First Calgary Petroleums Ltd. Reports First Quarter Results
CALGARY, May 10 /CNW/ - First Calgary Petroleums Ltd. (FCP, First Calgary
or the Company) announces its financial results for the three months ended
March 31, 2006.
Highlights
- Successful production test results from the LES-3 and MLE-6 wells;
- New oil pool discovered in the TAGI zone in the LES area;
- Commercialisation and gas marketing discussions on the MLE field
progressing with Sonatrach targeting field development approval in
2nd half 2006;
- Successful C$165 million (US $142 million) net equity financing in
April - funds expanded exploration and appraisal drilling through
2006 and into 2007;
- Three rigs in operation, currently drilling exploration prospects
ZER-1, GSME-1 and GSM-1.
Richard Anderson, President and CEO, commented:
"Our recently announced drilling and testing successes, together with
ongoing commercialisation activities, confirm the excellent progress we are
making with our strategy. We are delighted with the support received from
shareholders in the oversubscribed equity capital raising, which enables us to
extend our exploration and appraisal activities well into next year."
Management's Discussion and Analysis
Management's discussion and analysis (MD&A) should be read in conjunction
with the unaudited interim financial statements for the three month periods
ended March 31, 2006 and 2005 and the 2005 Annual Report incorporating the
audited financial statements and MD&A for the year ended December 31, 2005. In
this discussion and analysis $ refers to the U.S. dollar and C$ refers to the
Canadian dollar. Additional information is available on FCP's website at
www.fcpl.ca or on SEDAR's website at www.sedar.com.
FCP is building momentum in 2006, working towards commercialisation
milestones and achieving excellent drilling results on Block 405b.
During the quarter, First Calgary continued to execute its strategy that
focuses on two principal initiatives:
- commercialise Block 405b with a staged development plan initially
based on the MLE area of the Block; and
- increase proved and probable reserves through a programme of
exploration, appraisal drilling and completion activities.
Ledjmet Block 405b
Exploration and Appraisal Activities
FCP recently announced very positive production test results from the
LES-3 and MLE-6 wells. LES-3 encountered a new oil pool in the TAGI zone,
while MLE-6 completes a successful appraisal of the MLE field. Completion and
production testing activities are ongoing, currently at LEW-2.
First Calgary is now operating three rigs which are currently drilling
three exploration prospects. The first prospect, ZER-1, will satisfy FCP's
remaining drilling commitment on Block 405b and explore the northwest quadrant
of the Block. The second and third prospects are exploring the southern
portion of the Block. It is important that these exploration prospects are
drilled prior to the expiration of the exploration period in December 2006, so
that FCP can optimise its retention of acreage for further appraisal and
potential exploitation.
During the three months ended March 31, 2006, First Calgary spent
$22.1 million on the following exploration and appraisal activities on the
Block:
- ongoing geological and geophysical analysis and studies;
- completed and production tested the LES-3 and MLE-6 wells;
- drilled and cased the LEW-2 well;
- commenced drilling the ZER-1 exploration well;
- performed various testing and reservoir stimulation activities; and
- prepared access roads and drill platforms for future drilling
locations.
MLE Commercialisation
During the quarter, FCP and Sonatrach have progressed discussions
regarding potential terms for marketing the natural gas and have been working
towards commencement of FEED (Front End Engineering and Design). Once the
marketing terms are finalized, an Exploitation License Application (ELA) will
be submitted to the Algerian Ministry of Energy and Mines. FCP continues to
target an ELA submission mid-2006, with approval sought in the second half of
2006.
Rhourde Yacoub Block 406a
The exploration period of the Block 406a joint venture agreement ends on
August 10, 2006 at which time FCP is required to complete appraisal activities
and, if appropriate, submit a development plan for the ZCH discovery. During
the first quarter of 2006, First Calgary spent $3.5 million on completing,
production testing and evaluating the ZCH-2 results. A decision will be made
regarding any future activity on the Block prior to the end of the exploration
period.
Capital Expenditures
The Company's capital expenditures in the first three months of 2006
totaled $34.9 million, compared to $12.5 million in the comparable 2005
period, reflecting an increased level of activity on Block 405b.
Three Months Ended March 31, 2006 Block 405b Block 406a Total
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Drilling, completion and testing $ 21,220 $ 3,451 $ 24,671
Geological and geophysical 830 25 855
MLE commercialisation 5,375 - 5,375
Training bonuses 150 150 300
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$ 27,575 $ 3,626 $ 31,201
Block management and administration 3,668
Corporate 34
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$ 34,903
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Liquidity and Capital Resources
In April 2006, FCP raised gross proceeds of C$174 million (approximates
US $142 million in net proceeds) from an equity financing of 19,340,000 common
shares. These proceeds, together with the Company's $58 million of existing
working capital as at the end of March, will enable FCP to continue its
aggressive three rig drilling operation into 2007.
Additional funding is derived periodically from the exercise of stock
options and warrants. During the three months ended March 31, 2006 FCP issued
204,533 common shares from the exercise of employee stock options, resulting
in $0.2 million in proceeds. Without revenue from oil and gas operations, FCP
relies upon equity to fund its short-term operations and capital programmes.
Development of the Ledjmet Block 405b reserves through to commercial
production will require significant funding. This funding is expected to be in
the form of debt, equity, joint ventures or some combination thereof. With the
current high commodity price environment, the capital markets appear receptive
to the oil and gas industry and the Company believes this environment will
continue into the foreseeable future. First Calgary has been approached by a
number of parties seeking to fund the Ledjmet development. To date, no
arrangements have been entered into, however the Company is optimistic the
necessary funding will be available when required under reasonable commercial
terms.
The Company's working capital at March 31, 2006 was $58.5 million
compared to $92.2 million at last year end. Changes in the Company's working
capital were primarily a function of the magnitude of its capital
expenditures, as detailed below:
SOURCES (USES) OF WORKING CAPITAL
-------------------------------------------------------------------------
Working capital at December 31, 2005 $ 92,920
Capital expenditures (34,234)
Proceeds from the exercise of employee stock options 157
Net administrative costs (369)
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Working capital at March 31, 2006 $ 58,474
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The Company is listed on the Toronto Stock Exchange and the AIM market of
the LondonStock Exchange. The fully-diluted number of shares outstanding at
the following dates were:
May 9, March 31, December 31,
SHARES OUTSTANDING 2006 2006 2005
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Common shares 222,513,002 203,052,127 202,847,594
Employee stock options 9,837,625 9,708,500 9,132,033
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Fully-diluted shares
outstanding 232,350,627 212,760,627 211,979,627
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Contractual Obligations
The Company has the following contractual obligations outstanding as at
March 31, 2006:
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CONTRACTUAL OBLIGATIONS Payments Due by Period
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Remainder 2007 -
Total 2006 2010
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Operating Leases $ 742 $ 421 $ 321
Exploration Commitment(1) 5,000 5,000 -
Drill Rig Contracts(2) 8,985 6,690 2,295
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$ 14,727 $ 12,111 $ 2,616
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(1) Relates to the last exploration well commitment under the Block 405b
PSC, partially drilled to date.
(2) Amounts are the minimum payments required under the rig contracts.
Operating Results and Selected Quarterly Information
2006 2005
(000's of U.S. dollars) Q1 Q4 Q3 Q2 Q1
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Interest $ 886 $ 887 $ 1,039 $ 428 $ 659
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Expenses
General and
administrative 1,272 1,192 1,001 1,414 1,139
Stock-based
compensation 911 3,892 373 503 746
Foreign exchange
loss (gain) (6) (70) (2,181) 932 1,527
Other expenses 22 54 49 46 (33)
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2,199 5,068 (758) 2,895 3,379
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Income (loss) (1,313) (4,181) 1,797 (2,467) (2,720)
Income (loss) per share (0.01) (0.02) 0.01 (0.01) (0.01)
Total Assets $491,776 $482,776 $478,103 $475,286 $375,384
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2004
(000's of U.S. dollars) Q4 Q3 Q2
-----------------------------------------------------
Interest $ 386 $ 251 $ 238
-----------------------------------------------------
Expenses
General and
administrative 1,165 904 1,048
Stock-based
compensation 1,442 975 1,375
Foreign exchange
loss (gain) (820) (2,151) 1,137
Other expenses (102) 109 92
-----------------------------------------------------
1,685 (163) 3,652
-----------------------------------------------------
Income (loss) (1,299) 414 (3,414)
Income (loss) per share (0.01) 0.00 (0.02)
Total Assets $393,042 $179,912 $169,229
-----------------------------------------------------
General and administrative costs were $1.3 million in the first quarter
of 2006 compared to $1.2 million in the fourth quarter of 2005. The increase
is primarily the result of growing employee levels required to operate the
Algerian projects.
Stock-based compensation declined in the first quarter compared to the
fourth quarter of 2005, primarily the result of an initial up front expense
recorded in Q4 relating to a company-wide stock option grant and options
granted to new employees. In addition, First Calgary capitalized $0.7 million
of stock-based compensation expense in the three months ended March 31, 2006
(three months ended March 31, 2005 - nil).
Business Risks and Uncertainties
The MD&A for the year ended December 31, 2005 includes an overview of
certain business risks and uncertainties facing the Company. Those risks
remain in effect as at March 31, 2006.
Outlook
First Calgary's strategy is primarily to commercialise Block 405b and
increase proved and probable reserves. The plan for 2006 is to make progress
with both of these, through its commercialisation discussions with Sonatrach
and capital investment programme. In addition, financing alternatives are
currently being investigated to enable the Company to proceed to the
development phase.
Advisory Regarding Forward-Looking Statements
Certain information with respect to the Company contained in this report,
including management's assessment of future plans and operations, contains
forward-looking statements. These forward-looking statements are based on
assumptions and are subject to numerous risks and uncertainties, some of which
are beyond FCP's control, including the impact of general economic conditions,
industry conditions, volatility of commodity prices, currency exchange rate
fluctuations, reserve estimates, environmental risks, competition from other
explorers, stock market volatility and ability to access sufficient capital.
FCP's actual results, performance or achievement could differ materially from
those expressed in, or implied by, these forward-looking statements and,
accordingly, no assurance can be given that any events anticipated by the
forward-looking statements will transpire or occur.
May 9, 2006
FIRST CALGARY PETROLEUMS LTD.
Consolidated Balance Sheets
(Expressed in thousands of U.S. dollars)
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March 31 December 31
2006 2005
-------------------------------------------------------------------------
(Unaudited) (Audited)
Assets
Current assets:
Cash and short-term deposits (note 2) $ 81,981 $ 107,882
Accounts receivable 314 338
Deposits and prepaid expenses 440 387
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82,735 108,607
Property, plant and equipment 409,041 374,169
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$ 491,776 $ 482,776
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Liabilities and Shareholders' Equity
Current liabilities:
Accounts payable and accrued liabilities
(note 3) $ 24,261 $ 15,687
Asset retirement obligations 438 436
Shareholders' equity:
Capital stock (note 4) 484,892 484,694
Contributed surplus (note 4) 15,969 14,430
Cumulative translation adjustment 6,502 6,502
Deficit (40,286) (38,973)
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467,077 466,653
Operations and commitments (note 1)
Subsequent event (note 6)
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$ 491,776 $ 482,776
-------------------------------------------------------------------------
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See accompanying notes to interim consolidated financial statements.
FIRST CALGARY PETROLEUMS LTD.
Consolidated Statements of Operations and Deficit
(Expressed in thousands of U.S. dollars)
(Unaudited)
-------------------------------------------------------------------------
Three months ended
March 31
2006 2005
-------------------------------------------------------------------------
Revenue:
Interest $ 886 $ 659
-----------------------------------------------------------------------
Expenses:
General and administrative 1,272 1,139
Stock-based compensation (note 4) 911 746
Capital tax recovery (11) (54)
Foreign exchange loss (gain) (6) 1,527
Depreciation and accretion 33 21
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2,199 3,379
Loss for the period (1,313) (2,720)
Deficit, beginning of period (38,973) (31,402)
-------------------------------------------------------------------------
Deficit, end of period $ (40,286) $ (34,122)
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Loss per share (note 4) $ (0.01) $ (0.01)
-------------------------------------------------------------------------
-------------------------------------------------------------------------
See accompanying notes to interim consolidated financial statements.
FIRST CALGARY PETROLEUMS LTD.
Consolidated Statements of Cash Flows
(Expressed in thousands of U.S. dollars)
(Unaudited)
-------------------------------------------------------------------------
Three months ended
March 31
2006 2005
-------------------------------------------------------------------------
Operating activities:
Loss for the period $ (1,313) $ (2,720)
Items not involving cash:
Stock-based compensation 911 746
Unrealized foreign exchange loss (gain) (63) 1,863
Depreciation and accretion 33 21
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(432) (90)
Change in non-cash working capital 2,499 (2,821)
-----------------------------------------------------------------------
2,067 (2,911)
Financing activities:
Proceeds from exercise of options and warrants 157 378
Issue costs - (15)
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157 363
Investing activities:
Capital expenditures (34,234) (12,509)
Change in non-cash working capital 6,039 (12,944)
-----------------------------------------------------------------------
(28,195) (25,453)
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Change in cash and short-term deposits (25,971) (28,001)
Effect of exchange rate fluctuations on cash
and short-term deposits 70 (1,863)
Cash and short-term deposits, beginning
of period 107,882 81,874
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Cash and short-term deposits, end of period $ 81,981 $ 52,010
-------------------------------------------------------------------------
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See accompanying notes to interim consolidated financial statements.
FIRST CALGARY PETROLEUMS LTD.
Notes to Interim Consolidated Financial Statements
Three months ended March 31, 2006 (unaudited)
(Expressed in thousands of U.S. dollars unless otherwise indicated)
-------------------------------------------------------------------------
The interim consolidated financial statements of First Calgary Petroleums
Ltd. ("FCP" or "the Company") have been prepared by management in
accordance with accounting principles generally accepted in Canada
following the same accounting policies as the consolidated financial
statements for the year ended December 31, 2005. The disclosures included
below are incremental to those included with the annual consolidated
financial statements. The interim consolidated financial statements
should be read in conjunction with the consolidated financial statements
and the notes thereto for the year ended December 31, 2005.
1. Operations and commitments:
The Company's operations are in Algeria where it has the rights to
explore, appraise and develop two blocks, Ledjmet Block 405b ("Block
405b") and Yacoub Block 406a ("Block 406a"). The Company's rights and
obligations in each block are set out in agreements with Sonatrach,
the national oil company of Algeria.
(a) Block 405b:
In 2001 the Company entered into a production-sharing contract
(PSC) with Sonatrach to explore and appraise Block 405b in the
Berkine Basin. The five year exploration period of the PSC ends
on December 26, 2006. FCP's remaining work commitment under the
PSC is to finish drilling one exploration well (ZER-1) prior to
the end of the exploration period, which has a remaining cost of
approximately $5 million. If the Company fails to satisfy this
work obligation, the rights, other than for which an exploitation
permit has been granted or requested, will be returned and the
Company will be liable to pay Sonatrach a penalty of
$6.25 million. In addition, the Company is obligated to pay an
annual training bonus in the amount of $150 for the duration of
the contract, including exploitation periods.
Each oil and gas discovery made during the exploration period is
subject to an appraisal work programme that may extend up to two
years beyond the exploration period of the PSC. Following the
appraisal of each discovery, the Company and Sonatrach will
obtain exploitation permits for any reserves determined to be
commercial and all lands not subject to an exploitation permit
will be returned to the government. During the exploitation
period, the PSC allocates hydrocarbon production between FCP,
Sonatrach and the Algerian State in accordance with a sliding
scale formula based on such factors as production levels, product
prices, project investment and rates of inflation. Pursuant to
the formula, the Company's annual share of production may range
from 27.72 to 8.16 percent. All Algerian state royalties and
income taxes are paid by Sonatrach from its share of hydrocarbon
production. Exploitation periods for each commercial oil and
natural gas discovery are 25 and 30 years, respectively.
The PSC provides the Company with the right to appraise and
develop the MLE reserves discovered with the MLE-1 well. As
compensation for this right, the Company is committed to pay
Sonatrach a reserve-based access fee of twenty-five cents per
barrel of oil equivalent calculated on the total estimated
recoverable MLE reserves. The access fee will be determined at
the time MLE reserves are declared commercial by Sonatrach and
will be payable as a deduction from Sonatrach's share of the MLE
development expenditures.
(b) Block 406a:
In 2000 the Company entered into a joint venture agreement (JVA)
with Sonatrach to explore Block 406a in the Berkine Basin. The
exploration period ends on August 10, 2006 at which time FCP
needs to complete its appraisal and delineation of the ZCH
reserves and to submit a development plan.
Pursuant to the JVA, exploitation periods for each commercial oil
and natural gas discovery are 15 and 20 years respectively, plus
a five year extension option. During the exploitation period, the
JVA allocates 49 percent of the hydrocarbon production or
equivalent volume thereof to the Company. FCP is responsible for
paying Algerian state royalties and income taxes on its share of
production. A portion of the total recoverable natural gas
reserves above a certain threshold will be considered strategic
reserves and excluded by Algerian law from the JVA. In addition,
the Company is obligated to pay an annual training bonus in the
amount of $150 for the duration of the contract, including
exploitation periods.
While the Company currently has sufficient resources to meet its
required work commitments, these resources may be directed to other,
optional capital programmes depending on the success of expenditures
and other opportunities which become available to the Company. In
addition, the development of the Company's reserves through to
commercial production will require additional funding in the form of
debt, equity, joint ventures or some combination thereof. FCP is
currently evaluating several development scenarios for the MLE field.
The gross development costs of the various scenarios range up to
$860 million (FCP net $645 million). To develop the Block 405b total
proved, probable and possible reserves, gross development costs could
reach $2.75 billion (FCP net $2.1 billion). FCP is obligated to
finance 75 percent of the development expenditures assuming Sonatrach
will exercise its right to participate in the development.
2. Cash and short-term deposits:
The Company considers deposits in banks, certificates of deposit and
short-term investments with original maturities of three months or
less as cash and short-term deposits. The components of cash and
short-term deposits are as follows:
---------------------------------------------------------------------
March 31 December 31
2006 2005
---------------------------------------------------------------------
Cash on deposit:
U.S. dollars $ 9,073 $ 2,759
Canadian dollars 735 438
Algerian dinars 313 1,614
British pounds 84 152
Euro 14 -
Bank term deposits:
U.S. dollars 69,615 98,454
Canadian dollars 1,799 3,672
British pounds 348 793
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$ 81,981 $ 107,882
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3. Accounts payable and accrued liabilities:
---------------------------------------------------------------------
March 31 December 31
2006 2005
---------------------------------------------------------------------
U.S. dollars $ 20,204 $ 12,352
Algerian dinars 3,492 2,760
Canadian dollars 431 456
British pounds 127 119
Euro 7 -
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$ 24,261 $ 15,687
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4. Capital stock:
(a) Issued share capital:
---------------------------------------------------------------------
Number of
Shares Amount
---------------------------------------------------------------------
Common shares:
Balance, December 31, 2005 202,847,594 $ 484,694
Issued on exercise of employee
stock options 204,533 157
Transfer from contributed surplus on
exercise of stock options - 41
---------------------------------------------------------------------
Balance, March 31, 2006 203,052,127 $ 484,892
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(b) Employee stock options:
The Company has 10,104,563 common shares reserved for issuance
pursuant to the Stock Option Plan. Stock options granted under
the plan have a term of five years and vesting terms are
determined at the discretion of the Board, ranging between two
and three years. The exercise price of each option is equal to
the closing market price of the shares on the date preceding the
date of the grant. The following table summarizes the changes in
stock options outstanding at March 31, 2006:
---------------------------------------------------------------------
Weighted
Average
Number of Exercise
Options Price
---------------------------------------------------------------------
Outstanding, December 31, 2005 9,132,033 C$ 4.95
Grants 831,000 9.00
Exercised (204,533) 0.89
Cancelled (50,000) 10.95
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Outstanding, March 31, 2006 9,708,500 C$ 5.35
---------------------------------------------------------------------
---------------------------------------------------------------------
The following table summarizes information about the options
outstanding and exercisable at March 31, 2006:
---------------------------------------------------------------------
Options Outstanding Options Exercisable
---------------------------------------------------------------------
Weighted
Average
Remaining Weighted Weighted
Range of Contractual Average Average
Exercise Life Exercise Exercise
price Options (years) Price Options Price
---------------------------------------------------------------------
C$0.50-0.82 715,000 0.57 C$0.68 715,000 C$0.68
C$1.25-1.25 505,000 1.17 1.25 505,000 1.25
C$2.36-2.95 893,000 1.84 2.60 893,000 2.60
C$4.72-4.72 2,487,500 2.58 4.72 2,487,500 4.72
C$6.21-6.39 3,378,000 4.66 6.27 1,109,331 6.27
C$7.45-8.59 710,000 3.71 7.80 475,001 7.67
C$8.65-10.95 731,000 4.76 9.07 73,335 9.63
C$11.10-15.77 289,000 3.26 11.85 174,001 11.57
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9,708,500 3.28 years C$5.35 6,432,168 C$4.43
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(c) Stock-based compensation expense:
For the three months ended March 31, 2006, the Company recorded
$1.6 million (2005 - $0.7 million) of stock-based compensation
expense, of which $0.7 million was capitalized (2005 - nil). The
fair value of the options granted in the three months ended
March 31, 2006 was estimated to be C$4.50 per option and was
determined using the Black-Scholes option pricing model with the
following assumptions: expected volatility of 65 percent,
risk-free interest rate of 4 percent and expected lives of
3.7 years. There were no options granted in the first quarter of
2005.
(d) Contributed surplus:
The changes in the contributed surplus balance are as follows:
---------------------------------------------------------------------
Balance, December 31, 2005 $ 14,430
Options granted 1,580
Options exercised (41)
---------------------------------------------------------------------
Balance, March 31, 2006 $ 15,969
---------------------------------------------------------------------
---------------------------------------------------------------------
(e) Per share amounts:
The loss per share is based on the weighted average shares
outstanding for the period. The weighted average shares
outstanding for the three month period ended March 31, 2006 were
203,033,422 (2005 - 183,535,492).
5. Segmented information:
The Company's activities are conducted in two geographic segments:
Canada and Algeria. All activities relate to exploration and
development of petroleum and natural gas in Algeria.
Canada Algeria Total
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Capital Expenditures -
three months ended March 31
---------------------------------------------------------------------
2006 $ 34 $ 34,869 $ 34,903
2005 $ 17 $ 12,492 $ 12,509
Assets - as at March 31
---------------------------------------------------------------------
2006 $ 82,607 $ 409,169 $ 491,776
2005 $ 52,360 $ 323,024 $ 375,384
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6. Subsequent Event:
In April 2006, the Company closed a financing arrangement by issuing
19,340,000 common shares for gross proceeds of C$174 million
(9,439,822 common shares at C$9.00 per share and 9,900,178 common
shares at pnds stlg 4.40 per share). As part of the agreement, FCP
has granted the underwriter an over-allotment option, which provides
the underwriter an option to purchase 2,901,000 common shares at
C$9.00 per share. The over-allotment option is exercisable, at the
sole discretion of the underwriter, prior to June 3, 2006.
For further information: First Calgary Petroleums Ltd., Richard G.
Anderson, President and CEO or John van der Welle, Finance Director and CFO,
Tel: (403) 264-6697, Website: www.fcpl.ca; Other contacts: James Henderson,
Pelham Public Relations, Tel: +44 (0) 207 743 6673; Carina Corbett, 4C -
Burvale Limited, Tel: +44 (0) 207 907 4761
(FPL)
END
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