TIDMPGR

RNS Number : 1705S

Phoenix Global Resources PLC

29 September 2017

29 September 2017

Phoenix Global Resources plc

("Phoenix" or the "Company" or with its subsidiaries the "Group")

UNAUDITED INTERIM RESULTS FOR "ANDES"

FOR THE PERIOD TO 30 JUNE 2017

Phoenix (AIM: PGR; BCBA: PGR), the independent Argentina-focused oil and gas exploration and production company, announces its unaudited interim results for Andes Energia plc ("Andes") for the six month period ending 30 June 2017 prior to the combination with Trefoil Holdings B.V..

Operational review

Period highlights

-- Average oil production during the period of 2,369 bpd in Argentina; average net price of approximately US$51.95/bbl

-- Average oil production during the period of 583 bpd in Colombia; average net price of approximately US$49.36/bbl

-- Average gas production during the period of 383 boepd in Colombia; average net price of US$2.90/mbtu

-- 41 development wells drilled on the Chachahuén licence in Argentina, in partnership with YPF, all successfully brought into production

-- An oil discovery was made in the exploration well Vikingo-1 in LLA-47 in Colombia in the sandstone of the Carbonera C5 formation

-- Commenced a workover campaign on the La Paloma and Cerro Alquitrán blocks to extend the working life of the assets

-- Further to changes in the corporate structure through which the Company holds its 26.01% interest in Interoil Exploration & Production ASA ("Interoil") and changes in the composition of the board and senior management, with effect from 8 June 2017 Interoil has no longer been consolidated in the results of the Group

-- EBITDA* of US$ 2.4 million compared to US$7.7 million for the comparable period last year

   --           At the period end the net debt position was US$76.4 million 

Post period highlights

-- The Vega Grande exploitation licence has been extended for a further period of one year commencing on the 28 July 2017

-- The workover performed in LP5 well on La Paloma licence was successful with the well self-flowing at more than 120 bopd from Hutrin formation, while the Company continues to evaluate the main target in Grupo Neuquén

-- A second exploratory period of one year has been awarded for the Laguna El Loro licence

-- On 10 August the Company completed the combination with Trefoil Holdings B.V., the holding company that indirectly owns over 99.99% of Petrolera El Trébol S.A. ("PETSA"), the operating company for the oil and gas exploration and production business of Mercuria Energy Group Limited ("Mercuria EG") in Argentina and changed its name to Phoenix Global Resources plc

-- On completion the Company drew down US$87 million of a new US$160 million bridging and working capital facility from Mecuria Energy Trading S.A. and has since repaid all Company loans outstanding at the date of completion

-- Proposed demerger of Colombian interests held through the Company's holding in Interoil and the Board intends to convene another general meeting in due course to propose new resolutions to effect the demerger

-- Pursuant to the acceptance by the Province of a new exploitation plan presented by the operator of the Chañares Herrados ("CH") and Puesto Pozo Cercado ("PPC") blocks in Mendoza in which the Group has a 78% interest, the joint venture partners will relinquish 100% of the PPC block

-- The Company drew down US$45 million of the remaining US$73 million of the US$160 million bridging and working capital facility provided by Mercuria Energy Trading S.A.

*Before gain of US$13.6 million recognised on the deconsolidation of Interoil

Enquiries:

 
 Phoenix Global           Anuj Sharma,       T: +54 11 5258 
  Resources plc            CEO                7500 
                           Philip Wolfe,      T: +44 (0) 207 
                           CFO                839 4974 
 
   Stockdale Securities     Antonio Bossi      T: +44 (0) 207 
                            David Coaten       601 6100 
 
   Panmure Gordon           Adam James         T: +44 (0) 207 
                            Atholl Tweedie     886 2500 
 
   Camarco                  Billy Clegg        T: +44 (0) 203 
                            Gordon Poole       757 4980 
                            James Crothers 
 

Qualified Person Review

In accordance with AIM guidance for mining, oil and gas companies, Mr. Javier Vallesi and Mr. Greg Easley have reviewed the information contained in this announcement. Mr. Vallesi, Chief Operating Officer of the Group, is a petroleum engineer with over 22 years of experience in the oil and gas industry and is a member of the Argentinian Institute of Oil and Gas. Mr. Easley, Senior Manager Reservoir and Engineering, is a petroleum engineer with over 10 years of experience in the oil and gas industry, is a licenced Professional Engineer in the State of Texas and is a member of the Society of Petroleum Engineers.

Chief Executive Officer's Review

Introduction

At the end of the period, the Company had an interest in 30 licences in Argentina (including 11 licences which Andes is in the process of relinquishing); a direct interest in 9 licences in Colombia (including 2 licences currently suspended and 3 licences which Andes is in the process of relinquishing); and an indirect interest in a further 4 licences in Colombia through its 26.01% interest in Interoil.

Oil and Gas Interests

Argentina

Chachahuén

Development drilling

In Chacahuen Sur, the development programme continued at a good pace, with on average 3 rigs working in the field simultaneously during the period. 41 new producing wells were drilled and successfully completed during the period resulting in an increase in oil production of approximately 1,598 bpd (319 bpd net to Andes).

Enhanced Oil Recovery -Water Flood project

At the end of the period the project reached an average rate of injection of approximately 12,300 bpd through a total of 56 water injection wells.

Oil production

During the period, oil production increased by 21%, from 7,630 bpd (1,526 bpd net to Andes) to 9,228 bpd (1,845 bpd net to Andes). With 41 new producing wells coming on stream there were a total of 196 producing wells on stream at the end of the period.

A union strike at the end of April/beginning of May adversely impacted production resulting in a temporary reduction of approximately 12,800 bbls during the period.

Exploratory activity

The discovery well Cerro Redondo x-1 is situated approximately 4.3 km northeast of the discovery well Chus x-2 on the Chachahuén Sur evaluation block and is currently producing at a rate of 58 bpd.

The discovery well Cerro Morado Este x-1, located approximately 37.3 km southeast of the discovery well Chus x-2 on the Chachahuén Sur evaluation block, is currently producing from the Centenario formation at a rate of 32 bpd.

The discovery well Cerro Morado Este e-3, located approximately 34.9 km southeast of the discovery well Chus x-2 on the Chachahuén Sur evaluation block, is currently producing from the Centenario formation at a rate of 32 bpd.

A further 4 appraisal wells are planned to delineate the extent of the Cerro Morado.

Puesto Pozo Cercado and Chañares Herrados blocks - Mendoza

Oil production decreased by 11% during the period, from 1,208 bpd (603 bpd net to Andes) to 1,107 bpd (553 bpd net to Andes) awaiting workover activities, which are planned for the fourth quarter onwards.

Production from wells CH 1006, CH 1012, CH 1023 and CH 1002 wells is currently suspended awaiting workover operations to replace the electrical submersible pumps, with an adverse impact on production of approximately 250 bpd.

Vega Grande - Mendoza

In Vega Grande, the oil production increased by 14% during the period, from 45 bpd to 52 bpd. This increase was achieved through a well intervention on the VGa-3 well.

An overhaul of the existing facilities was also carried out during the period including: the installation of a storage tank in the battery; an upgrade of the electrical system; and the repair of the heat treater. In addition, wells AMx-1 and TEx-1 were abandoned.

La Brea (Puesto Muñoz) - Mendoza

In La Brea (Puesto Muñoz), oil production decreased by 32% during the period, from 58 bpd to 40 bpd due to temporary shut-in of the well PMu-7 during the period caused by mechanical failures.

El Manzano West (Agrio formation) - Mendoza

In El Manzano West, oil production decreased by 23% during the period, from 24 bpd to 18 bpd as the well EMa-2 is awaiting workover. Phoenix holds a 100% of the working interest in production from the Agrio formation.

La Paloma & Cerro Alquitran - Mendoza

Having completed road and well site preparations a workover programme has commenced in wells La Paloma 5 and Cerro Alquitran 101. The main target to be investigated is the horizons of the Grupo Neuquén.

The Neuquén Group from Upper Cretaceous is found above an erosional unconformity, which is productive in the neighboring oilfield of Loma de la Mina. A secondary target is the Huitrín formation.

Colombia

The Company has a 70% direct working interest in 9 licences in Colombia (including 2 licences currently suspended and 3 licences which Andes is in the process of relinquishing) and an indirect interest in a further 4 licences in Colombia through its 26.01% interest in Interoil.

Average production in the period from the licences held by Interoil fell by 17% to 966 boepd compared to 1,159 boepd in 2016.

Financial Review

 
 Period ended 30 June             2017    2016 
------------------------------  ------  ------ 
                                 US$MM   US$MM 
------------------------------  ------  ------ 
 Revenue                          29.9    34.2 
------------------------------  ------  ------ 
 Operating profit/(loss)           1.2     1.5 
------------------------------  ------  ------ 
 Adjusted EBITDA*                (0.4)     7.7 
------------------------------  ------  ------ 
 Net operating cash generated 
  from operations                  2.4    13.6 
------------------------------  ------  ------ 
 

* Before gain of US$13.6 million recognised in other income on the deconsolidation of the Company's interest in Interoil

Revenue has decreased by US$4.3 million to US$29.9 million for the first 6 months. This is primarily due to a fall in production and lower oil prices as the de-regulation of the Argentina domestic oil price brings closer parity to international benchmarks.

The Group recorded an operating profit of US$1.2 million compared to the H1 2016 operating profit of US$1.5 million. The 2017 operating profit includes a gain of US$13.6 million recognised on the deconsolidation of the Group's interest in Interoil. Administrative expenses have increased by US$5.6 million over the expenses for the comparable period last year.

Adjusted EBITDA, before the gain of US$13.6 million recognised on the deconsolidation of Interoil, was a negative US$0.4 million compared to US$7.7 million for H1 2016.

The Group recorded a net loss of US$3.3 million for the period compared to a net loss of US$9.2 million for H1 2016.

The Group's total assets have decreased by US$41 million from US$243 million at 30 June 2016 to US$202 million as at 30 June 2017 reflecting the impact of the deconsolidation of the Group's interest in Interoil and the devaluation of the Argentine Peso. The further devaluation of the Argentine Peso resulted in US$6 million of exchange losses (a non-cash item) being recognised in comprehensive loss for the period.

At the period end the Group had cash resources of US$10.5 million compared to US$19.1 million at 30 June 2016, of which US$5.4 million is restricted as security for stand by letters of credit to support guarantees in Colombia.

On 29 March 2017, the Company entered into two new credit facilities with Mercuria Energy Trading S.A.. The first, a US$20 million facility to primarily finance the drilling activities in Chachahuén (the Company's producing field in partnership with YPF) and other working capital requirements. The second, a US$40 million facility to finance other drilling activities of the Company, including activity in the Vaca Muerta, where the Company has 250,000 net acres. At the end of the period the US$20 million facility had been fully drawn down.

Andes's borrowings fell by US$14.4 million, from US$95.9 million to US$81.5 million, primarily as a result of the deconsolidation of the Interoil operations offset by the impact of the draw downs by the Group of the first of the new loan facilities referenced above.

Events after the balance sheet date

On 28 July 2017 the Vega Grande exploitation licence was extended for a further period of one year commencing on 28 July 2017. The licence has been renewed subject to a work programme which includes reprocessing of 150 km of 2D seismic line, geochemical survey of 700 samples and a workover in the VGa-6 well. During the remainder of this year we expect to be able to reach agreement to extend the licence for a 10 year period include the extension of 1 year already granted.

The workover performed in the La Paloma 5 well on the La Paloma licence was successful with the well self-flowing at more than 120 boepd from the Huitrin formation. The Company continues to evaluate the main target, Grupo Neuquén and is in the process of installing production on a field that previously was not producing.

On 12 July 2017 a second exploratory period of one year was granted in Laguna El Loro with commitments to reprocess existing 3D and 2D seismic (553 km and 185 km respectively), conduct a geochemical survey of 4,500 samples and drill a well targeting unconventional horizons.

On 10 August 2017 the Company announced the completion of its combination with Trefoil Holdings, the holding company that indirectly owns over 99.99% of PETSA, the operating company for the oil and gas exploration and production business of Mercuria in Argentina. The combination was effected through the acquisition of the entire issued share capital of Trefoil Holdings in consideration for the issue of 1,899,106,385 consideration ordinary shares. The consideration shares issued to Upstream Capital represented 75.38% of the enlarged share capital on completion with existing Andes shareholders holding 24.62%. The resulting ownership of Mercuria EG in the enlarged group on completion was approximately 78%. A copy of the admission document can be found on the Company's website.

The Board believes that it is in the interests of the Company's shareholders for the Company to focus on oil and gas exploration and production in Argentina only. Outside of Argentina, the Company has interests in Colombia, through its interest in the Interoil shares and interests in certain licences in the Llanos Basin and the Valle Magdalena Medio Basin. In line with this strategy, the Board is in the process of demerging the Interoil shares, which are currently held by the Company's wholly-owned subsidiary, Andes Interoil Limited ("AIL"), to be effected by way of a transfer of shares to US shareholders and a distribution in specie to non US shareholders on record pre- completion. Further to the announcement of 5 September 2017, the Board intends to convene another general meeting in due course to propose new resolutions to effect the demerger.

On 21 August 2017 the Company announced that Chañares Herrados S.A. ("CHSA"), the concessioner and operator of the CH and PPC blocks, has been notified of the Province of Mendoza's acceptance of a plan pursuant to which, CHSA and the joint venture partners will relinquish 100% of the PPC block, which has production of approximately gross 423 bopd (net to Andes 331 bpd) and covers approximately 42,000 gross acres, and implement a work programme in the CH block with a gross investment commitment of approximately US$94 million over a 4 year period. Andes's level of participation in the new work programme for the CH block, if any, has not yet been agreed with the operator.

On 22 August 2017 the Company drew down US$45 million of the remaining US$73 million of the US$160 million bridging and working capital facility provided by Mercuria Energy Trading S.A..

Anuj Sharma

Chief Executive Officer

29 September 2017

Unaudited Group income statement for the period ended 30 June 2017

 
                              30-Jun-17   30-Jun-16   31 -Dec-16 
                                US$'000     US$'000      US$'000 
 Revenue                         29,934      34,195       67,768 
 Production cost               (26,023)    (26,008)     (50,945) 
 Gross profit                     3,911       8,187       16,823 
 Exploration cost               (1,034)           -      (2,317) 
 Other operating income          13,738         347        1,491 
 Impairment charge              (2,591)           -      (7,065) 
 Distribution costs             (1,499)     (1,310)      (3,471) 
 Administrative expenses       (11,333)     (5,770)     (12,961) 
                             ----------  ----------  ----------- 
 Operating profit/(loss)          1,192       1,454      (7,500) 
 Finance income                   5,479      *2,496        6,887 
 Finance costs                 (10,883)   *(13,486)     (27,803) 
                             ----------  ----------  ----------- 
 Loss before taxation           (4,212)     (9,536)     (28,416) 
 Taxation                           927         331        2,140 
                             ----------  ----------  ----------- 
 Loss for the year              (3,285)     (9,205)     (26,276) 
                             ----------  ----------  ----------- 
 
 Loss attributable to: 
 Equity holders of the 
  parent                        (1,435)     (8,878)     (22,766) 
 Non-controlling interests      (1,850)       (327)      (3,510) 
                                (3,285)     (9,205)     (26,276) 
                             ==========  ==========  =========== 
 
 Loss per ordinary share          Cents       Cents        Cents 
 Basic and diluted loss 
  per share                      (0.24)      (1.47)       (3.76) 
 

*After reclassification of exchange gains/losses

The accompanying notes are an integral part of these financial statements.

Unaudited consolidated statement of comprehensive income for the period ended 30 June 2017

 
                              30-Jun-17   30-Jun-16   31-Dec-16 
                                US$'000     US$'000     US$'000 
 Loss for the year              (3,285)     (9,205)    (26,276) 
 Translation differences        (6,122)    (10,570)    (12,567) 
 Total comprehensive loss 
  for the year                  (9,407)    (19,775)    (38,843) 
                             ----------  ----------  ---------- 
 
 Total comprehensive loss 
  attributable to: 
 Equity holders of the 
  parent                        (7,557)    (19,448)    (35,333) 
 Non-controlling interests      (1,850)       (327)     (3,510) 
                                (9,407)    (19,775)    (38,843) 
                             ==========  ==========  ========== 
 

The loss on exchange results primarily from the revaluation of intangible assets and property, plant and equipment that are carried in Argentine pesos. This resulted in a drop in the carrying value of these intangible assets and property, plant and equipment but is not indicative of an impairment in value.

The accompanying notes are an integral part of these financial statements.

Unaudited consolidated statement of financial position as at 30 June 2017

 
                                    30-Jun-17   30-Jun-16   31 -Dec-16 
                                      US$'000     US$'000      US$'000 
 Non-current assets 
 Intangible assets                     91,831      96,112       94,829 
 Property, plant and equipment         49,956      92,595       82,474 
 Available for sale financial 
  assets                                5,614       5,604        5,655 
 Trade and other receivables           14,542       9,828        8,945 
 Deferred income tax assets             4,099       1,111        3,072 
 Total non-current assets             166,042     205,250      194,975 
                                   ----------  ----------  ----------- 
 
 Current assets 
 Inventories                              405       1,113          945 
 Investments in associates             12,672           -            - 
 Available for sale financial 
  assets                                2,619       1,223        2,316 
 Trade and other receivables           10,095      16,583       16,837 
 Restricted cash                        5,442       9,087        9,070 
 Cash and cash equivalents              5,090      10,030       12,630 
 Total current assets                  36,323      38,036       41,798 
                                   ----------  ----------  ----------- 
 
 Current liabilities 
 Trade and other payables              45,288      30,990       37,757 
 Financial liabilities                 38,199      18,373       27,157 
 Provisions                               409         691          409 
 Total current liabilities             83,896      50,054       65,323 
                                   ----------  ----------  ----------- 
 
 Non-current liabilities 
 Trade and other payables              11,968      17,123       16,092 
 Financial liabilities                 43,322      77,534       78,840 
 Deferred income tax liabilities       22,512      31,099       27,782 
 Provisions                             2,555       3,888        4,076 
 Total non-current liabilities         80,357     129,644      126,790 
                                   ----------  ----------  ----------- 
 
 Net assets                            38,112      63,588       44,660 
                                   ----------  ----------  ----------- 
 
 Capital and reserves 
 Called up share capital               98,421      98,414       98,414 
 Share premium account                 52,478      52,467       52,467 
 Other reserves                     (110,714)   (102,595)    (104,592) 
 Retained earnings                    (2,073)      12,962        (786) 
                                   ---------- 
 Equity attributable to 
  equity holders of the parent         38,112      61,248       45,503 
 Non-controlling interests                  -       2,340        (843) 
                                   ----------  ----------  ----------- 
 Total equity                          38,112      63,588       44,660 
                                   ----------  ----------  ----------- 
 

Non current available for sale financial assets include time deposits of US$5.6 million that are charged as security for stand by letters of credit relating to licences held by the Company in Colombia.

The accompanying notes are an integral part of these financial statements.

Unaudited consolidated statement of changes in equity for the period ended 30 June 2017

 
 Equity                       Share    *Share   Retained         Other   Attributable             Non       Total 
                                                                            to equity 
                            capital   premium   earnings      reserves        holders     controlling 
                                                                               of the 
                                                                               parent       interests 
                            US$'000   US$'000    US$'000       US$'000        US$'000         US$'000     US$'000 
 At 1 January 
  2016                       98,414    52,467     21,685      (92,025)         80,541           2,667      83,208 
                           --------  --------  ---------  ------------  -------------  --------------  ---------- 
 Loss for the 
  period                          -         -    (8,878)             -        (8,878)           (327)     (9,205) 
 Translation differences          -         -          -      (10,570)       (10,570)               -    (10,570) 
 Total comprehensive 
  loss for the 
  period                          -         -    (8,878)      (10,570)       (19,448)           (327)    (19,775) 
                           --------  --------  ---------  ------------  -------------  --------------  ---------- 
 Fair value of 
  share based payments            -         -        155             -            155               -         155 
 At 30 June 2016             98,414    52,467     12,962     (102,595)         61,248           2,340      63,588 
                           --------  --------  ---------  ------------  -------------  --------------  ---------- 
 Loss for the 
  period                          -         -   (13,888)             -       (13,888)         (3,183)    (17,071) 
 Translation differences          -         -          -       (1,997)        (1,997)               -     (1,997) 
 Total comprehensive 
  loss for the 
  period                          -         -   (13,888)       (1,997)       (15,885)         (3,183)    (19,068) 
                           --------  --------  ---------  ------------  -------------  --------------  ---------- 
 Fair value of 
  share based payments            -         -        140             -            140               -         140 
 At 31 December 
  2016                       98,414    52,467      (786)     (104,592)         45,503           (843)      44,660 
                           --------  --------  ---------  ------------  -------------  --------------  ---------- 
 Loss for the 
  period                          -         -    (1,435)             -        (1,435)         (1,850)     (3,285) 
 Translation differences          -         -          -       (6,122)        (6,122)               -     (6,122) 
 Total comprehensive 
  loss for the 
  period                          -         -    (1,435)       (6,122)        (7,557)         (1,850)     (9,407) 
                           --------  --------  ---------  ------------  -------------  --------------  ---------- 
 Issue of ordinary 
  shares                          7        11          -             -             18               -          18 
 Fair value of 
  share based payments            -         -        148             -            148               -         148 
 Deconsolidation 
  of subsidiary                   -         -          -             -              -           2,693       2,693 
 At 30 June 2017             98,421    52,478    (2,073)     (110,714)         38,112               -      38,112 
                           --------  --------  ---------  ------------  -------------  --------------  ---------- 
 
 
 
 Other reserves                       *Merger    Warrant       Reverse    Translation     Deferred          Total 
                                      reserve    reserve   acquisition     reserve      consideration       other 
                                                               reserve                     reserve       reserves 
                                      US$'000    US$'000       US$'000        US$'000         US$'000     US$'000 
 At 1 January 
  2016                                 89,885      2,105             -      (190,041)           6,026    (92,025) 
                                     --------  ---------  ------------  -------------  --------------  ---------- 
 Translation differences                    -          -             -       (10,570)               -    (10,570) 
 Total comprehensive 
  loss for the 
  period                                    -          -             -       (10,570)               -    (10,570) 
                                     --------  ---------  ------------  -------------  --------------  ---------- 
 At 30 June 2016                       89,885      2,105             -      (200,611)           6,026   (102,595) 
                                     --------  ---------  ------------  -------------  --------------  ---------- 
 Translation differences                    -          -             -        (1,997)               -     (1,997) 
 Total comprehensive 
  loss for the 
  period                                    -          -             -        (1,997)               -     (1,997) 
                                     --------  ---------  ------------  -------------  --------------  ---------- 
 At 31 December 
  2016                                 89,885      2,105             -      (202,608)           6,026   (104,592) 
                                     --------  ---------  ------------  -------------  --------------  ---------- 
 Translation differences                    -          -             -        (6,122)               -     (6,122) 
 Total comprehensive 
  loss for the 
  period                                    -          -             -        (6,122)               -     (6,122) 
                                     --------  ---------  ------------  -------------  --------------  ---------- 
 At 30 June 2017                       89,885      2,105             -      (208,730)           6,026   (110,714) 
                                     --------  ---------  ------------  -------------  --------------  ---------- 
 

* After restatement

The accompanying notes are an integral part of these financial statements.

Unaudited consolidated cash flow statement for the period ended 30 June 2017

 
                                    30-Jun-17   30-Jun-16   30-Dec-16 
                                      US$'000     US$'000     US$'000 
 Cash generated from operations 
  (see note 14)                         2,427      13,941      25,761 
 Tax paid                                   -       (380)       (705) 
 Net cash flows generated 
  from operating activities             2,427      13,561      25,056 
                                   ----------  ----------  ---------- 
 Cash flows from investing 
  activities 
 Purchase of property, plant 
  and equipment (see note 9)         (13,547)    (11,852)    (20,374) 
 Proceeds from sale of property, 
  plant and equipment                       -           6           - 
 Purchase of exploration assets 
  (see note 8)                        (1,880)       (846)     (7,739) 
 Purchase of financial assets           (615)       (738)     (1,178) 
 Net cash used in investing 
  activities                         (16,042)    (13,430)    (29,291) 
                                   ----------  ----------  ---------- 
 
 Cash flows from financing 
  activities 
 Repayments of borrowings             (8,897)    (14,250)    (18,967) 
 Funds from borrowings                 19,509       7,588      21,013 
 Interest paid                          (624)       (872)     (1,673) 
 Interest received                         44           1         204 
 Proceeds from issue of shares             18           -           - 
                                   ---------- 
 Net cash generated from/(used 
  in) financing activities             10,050     (7,533)         577 
                                   ----------  ----------  ---------- 
 
 Exchange gains/(losses) on 
  cash and cash equivalents               558       (777)     (1,937) 
 
 Net decrease in cash and 
  cash equivalents                    (3,007)     (8,179)     (5,595) 
 Deconsolidation of subsidiary        (8,161)           -           - 
 Cash and cash equivalents 
  at the beginning of the period       21,700      27,296      27,295 
 Cash and cash equivalents 
  at the end of the period             10,532      19,117      21,700 
                                   ----------  ----------  ---------- 
 

The accompanying notes are an integral part of these financial statements.

Notes

   1.        Basis of preparation 

The Group consolidates the financial statements of the Company and its subsidiary undertakings. The consolidated interim financial information for the 6 months ended 30 June 2017 has been prepared in accordance with IAS 34, "Interim financial reporting" as adopted by the European Union. The financial information has been prepared under the historical cost convention in accordance with International Financial Reporting Standards (IFRSs).

The financial information set out in this half-yearly report does not constitute statutory accounts as defined in Section 434 of the Companies Act 2006. The same accounting policies, presentation and methods of computation are followed in this unaudited interim condensed consolidated report as were applied in the Group's annual financial statements for the year ended 31 December 2016. The auditors' report on those financial statements was unqualified and did not contain any statements under section 498(2) or section 498(3) of the Companies Act 2006. The Group's annual financial statements for the year ended 31 December 2016 have been filed at Companies House.

   2.        Going concern 

The directors consider that the Company and Group has sufficient resources to continue in operational existence for the foreseeable future. For this reason, they continue to adopt the going concern basis of accounting in preparing the financial statements.

   3.        Segment reporting 
 
                                      2017                                            2018 
                     ----------  ---------  ------------  ---------  ----------  ---------  ------------  ---------- 
                      Argentina   Colombia   Unallocated      Total   Argentina   Colombia   Unallocated       Total 
 Analysis of 
  revenue and 
  profit:                                      Corporate                                       Corporate 
                        US$'000    US$'000       US$'000    US$'000     US$'000    US$'000       US$'000     US$'000 
 Revenue                 23,780      6,154             -     29,934      26,268      7,927             -      34,195 
                     ----------  ---------  ------------  ---------  ----------  ---------  ------------  ---------- 
 
 Operating 
  profit/(loss)           8,204      (618)       (6,394)      1,192       2,430        554       (1,530)       1,454 
 Finance income           1,396        178         3,905      5,479       2,276          -           220       2,496 
 Finance costs          (5,579)      (613)       (4,691)   (10,883)     (4,352)      (586)       (8,548)    (13,486) 
 Loss before 
  tax                     4,021    (1,053)       (7,180)    (4,212)         354       (32)       (9,858)     (9,536) 
 Taxation                 1,534      (607)             -        927     (1,339)      1,670             -         331 
 Loss for the 
  year                    5,555    (1,660)       (7,180)    (3,285)       (985)      1,638       (9,858)     (9,205) 
 Add: Depreciation 
  and amortisation        6,459      2,990             -      9,449       3,655      2,611             -       6,266 
 Add: Impairment 
  charges                 2,591          -             -      2,591           -          -             -           - 
 Less: Finance 
  income                (1,396)      (178)       (3,905)    (5,479)     (2,276)          -         (220)     (2,496) 
 Add: Finance 
  costs                   5,579        613         4,691     10,883       4,352        586         8,548      13,486 
 Add: Tax               (1,534)        607             -      (927)       1,339    (1,670)             -       (331) 
 EBITDA                  17,254      2,372       (6,394)     13,232       6,085      3,165       (1,530)       7,720 
                     ----------  ---------  ------------  ---------  ----------  ---------  ------------  ---------- 
 
 
 Non-current 
  assets 
 Intangible 
  assets                 90,733      1,098             -     91,831      96,112          -             -      96,112 
 Property, plant 
  and equipment          49,956          -             -     49,956      54,795     37,800             -      92,595 
 Available for 
  sale financial 
  assets                  5,614          -             -      5,614       5,604          -             -       5,604 
 Trade and other 
  receivables            14,542          -             -     14,542       9,828          -             -       9,828 
 Deferred income 
  tax assets              4,099          -             -      4,099         831        280             -       1,111 
 Total non-current 
  assets                164,944      1,098             -    166,042     167,170     38,080             -     205,250 
                     ----------  ---------  ------------  ---------  ----------  ---------  ------------  ---------- 
 
 
 Current assets 
 Inventories                405          -             -        405         507        606             -       1,113 
 Investments 
  in associates               -          -        12,672     12,672           -          -             -           - 
 Available for 
  sale financial 
  assets                  2,513          -           106      2,619       1,129          -            94       1,223 
 Trade and other 
  receivables             2,248        305         7,542     10,095       9,107      3,657         3,819      16,583 
 Restricted 
  cash                        -          -         5,442      5,442           -      3,628         5,459       9,087 
 Cash and cash 
  equivalents                84         60         4,946      5,090          73      9,852           105      10,030 
 Total current 
  assets                  5,250        365        30,708     36,323      10,816     17,743         9,477      38,036 
                     ----------  ---------  ------------  ---------  ----------  ---------  ------------  ---------- 
 
 
 Current 
 liabilities 
 Trade and other 
  payables             (40,549)      (933)       (3,806)   (45,288)    (26,707)    (2,913)       (1,370)    (30,990) 
 Financial 
  liabilities          (12,453)          -      (25,746)   (38,199)     (2,784)    (8,236)       (7,353)    (18,373) 
 Provisions               (409)          -             -      (409)           -      (691)             -       (691) 
 Total current 
  liabilities          (53,411)      (933)      (29,552)   (83,896)    (29,491)   (11,840)       (8,723)    (50,054) 
                     ----------  ---------  ------------  ---------  ----------  ---------  ------------  ---------- 
 
 
 Non-current 
  liabilities 
 Trade and other 
  payables             (10,559)          -       (1,409)   (11,968)    (15,471)      (242)       (1,410)    (17,123) 
 Financial 
  liabilities                 -          -      (43,322)   (43,322)     (5,097)   (33,501)      (38,936)    (77,534) 
 Deferred income 
  tax liabilities      (22,512)          -             -   (22,512)    (27,147)    (3,952)             -    (31,099) 
 Provisions             (2,555)          -             -    (2,555)     (2,393)    (1,495)             -     (3,888) 
                     ----------  ---------  ------------  ---------  ----------  ---------  ------------  ---------- 
 Total non-current 
  liabilities          (35,626)          -      (44,731)   (80,357)    (50,108)   (39,190)      (40,346)   (129,644) 
                     ----------  ---------  ------------  ---------  ----------  ---------  ------------  ---------- 
 
 
 Net Assets              81,157        530      (43,575)     38,112      98,387      4,793      (39,592)      63,588 
                     ----------  ---------  ------------  ---------  ----------  ---------  ------------  ---------- 
 

The income statement includes the results of Interoil for the period up to 8 June 2017.

   4.        Interoil 

In May, the Company announced a restructure of its holding AIL, which holds a 51% interest in Interoil. The Company has a 51% interest in AIL and Canacol Energy Ltd "Canacol") the remaining 49%. Further to an agreement with Canacol, Canacol transferred all its shares in AIL to the Company in exchange for the Company transferring to Canacol 16,172,052 shares in Interoil currently held through AIL. Following these transactions, the Company's economic interest in Interoil will remain unchanged at 26.01% of the total share capital and votes of Interoil held through its wholly owned subsidiary AIL. Furthermore, on 8 June 2017 following changes to the composition of the board and senior management of Interoil, it has been determined that the Company will no longer be deemed to control Interoil. Therefore, with effect from 8 June 2017, Interoil is no longer fully consolidated and with effect from this date Andes's 26% share of the results and net assets of Interoil is equity accounted, in the consolidated results of the Group. The effect of this deconsolidation resulted in gain of US$13.6 million being recognised in the income statement of the period.

   5.        Finance costs 

Only US$0.6 million of the finance costs were paid in cash during the period (2016: US$0.3 million). The other finance costs were not due to be paid and relate primarily to convertible loans.

   6.        Taxation 
 
                                       30-Jun-17   30-Jun-16   31 -Dec-16 
                                         US$'000     US$'000      US$'000 
 
 Current tax                             (1,120)     (2,309)      (4,548) 
 Deferred taxation                         2,047       2,640        6,688 
 Tax credit                                  927         331        2,140 
                                      ----------  ----------  ----------- 
 
 Loss on ordinary activities before 
  tax                                    (4,212)     (9,536)     (28,416) 
 
 Tax credit on loss at standard 
  rate of 35%                              1,475       3,337        9,946 
 
 Effects of: 
 
 Expenses not deductible for tax 
  purposes                               (2,052)     (1,569)      (4,934) 
 Effect of items not taxable               4,568          27           28 
 Temporary differences due to the 
  effect of exchange rate movements        (235)       2,399        3,031 
 Tax losses for which no deferred 
  tax asset is recognised                (2,829)     (3,863)      (5,931) 
 Current tax credit                          927         331        2,140 
                                      ----------  ----------  ----------- 
 
   7.        Loss per share 

Basic earnings/(loss) per share is calculated by dividing the net loss for the period attributable to ordinary shareholders of the Group by the weighted average number of ordinary shares outstanding during the period. The basic and diluted earnings/(loss) per share are the same as there are no instruments that have a dilutive effect on earnings. Adjusted basic and diluted earnings/(loss) per share are presented after adjustment of exceptional items.

 
                                          30-Jun-17   30-Jun-16   31 -Dec-16 
                                              Cents       Cents        Cents 
 
 Basic and diluted loss per share            (0.24)      (1.47)       (3.76) 
 Adjusted basic and diluted loss 
  per share                                  (0.23)      (1.47)       (3.76) 
 
 
                                            US$'000     US$'000      US$'000 
 Loss for the year attributable 
  to equity holders                         (1,435)     (8,878)     (22,766) 
                                         ----------  ----------  ----------- 
 
 
                                            No.'000     No.'000      No.'000 
 Weighted average number of shares          605,520     605,505      605,505 
 Effect of dilutive warrants                  7,645           -            - 
 Diluted weighted average number 
  of shares                                 613,615     605,505      605,505 
                                         ----------  ----------  ----------- 
 
 
                                            No.'000     No.'000      No.'000 
 Potential number of dilutive warrants       59,186      59,240       59,240 
                                         ----------  ----------  ----------- 
 
   8.        Intangible assets 
 
 GROUP                          Goodwill   Exploration      Total 
 
                                 US$'000       US$'000    US$'000 
 Cost 
 At 1 January 2016                20,732       103,318    124,050 
 Additions                             -           846        846 
 Foreign exchange movements      (2,626)      (13,117)   (15,743) 
 At 30 June 2016                  18,106        91,047    109,153 
 Additions                             -         6,893      6,893 
 Exploration costs charged 
  to income statement                  -       (1,718)    (1,718) 
 Foreign exchange movements      (1,025)       (5,598)    (6,623) 
 At 31 December 2016              17,081        90,624    107,705 
 Additions                             -         1,880      1,880 
 Disposals                             -         (631)      (631) 
 Foreign exchange movements        (720)       (3,895)    (4,615) 
 At 30 June 2017                  16,361        87,978    104,339 
                               ---------  ------------  --------- 
 
 
 Accumulated amortisation 
  and impairment 
 At 1 January 2016                     -      (14,792)   (14,792) 
 Charge for the period                 -         (129)      (129) 
 Foreign exchange movements            -         1,880      1,880 
 At 30 June 2016                       -      (13,041)   (13,041) 
 Impairment                            -         (578)      (578) 
 Charge for the period                 -         (130)      (130) 
 Foreign exchange movements            -           873        873 
 At 31 December 2016                   -      (12,876)   (12,876) 
 Charge for the period                 -         (239)      (239) 
 Foreign exchange movements            -           607        607 
                                          ------------  --------- 
 At 30 June 2017                       -      (12,508)   (12,508) 
                               ---------  ------------  --------- 
 
 
 Net Book Value 
 At 30 June 2017                  16,361        75,470     91,831 
                               ---------  ------------  --------- 
 
 At 31 December 2016              17,081        77,748     94,829 
                               ---------  ------------  --------- 
 
 At 30 June 2016                  18,106        78,006     96,112 
                               ---------  ------------  --------- 
 
   9.        Property, plant and equipment 
 
 GROUP                         Buildings   Machinery          Oil    Work in       Total 
                                                                    progress 
                                and land         and   Production        and 
                                                                       other 
                                           equipment                  assets 
                                 US$'000     US$'000      US$'000    US$'000     US$'000 
 Cost 
 At 1 January 2016                   469       2,299      198,926        980     202,674 
 Additions                            11          92       12,005      (256)      11,852 
 Foreign exchange movements         (60)       (341)      (8,216)        (8)     (8,625) 
                                          ---------- 
 At 30 June 2016                     420       2,050      202,715        716     205,901 
 Transfers                             -           -          801    (1,756)       (955) 
 Additions                           167         143        6,946      1,266       8,522 
 Foreign exchange movements         (35)       (144)      (3,768)        (4)     (3,951) 
 At 31 December 2016                 552       2,049      206,694        222     209,517 
 Additions                             -          75       12,815        657      13,547 
 Impairment                            -           -      (4,556)          -     (4,556) 
 Deconsolidation of 
  subsidiary                           -           -    (140,178)      (815)   (140,993) 
 Foreign exchange movements         (23)       (104)      (3,222)        (2)     (3,351) 
 At 30 June 2017                     529       2,020       71,553         62      74,164 
                              ----------  ----------  -----------  ---------  ---------- 
 
 Accumulated depreciation 
 At 1 January 2016                 (185)        (67)    (108,246)       (31)   (108,529) 
 Charge for the period              (81)        (51)      (6,003)        (2)     (6,137) 
 Foreign exchange movements           27          56        1,274          3       1,360 
 At 30 June 2016                   (239)        (62)    (112,975)       (30)   (113,306) 
 Charge for the period              (40)        (68)      (8,497)        (1)     (8,606) 
 Impairment                            -           -      (6,487)          -     (6,487) 
 Foreign exchange movements           14          27        1,314          1       1,356 
                              ----------  ----------  -----------  ---------  ---------- 
 At 31 December 2016               (265)       (103)    (126,645)       (30)   (127,043) 
 Charge for the period                 -       (331)      (8,879)          -     (9,210) 
 Impairment                            -           -        1,965          -       1,965 
 Deconsolidation of 
  subsidiary                           -           -      108,963          -     108,963 
 Foreign exchange movements           11          35        1,070          1       1,117 
                              ----------  ----------  -----------  ---------  ---------- 
 At 30 June 2017                   (254)       (399)     (23,526)       (29)    (24,208) 
                              ----------  ----------  -----------  ---------  ---------- 
 
 
 Net Book Value 
 At 30 June 2017                     275       1,621       48,027         33      49,956 
                              ----------  ----------  -----------  ---------  ---------- 
 
 At 31 December 2016                 287       1,946       80,049        192      82,474 
                              ----------  ----------  -----------  ---------  ---------- 
 
 At 30 June 2016                     181       1,988       89,740        686      92,595 
                              ----------  ----------  -----------  ---------  ---------- 
 

As a result of the relinquishment of the Puesta Pozo Cercado licence area after the period end, management has recognised an impairment of US$ 2.6 million, which has been charged to the income statement

   10.      Financial liabilities 
 
                                             The Group 
                                ----------------------------------- 
                                 30-Jun-17   30-Jun-16   31 -Dec-16 
                                   US$'000     US$'000      US$'000 
 Current 
 Bank borrowings                        56       8,250        5,264 
 Other borrowings                   35,706       9,201       20,315 
 Accrued financial interest          2,437         922        1,578 
                                    38,199      18,373       27,157 
                                ----------  ----------  ----------- 
 
                                             The Group 
                                ----------------------------------- 
                                 30-Jun-17   30-Jun-16   31 -Dec-16 
                                   US$'000     US$'000      US$'000 
 Non-current 
 Bonds                                   -      33,501       34,719 
 Other borrowings                   31,697      34,984       33,345 
 Accrued financial interest         11,625       9,049       10,776 
                                    43,322      77,534       78,840 
                                ----------  ----------  ----------- 
 
 Total financial liabilities        81,521      95,907      105,997 
                                ----------  ----------  ----------- 
 
 
                                      The Group 
                         ----------------------------------- 
                          30-Jun-17   30-Jun-16   31 -Dec-16 
                            US$'000     US$'000      US$'000 
 Maturity profile 
 Within 1 year               38,481      18,849       27,597 
 Between 1 and 5 years       17,374      55,971       63,668 
 After 5 years               68,696      70,138       68,696 
                            124,551     144,958      159,961 
 Interest payments         (43,030)    (49,051)     (53,964) 
                             81,521      95,907      105,997 
                         ----------  ----------  ----------- 
 
   11.      Deferred tax 
 
 Deferred tax asset               Notional   Provision     Other          Carry     Total 
                                    income 
                                       tax     charges                  forward 
                                                                         losses 
                                   US$'000     US$'000   US$'000        US$'000   US$'000 
 
 At 1 January 2016                       6       1,055       201            285     1,547 
 Charged to the income 
  statement                            (5)       (320)        42           (45)     (328) 
 Foreign exchange movement               -        (46)      (28)           (34)     (108) 
 At 30 June 2016                         1         689       215            206     1,111 
 Credited to the income 
  statement                              -       1,367         9            728     2,104 
 Foreign exchange movement             (1)        (66)      (11)           (65)     (143) 
 At 31 December 2016                     -       1,990       213            869     3,072 
 Credited to the income 
  statement                              -       (445)       123          2,536     2,214 
 Deconsolidation of subsidiary           -       (987)         -              -     (987) 
 Foreign exchange movement               -        (20)      (15)          (165)     (200) 
 At 30 June 2017                         -         538       321          3,240     4,099 
                                 ---------  ----------  --------  -------------  -------- 
 
 
 
 
                                                            Fair 
 Deferred tax liability                                    value   Acquisitions     Total 
                                                         of PP&E 
                                                         US$'000        US$'000   US$'000 
 
 At 1 January 2016                                         6,920         31,085    38,005 
 Credited to the income 
  statement                                              (2,968)              -   (2,968) 
 Foreign exchange movement                                     -        (3,938)   (3,938) 
 At 30 June 2016                                           3,952         27,147    31,099 
 Credited to the income 
  statement                                                  327        (2,271)   (1,944) 
 Foreign exchange movement                                     -        (1,373)   (1,373) 
 At 31 December 2016                                       4,279         23,503    27,782 
 Charged to the income 
  statement                                                  167              -       167 
 Deconsolidation of subsidiary                           (4,446)              -   (4,446) 
 Foreign exchange movement                                     -          (991)     (991) 
 At 30 June 2017                                               -         22,512    22,512 
                                                        --------  -------------  -------- 
 
   12.      EBITDA 
 
                                       30-Jun-17   30-Jun-16   31 -Dec-16 
                                         US$'000     US$'000      US$'000 
 Loss for the year from continuing 
  operations                             (3,285)     (9,205)     (26,276) 
 Add: Depreciation and amortisation        9,449       6,266       15,002 
 Add: Impairment write downs               2,591           -        7,065 
 Less: Finance income                    (5,479)     (2,496)      (6,887) 
 Add: Finance costs                       10,883      13,486       27,803 
 Add: Tax                                  (927)       (331)      (2,140) 
                                      ----------  ----------  ----------- 
 EBITDA                                   13,232       7,720       14,567 
                                      ----------  ----------  ----------- 
 
   13.      Comprehensive income 

The translation loss primarily arises as a result of the devaluation of the AR$ against the US$ during the period. The carrying value of intangibles assets, other assets and liabilities in Argentina are held in AR$ and on consolidation translated to US$, the presentation currency. The resulting exchange gains and losses are classified as equity and transferred to the Group's translation reserve. This is not indicative of an impairment in the carrying value of these assets.

   14.      Events after the balance sheet date 

On 28 July 2017 the Vega Grande exploitation licence was extended for a further period of one year commencing on the 28 July 2017. The licence has been renewed subject to a work programme, which includes, reprocessing of 150 km of 2D seismic line, geochemical survey of 700 samples and a workover in the VGa-6 well. During the remainder of this year we expect to be able to reach agreement to extend the licence for a 10 year period include the extension of 1 year already granted.

The workover performed in the La Paloma 5 well on the La Paloma licence was successful with the well self-flowing at more than 120 boepd from the Huitrin formation. The Company continues to evaluate the main target, Grupo Neuquén and is in the process of installing production on a field that previously was not producing.

On 12 July 2017 a second exploratory period in Laguna El Loro of one year was granted with commitments to reprocess existing 3D and 2D seismic (553 km and 185 km respectively), conduct a geochemical survey of 4,500 samples and drill a well targeting unconventional horizons.

On 10 August 2017 the Company announced the completion of its combination with Trefoil Holdings, the holding company that indirectly owns over 99.99% of PETSA, the operating company for the oil and gas exploration and production business of Mercuria EG in Argentina. The combination was effected through the acquisition of the entire issued share capital of Trefoil Holdings in consideration for the issue of 1,899,106,385 consideration ordinary shares. The consideration shares issued to Upstream Capital represented 75.38% of the enlarged share capital on completion with existing Andes shareholders holding 24.62%. The resulting ownership of Mercuria EG in the enlarged group on completion was approximately 78%. A copy of the admission document can be found on the Company's website.

The Board believes that it is in the interests of the Company's shareholders for the Company to focus on oil and gas exploration and production in Argentina only. Outside of Argentina, the Company has interests in Colombia, through its interest in the Interoil shares and interests in certain licences in the Llanos Basin and the Valle Magdalena Medio Basin. In line with this strategy, the Board is in the process of demerging the Interoil shares, which are currently held by the Company's wholly-owned subsidiary, AIL, to be effected by way of a transfer of shares to US shareholders and a distribution in specie to non US shareholders on record pre- completion.

On 21 August 2017 the Company announced that subsequent to CHSA, the concessioner and operator of the CH and PPC blocks, presenting to the Director of Hydrocarbons a new exploitation plan for the areas, CHSA has been notified of the Province of Mendoza's acceptance of the plan. Pursuant to this plan CHSA and the joint venture partners will relinquish 100% of the PPC block, which has production of approximately gross 423 bopd (net to Andes 331 bpd) and covers approximately 42,000 gross acres, and implement a work programme in the CH block with a gross investment commitment of approximately US$94 million over a 4 year period. Andes's level of participation in the new work programme for the CH block, if any, has not yet been agreed with the operator.

On 22 August 2017 the Company drew down US$45 million of the remaining US$73 million of the US$160 million bridging and working capital facility provided by Mercuria Energy Trading S.A..

   14.      Cash generated from operations 
 
                                                          Group 
                                           ----------------------------------- 
                                            30-Jun-17   30-Jun-16   31 -Dec-16 
                                              US$'000     US$'000      US$'000 
 
 Loss for the year before taxation            (4,212)     (9,536)     (28,416) 
 
 Adjustments from operating activities 
 Depreciation and amortisation                  9,449       6,266       15,002 
 Exchange movements                               291         116           78 
 Revaluation of investments                  (13,618)           -            - 
 (Increase)/decrease in inventories              (98)         773          920 
 Increase in trade and other receivables      (4,099)     (4,718)      (6,121) 
 Increase in creditors and other 
  payables                                      6,178      10,748       15,702 
 Finance costs                                 10,883      13,486       27,803 
 Finance income                               (5,479)     (2,496)      (6,887) 
 Impairment charges                             2,591           -        7,065 
 Movement in provisions                         (235)       (853)      (1,398) 
 Loss on disposal of fixed assets                 628           -            - 
 Exploration costs written off                      -           -        1,718 
 Share based payments                             148         155          295 
 Net cash generated from operating 
  activities                                    2,427      13,941       25,761 
                                           ----------  ----------  ----------- 
 
   15.       Other 

A copy of the interim report will be made available on Phoenix's website at www.phoenixglobalresources.com

This information is provided by RNS

The company news service from the London Stock Exchange

END

IR PGUMCBUPMGBR

(END) Dow Jones Newswires

September 29, 2017 02:03 ET (06:03 GMT)

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