15th Mar 2012 07:00
BLUEBIRD ENERGY PLC
(AIM: BBE)
Interim Results for the Half Year Ended 31 December 2011
Bluebird Energy plc ("Bluebird" or "the Company") is pleased to announce its Interim Results for the Half Year ended 31 December 2011.
Chairman's Overview
The interim period for Bluebird has been mixed. The company recorded a loss due to administrative expenses and project costs at Centurion, partially offset by a gain in the value of the holding in Wessex Exploration PLC. Changes in the company's focus following the disposal of its 50% interest in Centurion have subsequently been reflected in the board composition and corporate strategy.
The priority is now on consolidating shareholder value through a significant reduction in administrative costs while seeking to maximisethe potential value of the remaining US assets in an otherwise weak environment for gas exploration properties in the region.
The company will continue to evaluate new oil and gas exploration and development projects. However in parallel the board will also review the potential for returning any excess cash or financial assets directly to shareholders.
James Ede-Golightly
Non-Executive Chairman
Chief Executive's Report
Introduction
As shareholders will be aware, much has changed in the short period since Bluebird was admitted to trading on AIM in July 2011.
Development of the Centurion oil project was intended to be the main focus of the Company's efforts and resources but following the sale of a net 30% interest in the project by the Operator, Running Foxes Petroleum Inc., Bluebird commenced a strategic and operational review of its US assets in August 2011.
The outcome of this US asset review led to the sale of Bluebird's entire 50% interest in Centurion for $3.1 million in cash approved by shareholders during October 2011 and a refocusing of efforts around those assets where Bluebird has, or intends to have, a controlling interest.
As a result, Solitaire, a project in which Bluebird has a 100% interest and holds the rights as Operator, is now the operational focus of activity in the US. The Marcellus and Revloc acreages are up for sale and the decision not to continue in respect of the Company's 50% interest in Big Sky was announced on 3 November 2011.
Outside the US, project evaluation activity includes the Republic of Ireland where an out of round oil & gas application in respect of acreage in the Dublin Basin was lodged in May 2011 and, once opened, may include involvement in the forthcoming 14th Landward Licensing Round in the UK.
Subsequent to the half year, we have signed an Ownership Termination and Release Agreement relating to our effective 46% shareholding in Altawind Energy Inc., a non-core start-up US wind energy activity. This means that while we will no longer have a shareholder interest we will also not be responsible for any past or future liabilities relating to this non-core activity.
Working Capital
Bluebird's overall cash balance increased from $0.605 million at the end of June 2011 to $2.58 million at the end of December 2011 having raised $3.6 million by way of shares issued and $3.1 million in disposal proceeds.
Total administrative expenses in H1 2012 were $2.055 million of which $1.2 million is considered to be non-recurring or discontinued in nature.
Approximately half of the total administrative expenses related to salaries, pension and social security costs for the directors of group companies, together with travel and related expenses. This was higher than budget due to severance costs. In the second half board costs will decline significantly due to the change in board composition alongside a reduction in non-executive fee levels which took effect from March 2012.
The balance of the administrative costs are substantially comprised of various professional service expenses (primarily legal fees and printing/design work) together with discontinued activities and the Revloc impairment charge as disclosed in note 2. All service providers are now being reviewed to ensure the company gets value for money while retaining core functionality. For example, whilst management accounts will continue to be prepared monthly, it is the Company's intention to move from monthly to quarterly balance sheet consolidations to eliminate unnecessary accountancy expense.
While the board expects to realize a significant reduction in administration costs in the second half as non-recurring items such as severance costs drop out, the full benefit of costs savings will not be in place until the end of the financial year. As a result we anticipate further declines in available cash by the year end in the absence of asset disposals.
US Projects update
Solitaire
The primary target for the Solitaire project, located in Kit Carson County, Colorado, is gas in the Niobrara formation on the Eastern edge of the Denver Basin. However, there is also believed to be the potential to develop the Niobrara as a shale gas and liquids rich shale play. Recent new oil discoveries include the Hereford field and the Silo field northeast of the historic Wattenberg field. Approximately 40,000 acres of oil and gas leases are held outright by the Company as well as Operator rights. The Solitaire leasehold interests held by Bluebird are due for renewal between May 2013 and March 2019.
The acquisition and interpretation of 3-D seismic to identify structural highs and fracture systems is critical in understanding the potential of the acreage. Bluebird is currently marketing Solitaire to potential farm-in partners with a view to commencing seismic work later in the year.
Marcellus
Bluebird holds an approximate 87% interest in approximately 4,000 net asset acres of oil and gas rights in the Marcellus fairway in central Pennsylvania centred on Cambria County. There has been sporadic activity in the past in Cambria County and adjacent counties which are considered to be on the edge of the core Marcellus formation.
As it stands, the Bluebird acreage held is only sufficient to support a modest development project but it may be of interest to other operators in the area. With this in mind, a decision was made to appoint an agent to sell all or part of the interests in Marcellus. The Marcellus leasehold interests are due for renewal between April 2013 and January 2015.
Revloc
A decision was taken during Q3 2011 to release three of the largest Revloc project leases, thereby reducing annual lease costs by $120,000. The acreage of the project is now approximately 5,000 net asset acres for coal or coal bed methane, of which the Company has a 50% interest. Subsequent to this, the Partners agreed to plug the existing five non-producing wells, which should be completed by the end of Q2 2012. The remaining Revloc acreage has been put up for sale and placed in the hands of our Marcellus representative.
In the absence of a sale, the leasehold interests that are due for renewal between January 2015 and August 2016 are likely to be allowed to lapse.
This project is now fully impaired with $268,128 being written down in these accounts.
Investments
Wessex Exploration PLC ("Wessex")
Bluebird holds a 9% shareholding in AIM quoted Wessex (64,743,934 ordinary shares) which had a market capitalisation of £48.2 million as at 14 March 2012, being the latest practicable date before the publication of these Interim Results. This 9% figure includes a further investment by Bluebird of £0.534 million ($1.0m; 10,694,000 ordinary shares) made in December 2011 via Bluebird's participation in the successful £12 million Wessex placing at 5 pence per share.
The reason for the placing was to provide Wessex with the funds to participate fully in the anticipated Guyane forward work programme following the company-changing Zaedyus oil discovery in September 2011. Wessex holds an effective net 1.25% working interest in the Guyane Maritime Exclusive Exploration Licence alongside Tullow (27.5%), Shell (45%), Total (25%) and Northern Petroleum (1.25%). Wessex also has interests in projects in Juan de Nova located within the Mozambique Channel, Southern UK and the Western Sahara.
Cimarron Properties
Bluebird continues to hold a 5.3% royalty interest in Cimarron Properties operated by Madison Capital Investment LLC. This royalty interest provides a small income stream to the Company.
Board Changes
On 6 December 2011, executive chairman, and one of the original founders of Bluebird, David Bramhill did not offer himself for re-election as a director at the Annual General Meeting. The directors thank him for his contribution to the Company and wish him well in his other endeavours.
On 2 March 2012, James Ede-Golightly was appointed non-executive chairman. He is a non-executive director of ORA Capital Partners Ltd ("ORA"), Chairman of East Balkan Properties and holds several other non-executive directorships. James has an indirect interest in the Company through ORA (Guernsey) Limited which owns 128,582,000 shares in Bluebird (representing 25.8% of its share capital).
The Future
Our operational objectives in the short term remain that of reducing cash burn, building on cash resources via asset sales and to complete the de-risking of the business. We have also commenced the marketing of our Solitaire project to potential farm-in partners.
In terms of strategic direction, Bluebird will seek to maximize the value of existing assets and continue to evaluate new oil and gas exploration and development projects. However in parallel the board will also review the potential for returning any excess cash or financial assets directly to shareholders. Currently, Bluebird cash resources and near liquid investments stand at approximately £5.8 million (1.17 pence per share).
Andrew Yeo
Chief Executive Officer
15 March 2012
Contacts
Bluebird Energy plc www.bluebirdenergy.net
Andrew Yeo - Chief Executive +44 (0) 117 917 5218
WH Ireland Limited www.wh-ireland.co.uk
John Wakefield +44 (0) 117 945 3470
Yellow Jersey PR Limited www.yellowjerseypr.com
Dominic Barretto +44 (0) 776 853 7739
CONDENSED CONSOLIDATED INCOME STATEMENT
Unaudited Six months ended 31 December 2011 | Unaudited Six months ended 31 December 2010 | Year ended 30 June 2011 | ||||
Notes | US$ | US$ | US$ | |||
Continuing operations: | ||||||
Revenue | 3,069 | 130,165 | 296,315 | |||
Gross profit | 3,069 | 130,165 | 296,315 | |||
Administrative expenses | (1,787,768) | (737,969) | (2,539,014) | |||
Exceptional administrative expenses | 2 | (268,128) | (6,950,691) | (15,180,951) | ||
Total administrative expenses | (2,055,896) | (7,688,660) | (17,719,965) | |||
Operating loss | (2,052,827) | (7,558,495) | (17,423,650) | |||
Finance income | 4,388 | 697 | 2,134 | |||
Loss on sale of available-for-sale investments | - | - | (132,145) | |||
Loss before taxation | (2,048,439) | (7,557,798) | (17,553,661) | |||
Taxation | (8,073) | (7,932) | (7,932) | |||
Share of losses of associates | (1,713) | (48,360) | (48,492) | |||
Loss for the financial period from continuing operations | (2,058,225) | (7,614,090) | (17,610,085) | |||
Loss for the financial period from discontinued operations | 5 | (430,807) | - | - | ||
Loss for the financial period | (2,489,032) | (7,614,090) | (17,610,085) | |||
Attributable to: | ||||||
Equity shareholders of the Company | (2,489,032) | (7,614,090) | (17,610,085) | |||
Loss per share from continuing and discontinued operations attributable to the equity shareholders of the company. | 3 | |||||
Basic and diluted loss per share (US cents) | (0.51) | (3.17) | (6.94) | |||
Loss per share from continuing operations | 3 | |||||
Basic and diluted loss per share (US cents) | (0.42) | (3.17) | (6.94) |
CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
Unaudited Six months ended 31 December 2011 | Unaudited Six months ended 31 December 2010 | Year ended 30 June 2011 | ||||
US$ | US$ | US$ | ||||
Loss for the financial period | (2,489,032) | (7,614,090) | (17,610,085) | |||
Other comprehensive income | ||||||
Available-for-sale financial assets: | ||||||
Fair value (losses) / gains arising during the year | 2,481,170 | 599,912 | (5,683) | |||
Plus: reclassification adjustments for losses included in profit or loss | - | - | 138,753 | |||
Tax on gain on available-for-sale financial assets | (439,187) | (284,039) | (154,515) | |||
Foreign exchange gains / (losses) on consolidation | (931,274) | 249,244 | 289,410 | |||
Other comprehensive income for the financial period, net of tax | 1,110,709 | 565,117 | 267,965 | |||
Total comprehensive income for the financial period | (1,378,323) | (7,048,973) | (17,342,120) | |||
CONDENSED CONSOLIDATED BALANCE SHEET
Unaudited Six months ended 31 December 2011 | Unaudited Six months ended 31 December 2010 | Year ended 30 June 2011 | ||||
Notes | US$ | US$ | US$ | |||
Assets | ||||||
Non-current assets | ||||||
Property, plant and equipment | 979,544 | 2,754,106 | 1,129,546 | |||
Intangible assets | 1,407,930 | 9,177,227 | 4,620,131 | |||
Investments in associates | - | - | ||||
Available-for-sale financial assets | 5,157,972 | 3,171,301 | 2,751,673 | |||
7,545,446 | 15,102,634 | 8,501,350 | ||||
Current assets | ||||||
Trade and other receivables | 79,721 | 45,274 | 181,328 | |||
Cash and cash equivalents | 2,582,139 | 258,995 | 605,697 | |||
2,661,860 | 304,269 | 787,025 | ||||
Total assets | 10,207,306 | 15,406,903 | 9,288,375 | |||
Equity and liabilities | ||||||
Capital and reserves attributable to the Company's equity shareholders: | ||||||
Share capital | 4 | 2,209,610 | 1,175,438 | 1,317,150 | ||
Share premium account | 5,030,604 | 26,247,549 | 2,536,487 | |||
Foreign exchange translation reserve | (3,458,427) | (2,567,319) | (2,527,153) | |||
Retained earnings | 4,900,772 | (10,566,414) | 5,347,821 | |||
Share-based payment reserve | 574,159 | 209,861 | 298,562 | |||
Total equity | 9,256,718 | 14,499,115 | 6,972,867 | |||
Current liabilities | ||||||
Trade and other payables | 67,383 | 336,091 | 1,873,203 | |||
Non-current liabilities | ||||||
Deferred tax | 880,831 | 571,168 | 441,644 | |||
Provision for associate losses | 2,374 | 529 | 661 | |||
Total liabilities | 950,588 | 907,788 | 2,315,508 | |||
Total equity and liabilities | 10,207,306 | 15,406,903 | 9,288,375 | |||
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
Share capital | Share premium account | Foreign exchange translation reserve | Retained earnings | Share- based payment reserve | Total | |
US$ | US$ | US$ | US$ | US$ | US$ | |
Balance at 1 July 2011 | 1,317,150 | 2,536,487 | (2,527,153) | 5,347,821 | 298,562 | 6,972,867 |
Loss for the financial period | - | - | - | (2,489,032) | - | (2,489,032) |
Other comprehensive income: | ||||||
Fair value gain on available-for-sale financial assets | - | - | - | 2,481,170 | - | 2,481,170 |
Tax on gain on available-for-sale investments | - | - | - | (439,187) | - | (439,187) |
Foreign exchange losses on consolidation | - | - | (931,274) | - | - | (931,274) |
Total comprehensive income | - | - | (931,274) | (447,049) | - | (1,378,323) |
Share-based payments | - | - | - | - | 275,597 | 275,597 |
Issue of share capital | 892,460 | 2,677,382 | - | - | - | 3,569,842 |
Issue costs | - | (183,265) | - | - | - | (183,265) |
Balance at 31 December 2011 | 2,209,610 | 5,030,604 | (3,458,427) | 4,900,772 | 574,159 | 9,256,718 |
Balance at 1 July 2010 | 1,175,438 | 26,247,549 | (2,816,563) | (3,268,197) | 174,909 | 21,513,136 |
Loss for the financial period | - | - | - | (7,614,090) | - | (7,614,090) |
Other comprehensive income: | ||||||
Fair value gain on available-for-sale financial assets | - | - | - | 599,912 | - | 599,912 |
Tax on gain on available-for-sale investments | - | - | - | (284,039) | - | (284,039) |
Foreign exchange losses on consolidation | - | - | 249,244 | - | 249,244 | |
Total comprehensive income | - | - | 249,244 | (7,298,217) | - | (7,048,973) |
Share-based payments | - | - | - | - | 34,952 | 34,952 |
Balance at 31 December 2010 | 1,175,438 | 26,247,549 | (2,567,319) | (10,566,414) | 209,861 | 14,499,115 |
Share capital | Share premium account | Foreign exchange translation reserve | Retained earnings | Share- based payment reserve | Total | |||
US$ | US$ | US$ | US$ | US$ | US$ | |||
Balance at 1 July 2010 | 1,175,438 | 26,247,549 | (2,816,563) | (3,268,197) | 174,909 | 21,513,136 | ||
Loss for the financial year | - | - | - | (17,610,085) | - | (17,610,085) | ||
Other comprehensive income: | ||||||||
Fair value gain on available-for-sale financial assets | - | - | - | 133,070 | - | 133,070 | ||
Tax on gain on available-for-sale investments | - | - | - | (154,516) | - | (154,516) | ||
Foreign exchange losses on consolidation | - | - | 289,410 | - | - | 289,410 | ||
Total comprehensive income | - | - | 289,410 | (17,631,531) | - | (17,342,121) | ||
Share-based payments | - | - | - | - | 123,653 | 123,653 | ||
Issue of share capital | 141,712 | 2,692,514 | - | - | - | 2,834,226 | ||
Issue costs | - | (156,027) | - | - | - | (156,027) | ||
Capital reduction | - | (26,247,549) | - | 26,247,549 | - | - | ||
Balance at 30 June 2011 | 1,317,150 | 2,536,487 | (2,527,153) | 5,347,821 | 298,562 | 6,972,867 | ||
CONDENSED CONSOLIDATED CASH FLOW STATEMENT
Unaudited Six months ended 31 December 2011 | Unaudited Six months ended 31 December 2010 | Year ended 30 June 2011 | ||||
US$ | US$ | US$ | ||||
Cash flow from operating activities | (2,422,164) | (270,957) | (1,715,655) | |||
Cash flow used in investing activities | ||||||
Purchase of intangible assets | (741,124) | (219,482) | (777,206) | |||
Purchase of property, plant and equipment | (510,846) | (46,168) | (370,418) | |||
Investments in associates | - | (20,000) | (20,000) | |||
Purchase of available-for-sale investments | (839,736) | - | - | |||
Proceeds from disposal of business | 3,100,000 | - | - | |||
Proceeds from disposal of available-for-sale investments | - | 105,643 | 112,251 | |||
Interest received | 4,388 | 697 | 2,134 | |||
Net cash flow from investing activities | 1,012,682 | (179,310) | (1,053,239) | |||
Cash flow from financing activities | ||||||
Proceeds on issue of new shares | 3,573,045 | - | 2,834,226 | |||
Expenses of new share issue | (170,455) | - | (156,027) | |||
Net cash flows from financing activities | 3,402,590 | - | 2,678,199 | |||
Net increase / (decrease) in cash and cash equivalents | 1,993,109 | (450,267) | (90,695) | |||
Cash and cash equivalents at beginning of period | 605,697 | 701,181 | 701,181 | |||
Effects of exchange movements | (16,667) | 8,081 | (4,789) | |||
Cash and cash equivalents at end of the period | 2,582,139 | 258,995 | 605,697 | |||
NOTES TO THE COMBINED UNAUDITED HISTORIC FINANCIAL INFORMATION
1. Accounting policies
Basis of preparation
These condensed Half Yearly financial statements are for the six month period ended 31 December 2011.
The financial information for the 6 months ended 31 December 2011 and 31 December 2010 is unaudited.
IFRS is subject to amendment and interpretation by the International Accounting Standards Board ("IASB") and the IFRS Interpretations Committee and there is an ongoing process of review and endorsement by the European Commission.
The financial information has been prepared on the basis of IFRS that the Directors expect to be applicable as at 30 June 2012, with the exception of IAS 34 Interim Financial Reporting.
Financial information contained in this document does not comprise the Group's statutory financial statements as defined in section 434 of the Companies Act 2006.
The statutory financial statements for the year ended 30 June 2011 have been delivered to the Registrar of Companies. The auditors reported on these financial statements: their report was unqualified, did not contain a statement under section 498(2) or 498(3) of the Companies Act 2006, and did not include references to any matters to which the auditor drew attention by way of emphasis.
.
2. Exceptional administrative expenses
Unaudited Six months ended 31 December 2011 | Unaudited Six months ended 31 December 2010 | Year ended 30 June 2011 | |||
US$ | US$ | US$ | |||
Impairment of Revloc project | (268,128) | (6,950,691) | (7,555,928) | ||
Impairment of Centurion project | - | - | (5,631,718) | ||
Impairment of Big Sky project | - | - | (1,993,305) | ||
(268,128) | (6,950,691) | (15,180,951) | |||
3. Loss per share attributable to the equity shareholders of the Company
Basic loss per share | |||||
Unaudited Six months ended 31 December 2011 | Unaudited Six months ended 31 December 2010 | Year ended 30 June 2011 | |||
US cents | US cents | US cents | |||
Loss per share from continuing operations | (0.42) | (3.17) | (6.94) | ||
Loss per share from discontinued operations | (0.09) | - | - | ||
Total basic loss per share | (0.51) | (3.17) | (6.94) | ||
The losses and weighted average number of ordinary shares used in the calculation of basic loss per share are as follows:
US$ | US$ | US$ | |||
Loss used in the calculation of total basic and diluted loss per share | (2,489,032) | (7,614,090) | (17,610,085) | ||
Loss for the year from discontinued operations used in the calculation of basic and diluted earnings per share from discontinued operations | (430,807) | - | - | ||
Loss used in the calculation of basic earnings per share from continuing operations | (2,058,226) | (7,614,090) | (17,610,085) | ||
Number of shares | Unaudited Six months ended 31 December 2011 | Unaudited Six months ended 31 December 2010 | Year ended 30 June 2011 | ||
Weighted average number of ordinary shares for the purposes of basic loss per share | 489,539,931 | 240,486,724 | 253,650,286 |
As at 31 December 2011, 30 June 2011 and 31 December 2010 the options in issue are not dilutive under IAS 33, Earnings per Share, because they would have the effect of decreasing the loss per share. As such there is no difference between the basic and dilutive loss per share at these dates.
Number of shares | Unaudited Six months Ended 31 December 2011 | Unaudited Six months Ended 31 December 2010 | Year ended 30 June 2011 | ||
Weighted average number of ordinary shares for the purposes of the diluted loss per share | 519,789,931 | 250,686,724 | 267,325,491 |
4. Share Capital
Unaudited Six months ended 31 December 2011 | Unaudited Six months ended 31 December 2010 | Year ended 30 June 2011 | |||
US$ | US$ | US$ | |||
Allotted, issued and fully paid | |||||
498,196,408 shares of 0.25 pence | 2,209,610 | 1,175,438 | 1,317,150 | ||
5. Discontinued operations and disposal of business
On 7 October 2011 Bluebird completed the disposal of its interest in the Centurion project, receiving in consideration US$3,100,000.
Analysis of profit for the period from discontinued operations
Unaudited Six months Ended 31 December 2011 | |
US$ | |
Sales | 21,728 |
Profit before tax | 21,728 |
Loss on disposal of Centurion project | (452,535) |
Loss for the period from discontinued operations | (430,807) |
Details of assets disposed
Unaudited Six months Ended 31 December 2011 | |
US$ | |
Non-current assets: | |
Intangible assets | 3,100,000 |
Net assets disposed | 3,100,000 |
Project costs expensed in the period | (452,535) |
Consideration received | (3,100,000) |
Loss on disposal | (452,535) |
Consideration on disposal | Unaudited Six months Ended 31 December 2011 |
US$ | |
Cash consideration | 3,100,000 |
6. Related Parties
Jayne Bramhill, the spouse of David Bramhill, provides ICT management services to the Company and is currently paid an annual salary of £12,000. In the period under review, she received a salary of £6,000 compared to £1,000 in the first half of 2010 and for the full year to June 2011 she received £7,000.
Brian Marshall, a non-executive director of Bluebird, provides accountancy management and company secretarial services to Bluebird as a consultant through Brian Marshall Accountancy Services ("BMAS") and registered office premises via Berkeley Hall Marshall Limited ("BHM") where he is a director. BMAS is currently paid £25,000 per annum for accountancy and company secretarial services and BHM receives £3,000 per annum for premises. In the period under review, BMAS received £12,500 compared to £5,000 in the first half of 2010 and for the full year to June 2011 received £14,166. BHM received £1,167 compared to £1,000 in the first half of 2010 and for the full year to June 2011 received £2,000.
The directors, having consulted the Company's nominated adviser, confirm their opinion that these arrangements, each of which are with related parties, are fair and reasonable insofar as the interests of shareholders are concerned.
7. Copies of the Interim Report
A copy of this Interim Report is now available on the Company's website at www.bluebirdenergy.net
Related Shares:
QRM.L