, exploration and evaluation expenses.

Net back is defined as revenue less direct and indirect government taxation. The indicator calculated as revenue less Mineral Extraction Tax, Export Duty and Transneft transportation services.

Reconciliation of operating profit/(loss) to EBITDA for the six months ended 30 June 2012 is presented below:

 
                          Exillon             Exillon   Regional   Unallocated  Intersegment    Total 
                             TP                  WS     Resources                eliminations 
                          -------  ---------  -------  ----------  -----------  -------------  ------- 
                          US$'000             US$'000   US$'000      US$'000       US$'000     US$'000 
 
Operating profit/(loss)     (243)              12,492         103     (10,845)              -    1,507 
Depreciation 
 and depletion              3,100               5,004          60           78              -    8,242 
Foreign exchange 
 loss/(gain)                    -               (242)           4          280              -       42 
Share based 
 payment charge                 -          -        -           -        5,698              -    5,698 
 
EBITDA                      2,857              17,254         167      (4,789)              -   15,489 
                          -------  ---------  -------  ----------  -----------  -------------  ------- 
 
 

Reconciliation of operating profit/(loss) to EBITDA for the six months ended 30 June 2011 (as restated) is presented below:

 
                          Exillon   Exillon   Regional   Unallocated   Intersegment    Total 
                             TP        WS     Resources                 eliminations 
                          -------   -------  ----------  -----------   -------------  ------- 
                          US$'000   US$'000   US$'000      US$'000        US$'000     US$'000 
 
Operating profit/(loss)     1,232     5,097       (209)      (4,082)               -    2,038 
Depreciation 
 and depletion              2,914     2,774          46           64               -    5,798 
                          -------   -------  ----------  -----------   -------------  ------- 
EBITDA                      4,146     7,871       (163)      (4,018)               -    7,836 
                          -------   -------  ----------  -----------   -------------  ------- 
 
 
   7.       revenue 
 
                  Six months ended 30 June 
                 -------------------------- 
                     2012          2011 
                 ------------  ------------ 
                   US$'000       US$'000 
 
Export sales           83,880        52,478 
Domestic sales         56,080        35,960 
 
                      139,960        88,438 
                 ============  ============ 
 
   8.       cost of sales 
 
                                             Six months ended 30 June 
                                            -------------------------- 
                                                2012          2011 
                                            ------------  ------------ 
                                              US$'000       US$'000 
 
Minerals extraction tax                           44,955        28,124 
Depreciation and depletion                         8,074         5,655 
Salary and related taxes                           2,963         2,145 
Taxes other than income tax                        2,769           681 
Current repair of property, plant 
 and equipment                                     2,239         1,347 
 Licence maintenance cost                          2,115           297 
Materials                                          1,649         1,505 
Rent                                                 625           421 
Oil treatment and in-field transportation            485         1,932 
Unused vacation accrual                              127             - 
                                                  66,001        42,107 
Change in crude oil inventory                        445         (966) 
                                            ------------  ------------ 
                                                  66,446        41,141 
                                            ============  ============ 
 
   9.       selling expenses 
 
                                       Six months ended 30 June 
                                      -------------------------- 
                                          2011          2011 
                                      ------------  ------------ 
                                        US$'000       US$'000 
 
Export duties                               44,078        27,478 
Transportation services - Transneft          6,407         4,165 
Transportation services - trucking 
 to Transneft                                4,430         3,939 
Other expenses                                 781           873 
 
                                            55,696        36,455 
                                      ============  ============ 
 
   10.     administrative expenses 
 
                                       Six months ended 30 June 
                                      -------------------------- 
                                Note      2012          2011 
                                      ------------  ------------ 
                                        US$'000       US$'000 
 
Salary and related taxes                     6,433         4,415 
Share based payment charge       21          5,698           438 
Business travel                              1,121         1,094 
Consulting services                            879           962 
Rent                                           641           337 
Communication services                         217           185 
Depreciation and amortisation                  171           143 
Accounting fees                                102            73 
Insurance                                       95           123 
Unused vacation accrual                         92             - 
Bank services                                   92           101 
Secretarial services                            25             5 
Share issuance costs                             -           195 
Fines and penalties                              -             3 
Other expenses                                 818           581 
 
                                            16,384         8,655 
                                      ============  ============ 
 
   11.     Other income, net 
 
                                Six months ended 30 June 
                               -------------------------- 
                                   2012          2011 
                               ------------  ------------ 
                                 US$'000       US$'000 
 
Foreign exchange (loss)/gain           (42)         4,654 
Other income/(expense)                  114         (587) 
 
                                         72         4,067 
                               ============  ============ 
 
   12.     earnings per share 

Basic earnings per share ("EPS") is calculated by dividing net profit for the period attributable to owners of the Parent by weighted average number of ordinary shares outstanding during the period.

The following reflects the income and adjusted share data used in the EPS computations:

 
                                       Six months ended 30 June 
                                      -------------------------- 
                                          2012          2011 
                                      ------------  ------------ 
                                        US$'000       US$'000 
 
(Loss)/profit attributable to 
 owners of the Parent                      (1,737)         5,873 
 
Number of shares: 
Weighted average number of ordinary 
 shares                                157,865,654   142,231,018 
Adjustments for: 
 - IPO share awards                      3,645,257       393,340 
                                      ------------  ------------ 
Weighted average number of ordinary 
 shares for diluted earnings per 
 share                                 161,510,911   142,624,358 
 
Basic ($)                                   (0.01)          0.04 
Diluted ($)                                 (0.01)          0.04 
                                      ============  ============ 
 
   13.     Property, plant and equipment 
 
                                  Oil and        Exploration        Buildings      Machinery,   Construction   Total 
                               gas properties   and evaluation   and construction   equipment,   in progress 
                                                    assets                          transport 
                                                                                    and other 
                              ---------------  ---------------  -----------------  -----------  ------------  -------- 
                                  US$'000                            US$'000         US$'000      US$'000     US$'000 
Cost 
 
31 December 2011                      437,316            6,361             10,396       41,149        50,518   545,740 
                              ---------------  ---------------  -----------------  -----------  ------------  -------- 
 
Additions                               4,990              117                  -          340        43,559    49,006 
Transferred from 
 construction 
 in progress                           42,574                -                288        3,005      (45,867)         - 
Disposals                                   -                -                  -        (289)             -     (289) 
Translation difference               (10,262)            (125)              (361)      (1,058)       (2,230)  (14,036) 
                              ---------------  ---------------  -----------------  -----------  ------------  -------- 
 
30 June 2012 (unaudited)              474,618            6,353             10,323       43,147        45,980   580,421 
                              ---------------  ---------------  -----------------  -----------  ------------  -------- 
 
Accumulated depreciation 
 
31 December 2011                     (15,928)                -            (1,409)      (4,980)             -  (22,317) 
                              ---------------  ---------------  -----------------  -----------  ------------  -------- 
 
Charge for the period                 (5,650)                -              (363)      (2,229)             -   (8,242) 
Disposals                                   -                -                  -          133             -       133 
Translation difference                  1,060                -                 52          227                   1,339 
 
30 June 2012 (unaudited)             (20,518)                -            (1,720)      (6,849)             -  (29,087) 
                              ---------------  ---------------  -----------------  -----------  ------------  -------- 
 
Net book value 
                              ---------------  ---------------  -----------------  -----------  ------------  -------- 
 
 
31 December 2011                      421,388            6,361              8,987       36,169        50,518   523,423 
                              ---------------  ---------------  -----------------  -----------  ------------  -------- 
 
30 June 2012 (unaudited)              454,100            6,353              8,603       36,298        45,980   551,334 
                              ---------------  ---------------  -----------------  -----------  ------------  -------- 
 

Decommissioning costs of US$3,514 thousand and US$3,747 thousand were included within oil and gas properties as of 30 June 2012 and 31 December 2011, respectively.

Cumulative capitalized borrowing costs of US$7,331thousand and US$4,432 thousand were included within oil and gas properties as of 30 June 2012 and 31 December 2011, respectively. Total borrowing costs incurred during the six months ended 30 June 2012 period amounted to US$3,079thousand and were capitalized in full.

Exploration and evaluation assets as of 30 June 2012 and 31 December 2011 comprise the ETP VI licence acquired in February 2010 and the ETP VII licence acquired in December 2011. Construction in progress relates to the construction of in-field infrastructure and drilling of oil wells commenced in 2011.

   14.     Inventories 
 
                        As at 
              ------------------------- 
              30 June 2012  31 December 
                                2011 
              ------------  ----------- 
                US$'000       US$'000 
 
Crude oil            1,831        1,141 
Spare parts          2,179        1,222 
Fuel                   406          273 
Chemicals              407          187 
 
                     4,823        2,823 
              ============  =========== 
 
   15.     trade and other receivables 
 
                                                  As at 
                                        ------------------------- 
                                        30 June 2012  31 December 
                                                          2011 
                                        ------------  ----------- 
                                          US$'000       US$'000 
 
Trade receivables                                650        1,912 
Allowance for doubtful debts                   (138)        (141) 
                                        ------------  ----------- 
 Net trade receivables                           512        1,771 
Taxes recoverable                             12,930        9,779 
Other receivables                              2,178        2,136 
 
  Current trade and other receivables         15,620       13,686 
                                        ============  =========== 
 

In determining the recoverability of a trade receivable, the Group considers any change in the credit quality of the trade receivable from the date credit was initially granted up to the reporting date. The concentration of credit risk is limited due to the customer base. Accordingly, the management of the Group believes that there is no further credit provision required in excess of the allowance for doubtful debts.

   16.     other assets 
 
                                   As at 
                         ------------------------- 
                         30 June 2012  31 December 
                                           2011 
                         ------------  ----------- 
                           US$'000       US$'000 
 
Eurobonds                           -       13,561 
Prepayments                       489        2,200 
Prepaid expenses                  744          790 
Other                              82           97 
                         ------------  ----------- 
 
  Current other assets          1,315       16,648 
                         ============  =========== 
 

On 6 May 2011, the Group purchased Eurobonds issued by EBRD for the total consideration of $15,399 thousand. The financial instruments were denominated in RUR with the fixed interest rate of 6% and matured in February 2012 (Note 21).

   17.     provision for decommissioning 
 
                                             As at 
                                   30 June 2012  31 December 
                                                     2011 
                                     US$'000       US$'000 
 
Balance at the beginning of the 
 period                                   5,153        3,949 
Additions                                   112        2,553 
Change in estimates                       1,159      (1,469) 
Unwinding of the present value 
 discount                                   258          390 
Translation difference                    (140)     (270) 
 
Balance at the end of the period          6,542        5,153 
 

In accordance with the licence agreements the Group is liable for site restoration, clean up and abandonment of the wells upon completion of their production cycle. The provision for future site restoration relates to obligations to restore the oilfields after use. All of these costs are expected to be incurred at the end of the life of wells after 2027. They depend on the estimated lives of the wells, the scale of any possible contamination and the timing and extent of corrective actions.

The unwinding of the discount related to future site restoration and abandonment reserve is included within finance costs. The management believes that this estimate of the future liability is appropriate to the size of the fields.

   18.     trade and other payables 
 
                                             As at 
                                   ------------------------- 
                                   30 June 2012  31 December 
                                                     2011 
                                   ------------  ----------- 
                                     US$'000       US$'000 
 
Trade payables                           15,342       13,633 
Advances received                         1,028        7,329 
Purchase of well                              -          719 
Salary payable                              516        1,115 
Other payables                              967            - 
                                   ------------  ----------- 
 
Current trade and other payables         17,853       22,796 
                                   ============  =========== 
 
   19.     borrowings 
 
                                  As at 
                        ------------------------- 
                        30 June 2012  31 December 
                                          2011 
                        ------------  ----------- 
                          US$'000       US$'000 
 
Credit Suisse                100,234       49,038 
Less: current portion          (234)      (3,271) 
 
Long-term portion            100,000       45,767 
                        ============  =========== 
 

There is no material difference between the carrying amount and fair value of borrowings.

Credit Suisse - On 10 September 2010, the Group agreed a loan facility of US$50 million with a term of 3.5 years. Interest was charged at LIBOR plus 7%.

The first repayment of principal was made in January 2012 in compliance with the repayment schedule.

In March 2012 the existing loan facility was replaced by a US$100 million loan facility with a term of 5 years. The loan bears an interest rate at LIBOR plus 6% and is repayable in equal quarterly instalments beginning from March 2014. The interest is payable quarterly with the first payment made in June 2012.

Unamortised borrowing costs of US$1,514 thousand incurred in relation to the previous loan facility of $50 million were written off to the statement of comprehensive income in March 2012.

Borrowing costs of US$2,160 thousand directly attributable to the extension of loan facility were immediately recognised in the statement of comprehensive income.

The loan is secured by a pledge of the 100% shares of certain Group's subsidiaries (Note 24): Exillon TP, Exillon WS, Regional Resources LLC, Ucatex Oil LLC, Kayumneft CJSC, Nem Oil CJSC, Komi Resources CJSC, Actionbrook Limited, Claybrook Limited, Diamondbridge Limited, Lanarch Limited, Halescope Limited, Vitalaction Limited, Corewell Limited, Touchskope Limited, Silo Holdings Limited and Exillon Finance Limited.

The loan is also secured with future revenue under export contracts and cash balances from a bank account opened in CJSC Bank Credit Suisse (Moscow).

   20.     Share capital 

The amount of share capital available for issue at the date of these consolidated financial statements and the issued share capital of the Company are as follows:

 
                            Number          Share capital  Share Premium 
                      (allotted and called 
                              up) 
                     ---------------------  -------------  ------------- 
                                                  US$'000        US$'000 
 
As at 31 December 
 2010                          138,072,911              1        126,034 
Issuance of shares              23,438,000              -        146,082 
As at 31 December 
 2011                          161,510,911              1        272,116 
Issuance of shares                       -              -              - 
As at 30 June 2012             161,510,911              1        272,116 
 

The total number of allotted ordinary shares is 161,510,911 with a par value of $0.0000125 each.

Issuance of new shares - on 21 April 2011, the Company issued 23,438,000 of new shares with a par value of US$0.0000125 each at GBP4 for total proceeds of GBP93,752 thousand or US$153,406 thousand. Costs related to the issuance of new shares taken against share premium amounted to US$7,324thousand.

   21.     Share-based payment 

During the year ended 31 December 2011 3,137,401 share awards were granted to the new senior managers out of the Employee Share Plan, of which 115,377 share awards subject to non-market conditions relating to the satisfactory performance of the duties and a three year vesting period and 3,022,024 share awards are not performance-related but subject to the completion of three year's service with any dealings prohibited during that period.

As part of a redundancy programme in January 2012 early vesting was granted in respect of 138,826 restricted share granted out of the IPO plan and 353,340 shares granted out of the Employee Share Plan; additionally 123,012 shares granted out of the Employee Share Plan were forfeited.

Movements in the number of share awards outstanding are as follows:

 
                                                  As at 
                                        ------------------------- 
                                        30 June 2012  31 December 
                                                          2011 
                                        ------------  ----------- 
 
       At the beginning of the period      3,948,137      810,736 
       Granted                                     -    3,137,401 
       Vested                              (492,166)            - 
       Forfeited                           (123,010)            - 
 
At the end of the period                   3,332,961    3,948,137 
                                        ============  =========== 
 

As of 30 June 2012 and 31 December 2011 there were no exercisable share awards.

Share awards outstanding at the end of the period have the following expiry dates:

 
                                 As at 
                       ------------------------- 
                       30 June 2012  31 December 
                                         2011 
                       ------------  ----------- 
 
       December 2012        369,030      507,856 
       June 2013            302,880      302,880 
       June 2014            123,010      369,030 
       July 2014          2,538,041    2,768,371 
 
                          3,332,961    3,948,137 
                       ============  =========== 
 

The total expense arising from share-based payment transactions recognised for the six months ended 30 June 2012 amounted to US$5,698 thousand (2011: US$438 thousand).

   22.   Risk management 

The Group's activities expose it to a variety of financial risks: market risk (including foreign currency risk, interest rate risk and commodity price risk), credit risk and liquidity risk.

The interim condensed consolidated financial statements do not include all financial risk management information and disclosures required in the annual financial statements, and should be read in conjunction with the Group's annual financial statements as at 31 December 2011.

Major categories of financial instruments - On 6 May 2011, the Group purchased Eurobonds issued by EBRD for the total consideration of US$15,399 thousand. According to Standard & Poor's independent rating agency the bonds have AAA credit rating. The financial instruments are denominated in RUR with the fixed interest rate of 6%.

These financial assets were measured at amortised cost using the effective interest method with interest income recognised by applying the effective interest rate.

The Group received proceeds of US$14,313 thousand comprising the nominal value and accrued interest in relation to the maturity of Eurobonds on 14 February 2012.

The difference between the consideration paid and the receipt relates to the foreign exchange loss arising on the revaluation of foreign currency denominated bonds at the maturity date.

Cash is placed in financial institutions which are considered to have minimal risk of default in compliance with independent rating agencies and held mainly on short-term deposits and VTB credit-linked deposits.

 
                                                  As at 
                                        ------------------------- 
                                  Note   30 June     31 December 
                                           2012          2011 
                                        --------   -------------- 
                                         US$'000         US$'000 
 Financial assets 
 Cash and cash equivalents               138,507          117,567 
 Eurobonds                         16          -           13,561 
 Trade and other receivables       15      2,690            3,907 
 
   Total financial assets                141,197          135,035 
                                        ========       ========== 
 
 Financial liabilities 
 Trade and other payables          18     16,825           15,467 
 Borrowings                        19    100,234           49,038 
                                        --------       ---------- 
 
 Total financial liabilities             117,059           64,505 
                                        ========       ========== 
 
 
   23.   COMMITMENTS and contingencies 

Capital commitments - The Group has capital commitments outstanding against major contracts:

 
                                                 As at 
                                       ------------------------- 
Nature of contract:                    30 June 2012  31 December 
                                                         2011 
                                       ------------  ----------- 
                                         US$'000       US$'000 
 
       Road construction                        390          320 
       Well construction                     13,488       19,090 
       Oil reserves development work          1,356        5,341 
       Pipeline construction                    626           18 
       Other                                     43          118 
 
Total                                        15,903       24,887 
                                       ============  =========== 
 

Leases - the Group leases three wells and associated land plots from government agencies in the Russian Federation. The initial terms on all leases has expired as at 31 December 2011. During the six months ended 30 June 2012 two lease contracts out of three were extended till 2017 and 2038, respectively. The extension of the contract for the third well is currently under negotiation. The lease terms allow for continued lease renewal after expiry of the initial term. In continuing to use these wells, the Group relies on Article 621(2) of the Civil Code of the Russian Federation, which states that such leases are renewed for an indefinite term if the tenant continues to use the property after the term of the lease has expired in the absence of objections from the lessor, although either party is entitled to terminate the lease upon three months' notice. The Group believes that the Russian authorities are unlikely to exercise this termination right as the Group has the exclusive right to extract the oil resources underlying the wells and continues to make lease payments.

   24.     TRANSACTIONS WITH RELATED PARTIES 

For the purposes of the financial statements, parties are considered to be related if one party has the ability to control the other party, is under common control, or can exercise significant influence over the other party in making financial and operational decisions. In considering each possible related party relationship, attention is directed to the substance of the relationship, not merely the legal form.

The Group had no outstanding balances with related parties as of 30 June 2012 and 31 December 2011.

Transactions with related parties during the period were as follows:

 
                                 Six months ended 30 June 
                                --------------------------- 
                                    2012           2011 
                                -------------  ------------ 
                                   US$'000       US$'000 
 Key Management personnel: 
    Interest-free loan repaid               -           254 
 
 
 
 

Compensation of key management personnel - Key management personnel consist of independent non-executive directors, executive directors, directors and presidents of operational subsidiaries. Compensation of key management personnel is set by senior executives of the Group. Compensation of key management includes salary, other short-term benefits and share-based payments. Total compensation to key management personnel included in administrative expenses in the consolidated statement of comprehensive income was US$8,095 thousand for the six months ended 30 June 2012 (2011: US$2,140 thousand).

   25.     controlled entities 
 
                                                                             Ownership/ proportion 
                                                                               of ordinary shares 
                                                                                     as at 
                                                                           ------------------------ 
                           Country of                                       30 June    31 December 
        Name              incorporation           Principal activity          2012         2011 
--------------------  --------------------  -----------------------------  ---------  ------------- 
                                             Exploration, development 
                                              and production 
 Exillon TP            Russian Federation     of oil and gas                 100%         100% 
                                             Exploration, development 
                                              and production 
 Exillon WS            Russian Federation     of oil and gas                 100%         100% 
 Regional Resources 
  LLC                  Russian Federation    Oil sales and marketing         100%         100% 
 Ucatex Oil LLC        Russian Federation    Subsoil user                    100%         100% 
  Kayumneft CJSC       Russian Federation    Subsoil user                    100%         100% 
 Nem Oil CJSC          Russian Federation    Subsoil user                    100%         100% 
 Komi Resources 
  CJSC                 Russian Federation    Administration                  100%         100% 
 Ucatex Ugra LLC       Russian Federation    Subsoil user                    100%         100% 
 Silo Holdings 
  LLC                  BVI                   Oil trading                     100%         100% 
  Exillon Finance 
   LLC                 Isle of Man           Treasury                        100%         100% 
 Exillon Middle 
  East LLC             UAE                   Services and administration       -           49% 
 

On 8 May 2012 the Company sold its ownership shares in Exillon Middle East LLC to a third party with an insignificant gain.

[1] The Company records production in metric tonnes. Barrelization ratios are used for illustrative purposes only and are calculated based on the Company's estimate of the typical API of oil produced from specific fields. The barrelization ratios used are 7.67 bbl / tonne for Exillon WS and 7.44 bbl / tonne for Exillon TP.

This information is provided by RNS

The company news service from the London Stock Exchange

END

IR BLGDILGXBGDB

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