LUNDIN OIL: REPORT FOR THE SIX MONTHS ENDED 30 JUNE 2001
BOARD RECOMMENDS ACCEPTANCE OF TALISMAN OFFER
* Talisman offers SEK 36.50 per share for Lundin Oil AB
* Talisman offer expires on 17 August, 2001
* Sudan assets to be spun off into new company
* Profit after tax MSEK 100.8 (SEK 0.98 per share)
* Operating cashflow MSEK 302.5
* Major oil discoveries in Malaysia/Vietnam
Lundin Oil AB is a Swedish independent oil company with exploration and production activities in eight different countries worldwide. The Company is listed on NASDAQ (symbol “LOILY”) and the Stockholm Stock Exchange (symbol “LOILB”).
For further information, please contact: Ian H Lundin President Tel: +41 22 319 66 00 or Ashley Heppenstall Finance Director Tel:+ 41 22 319 66 00 or Maria Hamilton Corporate Communications Tel:+ 41 22 319 66 00
Visit our website: www.lundinoil.com
Letter to shareholders
Dear fellow shareholders,
Board recommends Talisman offer
Review of Operations During the six months ended June 30, 2001 the Company made a profit after tax of MSEK 100.8 (MUSD 9.9), which corresponds to a 21% drop from the same period last year.
Average working interest production for the period was 13,632 boepd and average realised oil price was USD 26.21 per barrel, which correspond to a 7% decrease and a 7% increase, respectively, over the same period in the previous year.
The lower profit figure is partially due to the write-off of the exploration costs related to Falkland Islands and partially due to the deferred tax benefit recorded in the first six months of 2000. The lower production figure is due to the natural decline observed in the UK North Sea.
On the drilling front, the East Bunga Raya-1 exploration well on Block PM3CAA offshore Malaysia/Vietnam flowed at 5,500 bopd confirming the presence of a new oil and gas accumulation on this highly prospective Block. In Sudan the Company drilled another exploration well on Block 5A after successfully testing the Thar Jath-1 well at a combined rate of 4,260 bopd from four zones. The second exploration well encountered sub-commercial quantities of oil. The drilling rig was then moved back to Thar Jath where it successfully drilled and tested the first appraisal well on the oil-bearing structure. This well flowed at a combined rate of over 2,000 bopd from two zones. The Company is currently evaluating the best manner in which to proceed with the development of this significant find. Up to 100,000 bopd is reserved for the third party users in the 1600-km pipeline connecting the nearby oil fields in Blocks 1 and 2 with Port Sudan on the Red Sea Coast. In April 2001, the Company signed a new Exploration and Production Sharing Contract covering Block 5B (immediately adjacent to Block 5A). The consortium, which consists of Petronas Carigali Overseas SDN BHD, OMV AG, Sudapet Ltd and Lundin Oil now control the entire southern half of the highly prolific Muglad Basin.
In Albania, the Company withdrew from Block 2 after a deep well, (drilled on the Block) failed to encounter commercial quantities of hydrocarbons.
Finally, on the corporate front, the Company increased its shareholding in Sodra Petroleum AB from 50.01% to 95.4% as a result of the conversion of Sodra shares into Lundin Oil shares by the Sodra shareholders. On 17 July 2001 the Company has commenced compulsory acquisition of the remaining shares in accordance with the Swedish Companies Act.
The Talisman Offer June 20, 2001 was an historic day in the life of Lundin Oil AB. On that day, the Board of the Company considered and approved an offer from Talisman Energy AB to purchase all the outstanding shares in Lundin Oil for SEK 36.50 in cash. In addition to the cash offer, the Lundin Oil shareholders will receive one share in Lundin Petroleum AB for each share held in Lundin Oil. It is expected that the shares of Lundin Petroleum will start trading on the New Market in Stockholm during September 2001.
Lundin Petroleum AB will inherit from Lundin Oil the assets in Sudan, an approximate 10% investment in a US Company with large oil reserves in the Russian Federation and approximately US$ 6.5 million in cash.
The core management team of Lundin Oil and the Board of Directors will remain in place to manage Lundin Petroleum giving the new Company the full benefit of the experience and expertise acquired by Lundin Oil over the years.
The prospects for Lundin Petroleum are indeed exciting:
* In Sudan there is a major discovery known as Thar Jath on Block 5A. We are together with our partners and the Government of Sudan committed to the fast track development of the Thar Jath field through the installation of a pipeline connecting Thar Jath to the main trunk line that goes to Port Sudan.
* The remaining prospectivity of Block 5A and Block 5B is significant. The potential of these two Blocks (which cover most of the Southern Half of the Muglad Basin) is similar to the northern half of the Basin where approximately 1 billion barrels of oil have been discovered to date.
* As part of the transaction, Lundin Petroleum will also inherit certain rights, which may result in the acquisition of other highly prospective blocks in the Middle East and North Africa.
* The new Company will have the management resources to build Lundin Petroleum into a force in the oil business. We are all fully committed to achieve this objective.
After spending the better part of two decades building an oil company with a strong asset base in different parts of the world, the shareholders now have the opportunity to realize part of their investment while maintaining an interest in a new company with enormous potential.
The Future Demand for oil keeps growing (although the growth rate has shown some signs of slowing down recently) and new oil fields are becoming very difficult to find, especially in so-called “politically stable areas”. This is why we believe that a small oil company (such as Lundin Petroleum AB) with exposure to large discoveries (wherever they may be) has the opportunity to realise enormous value over the next few years. The reason for this is that major oil companies, as well as large independents, are finding it more and more difficult to replace their reserves let alone actually add to them through exploration. Therefore, they have no choice but to acquire these reserves in the market. Having said that our objective is not simply to find oil so we can turn around and sell it to the best bidder. We are aiming to recreate the success of Lundin Oil through a new vehicle by focusing on a few selected areas with large reserves potential. Finally we will inherit the Code of Conduct (adopted by Lundin Oil early 2001) and will continue to ensure that wherever we invest the local population will see direct benefits in terms of community development and job creation.
I sincerely hope that you will join us on our next journey in the quest to meet the world’s energy requirements.
Yours sincerely,
Ian H Lundin President
RESULT AND CASH FLOW The Group The Lundin Oil AB Group (Lundin Oil or the Group) reports a profit after tax for the six months ended 30 June 2001 of MSEK 100.8 (MSEK 128.2 for the corresponding period during 2000) corresponding to SEK 0.98 per share (1.47 SEK per share). The six months result has been adversely affected by the write-off of the explorationexpenditure in the Falkland Islands whilst the result for the corresponding period of 2000 benefited from a reversal of deferred tax charge.
Operating cash flow for the six months ended 30 June 2001 was MSEK 302.5 (MSEK 293.6) corresponding to 2.94 SEK per share (3.36 SEK per share). The operating cash flow for the first six months is at the same level as for the same period in the prior year.
Lundin Oil received an average price on its crude oil sales of USD 26.21 (USD 24.35) per barrel for the six months after the effects of the oil price hedge during 2001. The average price received for crude oil sales for the six months without the effects of the hedge was USD 26.16 (USD 28.29). The average price achieved for the year ended 31 December 2000 after the effects of the oil price hedge was USD 24.35.
Oil and gas related income for the six months ended 30 June 2001 amounted to MSEK 592.7(MSEK 465.6) and relates to Lundin Oil’s assets in the UK North Sea and Malaysia which generated operating income of MSEK 351.7 (MSEK 327.7) and MSEK 232.7 (MSEK 135.3), respectively. Production cost in the first six months ended 30 June 2001 was MSEK 211.8 (MSEK 106.1). The increase in production costs is primarily related to stock movements of MSEK 53.4, an amount of MSEK 11.1 for non-recurring well work-over cost in Malaysia and higher FPSO costs in Malaysia compared to the previous period. The benefit from the well work-over costs has been increased production in this and subsequent quarters. The depletion charge on oil and gas assets for the six months ended 30 June 2001 was MSEK 134.4 (MSEK 129.1).
Administration expenses were MSEK 45.9 (MSEK 28.2) for the six months ended 30 June 2001. The increase was partially due to costs incurred with the Talisman bid process. Within the transaction agreement between Talisman and Lundin Oil it has been agreed that an amount of MUSD 8.5 will be paid by Lundin Oil for the payment of assignment fees, reorganisation costs and severance and bonus payments to the management and employees of Lundin Oil, of which payments of MUSD 1.0 have been included within the half year results.
Net financial income and expenses for the six months ended 30 June 2001 were MSEK –8.0 (MSEK -11.4). Included within the six months ended 30 June 2001 was interest income of MSEK 8.3 (MSEK 10.8) offset by interest expenses of MSEK 19.2 (MSEK 20.3) arising from bank debt.
Tax for the six months ended 30 June 2001 was MSEK 94.3 (MSEK 65.5). The current corporation tax charge for the six months ended 30 June 2001 was MSEK 64.5 (MSEK 45.8) and current Petroleum Revenue Tax, PRT, was MSEK 13.9 (MSEK 20.2). The increase in current tax charges was due to the tax charge incurred in Malaysia following the full utilisation of tax losses carried forward during 2000. The deferred corporation tax charge for the six months ended 30 June 2001 was MSEK 11.7 (tax benefit of MSEK 7.9) relating primarily to the Malaysian operation. The deferred corporation tax benefit for 2000 is the reversal of a deferred tax provision in the UK following the reorganisation of the UK Group.
Parent Company The net profit for the parent company for the six months ended 30 June 2001 amounted to MSEK 29.2 (net loss of MSEK 9.7). The profit resulted mainly from the receipt of a dividend from the Lundin UK Group of MSEK 42.9. Administration charges of MSEK 16.1 (MSEK 8.2) and interest expense of MSEK 9.6 (MSEK 10.2) were offset by a foreign exchange gain of MSEK 10.6 (MSEK 4.2).
PRODUCTION Production for the six months ended 30 June 2001 on a working interest basis amounted to 2,467,562 (2,644,738) barrels of oil equivalents of which 2,155,351 (2,309,073) were barrels of oil. This corresponds to a production of 13,633 (14,531) barrels of oil equivalents per day (boepd) for the six months ended 30 June 2001 including production from the UK North Sea and Malaysia of 7,404 (8,696) boepd and 6,229 (5,835) boepd, respectively. Production allocated for the six months ended 30 June 2001 from Malaysia on an entitlement basis after government share amounted to 773,247 (732,830) barrels or 4,272 (4,026) bopd.
FINANCING AND LIQUIDITY The Group Liquid assets at 30 June 2001 amounted to MSEK 344.2 (MSEK 344.7). Parent Company Liquid assets at 30 June 2001 amounted to MSEK 20.6 (MSEK 57.0).
INVESTMENTS During the six months ended 30 June 2001, investments in oil and gas assets have been made in an amount of MSEK 359.8 (MSEK 149.2). These primarily relate to ongoing exploration costs in Libya of MSEK 15.2, Sudan of MSEK 94.2 and Albania of MSEK 21.9, and development costs in Malaysia of MSEK 129.4 and Libya of MSEK 37.9.
FINANCIAL INSTRUMENTS The Group entered into interest rate hedging contracts to tie the LIBOR based floating rate for part of the Group’s USD borrowings to a fixed rate of interest for a period of three years expiring December 2001. The contracts are in the amount of USD 50.0 million with an interest rate fixed at 5.87%.
The Group had bought a put option set at USD 19.00 for Dated Brent in respect of 5,000 bopd for the calendar year 2001. The put option was sold in April 2001.
The Group entered into forward oil price sales that are tied to forecast production from the UK and Malaysia/Vietnam. From 1 January 2001 to 31 December 2001, 2,750 bopd of production have been fixed at a West Texas Intermediate price of USD 28.55 per barrel and from 1 April 2001 to 31 December 2001, 2,500 bopd of production have been fixed at an average Dated Brent price of USD 26.505 per barrel.
Lundin Oil AB has entered into a share swap agreement with Skandinaviska Enskilda Banken AB (SEB) under which SEB has purchased 2.3 million Lundin Oil AB B shares to hedge Lundin Oil AB’s obligation under the 1999 and 2000 employee stock option programs. In the event that the Lundin Oil share price falls below the purchase price at which the shares were acquired by SEB, Lundin Oil will be responsible for any financial exposures resulting there from. In the event that employees exercise under these programs, it is expected that SEB will deliver shares purchased under this swap agreement. As a result, if such options are exercised, Lundin Oil will not need to issue new shares for which the Company has existing shareholder approval. Lundin Oil AB entered into a second share swap agreement with SEB to hedge the employee stock options proposed to be issued in 2001. SEB had acquired 150,000 shares when purchasing was suspended during the period when the Lundin Oil shares were subject to an acquisition offer from Talisman Energy.
CHANGES IN BOARD OF DIRECTORS At the Annual General meeting all the directors were re-elected with the exception of Magnus Nordin who declined re-election and resigned from the Board.
SHARE DATA Lundin Oil AB’s registered share capital at 30 June 2001 amounts to SEK 51,430,641.50 represented by 102,861,283 shares of nominal value SEK 0.50 each. The shares are divided into 678,200 A shares with 10 votes each and 102,183,083 B shares with one vote each. In addition, 3,342,501 B shares have been issued but not registered as at 30 June 2001 resulting from the conversion of Sodra Petroleum shares as detailed below.
Lundin had outstanding, at the start of the financial period, 3,400,000 warrants with an exercise price of SEK 0.50, exercisable between 5 and 23 November 2001, to Sodra Petroleum AB (Sodra). Sodra and Lundin shareholders at the Annual General Meetings of the companies approved an amendment to the convertible shares allowing the convertible shares to be exchangeable for shares in Lundin at the ratio of 11 convertible shares of Sodra for one new B share of Lundin at the nominal price of SEK 0.50. The conversion period for this exchange was between 21 May and 14 June 2001. 36,767,511 convertible shares in Sodra were submitted for conversion and as a result of the transaction 34,195 shares were bought by the Company at a price of SEK 2.00 per share. The process of compulsory acquisition to purchase the outstanding Sodra Petroleum convertible shares was instigated on 17 July 2001.
Under the Group incentive program for employees 1,250,000 incentive warrants with a strike price of SEK 49 expiring on 15 May 2001 had been issued. These warrants have expired. A further 1,150,000 incentive warrants with a strike price of SEK 24 expiring on 11 March 2002 and 1,200,000 incentive warrants issued at a strike price of SEK 23.00 expiring on 22 May 2003 have been issued. At the Annual General Meeting of Lundin Oil AB the issue of 1,200,000 warrants expiring on 1 June 2004 were authorised for issue. If the Talisman offer is completed the warrants expiring in 2004 will not be issued.
ACCOUNTING PRINCIPLES
This interim report has been prepared using the accounting principles applied to the Financial Statements for the year ended 31 December 2000 and in accordance with the Swedish Financial Accounting Standards Council’s recommendation RR 20 Interim Financial Reporting except for the change described below.
CHANGE IN ACCOUNTING PRINCIPLES
Inventories of hydrocarbons have been valued at cost whereas previously they have been valued at market prices prevailing at the balance sheet date. The effect of this change in accounting principle is a reduction in profit for the year ended 31 December 1999 from TSEK 12,622 to TSEK 8,505, a reduction in the profit for the six months ended 30 June 2000 from TSEK 127,961 to TSEK 128,165 and a reduction in the profit for the year ended 31 December 2000 from TSEK 225,503 to TSEK 224,754. The comparative financial statements have been restated in this report.
FINANCIAL INFORMATION
The Company will publish the following interim reports:
* Nine months report (January – September 2001) will be published on 8 November 2001.
Stockholm, 9 August 2001
Ian H. Lundin President
AUDITORS’ REPORT
We have performed a limited review of this six months interim report at 30 June 2001 of Lundin Oil AB in accordance with a recommendation issued by FAR (The Swedish Institute of Accountancy Profession in Sweden). A limited review is considerably less in scope than a full audit. Nothing has come to our attention that caused us to believe that this six months interim report at 30 June 2001 of Lundin Oil AB does not comply with the requirements of the Swedish Annual Accounts Act.
Stockholm, 9 August 2001
Carl-Eric Bohlin Klas Brand Authorised Public Accountant Authorised Public Accountant
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